SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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SCHEDULE 13G
(Rule 13d-102)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULES 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO
FILED PURSUANT TO RULE 13d-2
PHP HEALTHCARE CORPORATION
(Name of Issuer)
Common Stock, par value $0.01 per share
(Title of Class of Securities)
693344103
(CUSIP Number)
February 20, 1998
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which
this Schedule is filed:
[ ] Rule 13d-1(b)
[X] Rule 13d-1(c)
[ ] Rule 13d-1(d)
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CUSIP No. 693344103 13G Page 2 of 6 Pages
1. NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Charles H. Robbins
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [x]
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
United States
5. SOLE VOTING POWER
NUMBER OF SHARES
BENEFICIALLY 1,423,458 shares (see Item 4)
OWNED BY
EACH 6. SHARED VOTING POWER
REPORTING
PERSON 0 shares
WITH
7. SOLE DISPOSITIVE POWER
1,423,458 shares (see Item 4)
8. SHARED DISPOSITIVE POWER
0 shares
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
1,423,458 shares (see Item 4)
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES* [x]
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
12.3%
12. TYPE OF REPORTING PERSON*
IN
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CUSIP No. 693344103 13G Page 3 of 6 Pages
1. NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Ellen E. Robbins
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [x]
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
United States
NUMBER OF SHARES 5. SOLE VOTING POWER
BENEFICIALLY
OWNED BY 293,400 shares (see Item 4)
EACH
REPORTING 6. SHARED VOTING POWER
PERSON
WITH 0 shares
7. SOLE DISPOSITIVE POWER
293,400 shares (see Item 4)
8. SHARED DISPOSITIVE POWER
0 shares
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
293,400 shares (see Item 4)
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES* [x]
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
2.5%
12. TYPE OF REPORTING PERSON*
IN
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4
Item 1(a). Name of Issuer:
PHP Healthcare Corporation
Item 1(b). Address of Issuer's Principal Executive Offices:
11440 Commerce Park Drive
Reston, Virginia 20191
Item 2(a). Name of Persons Filing:
Charles H. Robbins
Ellen E. Robbins
Item 2(b). Address of Principal Business Office or, if None,
Residence
8580 Cinderbed Road
Suite 2400
Newington, Virginia 22122
Item 2(c). Citizenship:
United States
Item 2(d). Title of Class of Securities:
Common Stock, par value $0.01 per share
Item 3. If this statement is filed pursuant to Rule 13d-1(c), check this box
[X].
Item 4. Ownership.
(a), (b), (c) Charles H. Robbins beneficially owns 1,423,458 shares of
Common Stock of the Issuer. The 1,423,458 shares do not include 293,400 shares
beneficially owned by Ellen E. Robbins, individually and as trustee (as
described below), or 109,000 shares beneficially owned by Charles H. Robbins'
son, Charles B. Robbins. The 1,423,458 shares beneficially owned by Charles H.
Robbins represent approximately 12.3% of the outstanding shares of the Issuer.
Charles H. Robbins has sole voting and dispositive power with respect to such
shares. This filing of this statement by Charles H. Robbins shall not be
construed as an admission that he is, for the purposes of Section 13(d) or 13(g)
of the Exchange Act, the beneficial owner of any of the securities owned by
Ellen E. Robbins or Charles B. Robbins.
Ellen E. Robbins, individually and as trustee under trusts established
by Charles H. Robbins for the benefit of Caroline H. Robbins and Lee S. Robbins,
beneficially owns 293,400 shares of Common Stock of the Issuer, which represents
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5
approximately 2.5% of the outstanding shares of the Issuer. Ellen E. Robbins has
sole voting and dispositive power with respect to such shares. This filing of
this statement by Ellen E. Robbins shall not be construed as an admission that
she is, for the purposes of Section 13(d) or 13(g) of the Exchange Act, the
beneficial owner of any of the securities owned by Charles H. Robbins or Charles
B. Robbins.
In the aggregate, Charles H. Robbins and Ellen E. Robbins (individually
and as trustee) beneficially own 1,716,858 shares of Common Stock, which
represent approximately 14.9% of the outstanding shares of Common Stock of the
Issuer.
Item 5. Ownership of Five Percent or Less of a Class.
Not Applicable
Item 6. Ownership of More than Five Percent on Behalf of Another Person.
Not Applicable.
Item 7. Identification and Classification of the Subsidiary Which Acquired
the Security Being Reported on by the Parent Holding Company.
Not Applicable.
Item 8. Identification and Classification of Members of the Group.
Not Applicable.
Item 9. Notice of Dissolution of Group.
Not Applicable.
Item 10. Certification.
By signing below the undersigned certify that, to the best knowledge
and belief of the undersigned, the securities referred to above were not
acquired and are not being held for the purpose of or with the effect of
changing or influencing the control of the issuer of the securities and were not
acquired and are not held in connection with or as a participant in any
transaction having that purpose or effect.
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6
SIGNATURES
After reasonable inquiry and to the best knowledge and belief of the
undersigned, the undersigned certify that the information set forth in this
statement is true, complete and correct.
February 25, 1998
(Date)
/s/ Charles H. Robbins
(Signature)
Charles H. Robbins
(Name)
/s/ Ellen E. Robbins
(Signature)
Ellen E. Robbins
(Name)