MEADOWBROOK REHABILITATION GROUP INC
8-K, 1998-11-05
SKILLED NURSING CARE FACILITIES
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                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                            ------------------------


                                    FORM 8-K
                                 CURRENT REPORT


                     Pursuant to Section 13 or 15(d) of the
                         Securities Exchange Act of 1934


                Date of Report (Date of earliest event reported):
                                October 20, 1998



                                  CAMBIO, INC.
             (Exact name of registrant as specified in its charter)


    Delaware                        0-19726                     94-3022377
(State or other                (Commission File             (I.R.S.  Employer
jurisdiction of                     Number)               Identification Number)
 incorporation)


              2000  Powell Street, Suite 1203, Emeryville,  CA 94608 (Address of
                    principal executive offices)


               Registrant's telephone number, including area code:
                                 (510) 420-0900



<PAGE>


Item 5.   Other Events

     On October 20, 1998 the  Registrant  announced that on October 20, 1998, it
had  received  notice of a  decision  by the Nasdaq  Stock  Market to delist the
Registrant's Class A Common Stock from the Nasdaq National Market effective with
the close of business  on October  20,  1998.  Additionally,  at this time,  the
Registrant does not meet the  requirements to transfer its listing to the Nasdaq
SmallCap Market.  Accordingly,  trading in the Registrant's Class A Common Stock
will be conducted on the OTC Bulletin Board.

Item 7.   Financial Statements and Exhibits

          (c)  Exhibits:

               Exhibit 99.1   Press release dated October 20, 1998 announcing
                              the delisting from Nasdaq.


                                   SIGNATURES

         Pursuant to the  requirements  of the Securities  Exchange Act of 1934,
the  Registrant  has duly  caused  this report to be signed on its behalf by the
undersigned hereunto duly authorized.

                                               CAMBIO, INC.


                                               By: /s/ Harvey Wm. Glasser,  M.D.
                                                       Harvey Wm. Glasser,  M.D.
                                                       Chief Executive Officer

Dated:   November 4, 1998


PRESS RELEASE



                                                                        CONTACT:
                                                        Harvey Wm. Glasser, M.D.
                                                                       Chairman,
                                                                            -Or-
                                                               Wm. Samuel Veazey
                                                         Chief Financial Officer

                                                                    510 420-0900


FOR IMMEDIATE RELEASE


             CAMBIO ANNOUNCES NASDAQ DELISTING FROM NATIONAL MARKET

         Emeryville,  California  -- October 20, 1998 -- Cambio,  Inc.  (Nasdaq:
CAMB),  announced today that on October 20, 1998, the Company received notice of
a decision by the Nasdaq  Stock  Market to delist the  Company's  Class A Common
Stock from the Nasdaq  National  Market  effective with the close of business on
October 20,  1998.  Additionally,  at this time,  the Company  does not meet the
requirements to transfer its listing to the Nasdaq SmallCap Market. Accordingly,
trading  in the  Company's  Class A Common  Stock will be  conducted  on the OTC
Bulletin Board.

         Cambio  is  a  supplier  of  software  and  professional  services  for
operations  support  systems  (OSS) of  telecommunications  industries,  and for
general  enterprise  networks.  Cambio is headquartered in Dallas,  Texas,  with
finance and  accounting  offices in  Emeryville,  California.  The Company  also
maintains  sales,  research,  and development  offices  domestically in El Paso,
Texas, and Parsippany,  New Jersey, and  internationally in Egypt and the United
Kingdom.

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