SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. __) *
P. C. QUOTE, INC.
(Name of Issuer)
COMMON STOCK, $.001 PAR VALUE
(Title of Class of Securities)
693236200
(CUSIP Number)
Check the following box if a fee is being paid with this statement X . (A fee
is not required only if the filing person: (1) has a previous statement on
file reporting beneficial ownership of more than five percent of the class of
securities described in Item 1; and (2) has filed no amendment subsequent
thereto reporting beneficial ownership of five percent or less of such class.)
(See Rule 13d-7).
*The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities,
and for any subsequent amendment containing information which would alter the
disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be
deemed to be "filed" for the purpose of Section 18 of the Securities Exchange
Act of 1934 ("Act") or otherwise subject to the liabilities of that section of
the Act but shall be subject to all other provisions of the Act (however, see
the Notes).
Page 1
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CUSIP NO. 693236200 13G Page 2 of 10 Pages
1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Physicians Insurance Company of Ohio
2. CHECK THE APPROPRIATE BOX IF MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) X
(b)
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
Ohio
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON:
5. SOLE VOTING POWER
2,096,400 shares
6. SHARED VOTING POWER
-0-
7. SOLE DISPOSITIVE POWER
2,096,400 shares
8. SHARED DISPOSITIVE POWER
-0-
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,096,400 shares
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(SEE INSTRUCTIONS)
Not Applicable
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
28.8%
12. TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IC
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CUSIP NO. 693236200 13G Page 3 of 10 Pages
1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
American Physicians Life Insurance Company
2. CHECK THE APPROPRIATE BOX IF MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) X
(b)
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
Ohio
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON:
5. SOLE VOTING POWER
96,400 shares
6. SHARED VOTING POWER
-0-
7. SOLE DISPOSITIVE POWER
96,400 shares
8. SHARED DISPOSITIVE POWER
-0-
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
96,400 shares
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(SEE INSTRUCTIONS)
Not Applicable
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
1.32%
12. TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IC
<PAGE>
CUSIP NO. 693236200 13G Page 4 of 10 Pages
1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Physicians Investment Company
2. CHECK THE APPROPRIATE BOX IF MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) X
(b)
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
Ohio
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON:
5. SOLE VOTING POWER
96,400 shares
6. SHARED VOTING POWER
-0-
7. SOLE DISPOSITIVE POWER
96,400 shares
8. SHARED DISPOSITIVE POWER
-0-
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
96,400 shares
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(SEE INSTRUCTIONS)
Not Applicable
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
1.32%
12. TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
HC
Page 5
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ITEM 1(A). NAME OF ISSUER.
P. C. Quote, Inc.
ITEM 1(B). ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES.
300 South Wacker Drive
Chicago, Illinois 60606
ITEM 2(A). NAME OF PERSON FILING.
(i) Physicians Insurance Company of Ohio ("Physicians")
(ii) American Physicians Life Insurance Company ("APL") which is an
indirect wholly-owned subsidiary of Physicians.
Physicians and APL are insurance companies as defined in Section
3(a)(19) of the Securities Exchange Act of 1934 (the "Act").
(iii) Physicians Investment Company ("PIC") which is a wholly-owned
subsidiary of Physicians and the parent of APL. PIC was formed
for the purpose of holding the shares of APL and conducts no
other business.
ITEM 2(B). ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE,
RESIDENCE OF PERSON FILING.
Physicians, APL and PIC:
13515 Yarmouth Drive, N.W.
Pickerington, Ohio 43147
ITEM 2(C). CITIZENSHIP OF PERSON FILING.
Ohio for each of Physicians, APL and PIC
ITEM 2(D). TITLE OF CLASS OF SECURITIES.
Common Stock, $.001 par value
ITEM 2(E). CUSIP NUMBER.
693236200
ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO RULES 13D-1(B), OR 13D-2(B),
CHECK WHETHER THE PERSON FILING IS A:
(a) [ ] Broker or Dealer registered under Section 15 of the Act
(b) [ ] Bank as defined in Section 3(a)(6) of the Act
(c) [X] Insurance Company as defined in Section 3(a)(19) of the Act
-- for each of Physicians and APL
(d) [ ] Investment Company registered under Section 8 of the
Investment Company Act
(e) [ ] Investment Adviser registered under Section 203 of the
Investment Advisers Act of 1940
(f) [ ] Employee Benefit Plan, Pension Fund which is subject to
the provisions of the Employee Retirement Income Security
Act of 1974 or Endowment Fund; see Section
240.13d-1(b)(l)(ii)(F)
(g) [X] Parent Holding Company, in accordance with
Section 240.13d-1(b)(ii)(G) -- for PIC
(h) [X] Group, in accordance with Section 240.13d-1(b)(1)(ii)(H)
-- for Physicians, APL and PIC together
ITEM 4. OWNERSHIP.
(a) Amount Beneficially Owned:
Physicians: 2,096,400 shares (1)
APL: 96,400 shares
PIC: 96,400 shares (1)
----------------
(1) Includes 96,400 shares owned of record and beneficially by
APL.
(b) Percent of Class:
Physicians: 27.53%
APL: 1.32%
PIC: 1.32%
(c) Number of shares as to which such person filing has:
(i) Sole power to vote or to direct the vote:
Physicians: 2,096,400 shares (1)
APL: 96,400 shares
PIC: 96,400 shares (1)
----------------
(1) Includes 96,400 shares owned of record and
beneficially by APL.
(ii) Shared power to vote or to direct the vote:
Physicians: 0 shares
APL: 0 shares
PIC: 0 shares
<PAGE>
(iii) Sole power to dispose or to direct the disposition of:
Physicians: 2,096,400 shares (1)
APL: 96,400 shares
PIC: 96,400 shares (1)
----------------
(1) Includes 96,400 shares owned of record and
beneficially by APL.
(iv) Shared power to dispose or to direct the disposition of:
Physicians: 0 shares
APL: 0 shares
PIC: 0 shares
ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS.
If this statement is being filed to report the fact that as of the
date hereof the reporting person has ceased to be the beneficial
owner or more than five percent of the class of securities, check
the following: [ ].
ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON.
APL has the right to receive dividends from, and the proceeds
from the sale of, the 96,400 shares of P. C. Quote, Inc. reported
herein as owned of record and beneficially by APL and
beneficially by each of Physicians and PIC.
ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED
THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY.
See Item 2(a) above.
ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP.
Please see Exhibit 1.
ITEM 9. NOTICE OF DISSOLUTION OF GROUP.
Not Applicable.
<PAGE>
ITEM 10. CERTIFICATION.
By signing below, I certify that, to the best of my knowledge and belief,
the securities referred to above were acquired in the ordinary course of
business and were not acquired for the purpose of and do not have the effect
of changing or influencing the control of the issuer of such securities and
were not acquired in connection with or as a participant in any transaction
having such purpose or effect.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
Dated: As of December 31, 1995 PHYSICIANS INSURANCE COMPANY OF OHIO
By: /S/ JAMES F. MOSIER
James F. Mosier, General Counsel
and Secretary
Dated: As of December 31, 1995 AMERICAN PHYSICIANS LIFE INSURANCE
COMPANY
By: /S/ JAMES F. MOSIER
James F. Mosier, General Counsel
and Secretary
Dated: As of December 31, 1995 PHYSICIANS INVESTMENT COMPANY
By: /S/ JAMES F. MOSIER
James F. Mosier, Secretary
<PAGE>
EXHIBIT 1
MEMBERS OF GROUP
NAME OF CORPORATION CLASSIFICATION
- ------------------------------------------------------------------------------
Physicians Insurance Company of Ohio Insurance Company
American Physicians Life Insurance Company Insurance Company
Physicians Investment Company Parent Holding Company
For a copy of the Joint Filing Agreement, please see Exhibit 2.
<PAGE>
EXHIBIT 2
JOINT FILING AGREEMENT
In accordance with Rule 13d-1(f)(1) under the Securities Exchange Act of
1934, the persons named below hereby agree to the joint filing on behalf of
each of them of a statement on Schedule 13G (including any amendments thereto)
with respect to the shares of Common Stock of P. C. Quote, Inc. beneficially
owned by each of them and further agree that this Joint Filing Agreement be
included as an exhibit to such joint filings.
IN WITNESS WHEREOF, the undersigned hereby execute this Joint Filing
Agreement as of the 12th day of February, 1996.
PHYSICIANS INSURANCE COMPANY OF OHIO
By: /S/ JAMES F. MOSIER
James F. Mosier, General Counsel
and Secretary
AMERICAN PHYSICIANS LIFE INSURANCE
COMPANY
By: /S/ JAMES F. MOSIER
James F. Mosier, General Counsel
and Secretary
PHYSICIANS INVESTMENT COMPANY
By: /S/ JAMES F. MOSIER
James F. Mosier, Secretary
