OMB APPROVAL
OMB Number: 3235-0191
Expires: February 28, 1994
Estimated average burden
hours per form. . . . 0.33
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-C
REPORT BY ISSUER OF SECURITIES QUOTED ON NASDAQ
INTERDEALER QUOTATION SYSTEM
FILED PURSUANT TO SECTION 13 OR 15(D) OF
THE SECURITIES EXCHANGE ACT OF 1934
AND RULE 13A-17 OR 15D-17 THEREUNDER
INTERNEURON PHARMACEUTICALS, INC.
- -------------------------------------------------------------------------------
(Exact name of issuer as specified in charter)
One Ledgemont Center, 99 Hayden Avenue, Lexington, MA 02173
- -------------------------------------------------------------------------------
(Address of principal executive offices)
Issuer's telephone number, including area code (617) 861-8444
I. CHANGE IN NUMBER OF SHARES OUTSTANDING
Indicate any change (increase or decrease) of 5% more in the number of shares
outstanding:
1. Title of security: COMMON STOCK, $.001 PAR VALUE
-----------------------------
2. Number of shares outstanding before the change: 28,683,767
----------
3. Number of shares outstanding after the change: 32,297,674
----------
4. Effective date of change: AUGUST 23, 1995*
---------------
5. Method of change:
Specify method (such as merger, acquisition, exchange, distribution, stock
split, reverse split, acquisition of stock for treasury, etc.)
SALES OF COMMON STOCK*
---------------------
Give brief description of transaction SERIES OF PRIVATE PLACEMENTS AND
EXERCISE OF WARRANTS AND OPTIONS
II. CHANGE IN NAME OF ISSUER
1. Name prior to change:
2. Name after change:
3. Effective date of charter amendment changing name:
4. Date of shareholder approval of change, if required:
Date AUGUST 23, 1995 /S/ THOMAS F. FARB
----------------------- -------------------
(Officer's signature & title)
Thomas F. Farb, Senior Vice President - Finance
*Reflects sales in December 1994, June, July and August 1995 and exercises of
warrants and options since the date of the last Form 10-C (March 31, 1994).
C:\BTPM_NY_\46\0033702.01
8/23/95
-1-
<PAGE>
INSTRUCTIONS
A. Form 10-C shall be used for reports under Section 13, or 15(d) of the
Securities Exchange Act of 1934 filed pursuant to Rule 13a-17, or 15d -17,
thereunder.
B. Four copies of each report on this form shall be filed with the Securities
and Exchange Commission at 450 5th Street, N.W., Washington, D.C. 20549.
In addition, a copy shell be furnished to the National Association of
Securities Dealers, Inc. (NASD), Department F-10-S, 17 Battery Place, New
York, New York 10004. At least one of the copies filed shall be manually
signed by an officer of the issuer. Unsigned copies shall be conformed.
C. Each report shall be filed by an issuer upon being notified that nay class
of its securities is to be quoted on the NASDAQ interdealer quotations
systems not later than ten days after the first date on which any
aggregate increase or decrease in the amount of securities of such class
outstanding exceeds five percent of the amount of the class outstanding as
last reported. A report shall also be required from any issuer quoted on
the system of any corporate name change not later than 10 days after the
change.
D. The General Rules and Regulations under the Act contain certain general
requirements applicable to reports on any form. These general requirements
should be carefully read and observed in the preparation and filing of
reports on this form.
E. The Commission does not furnish blank forms for its filing requirements.
However, copies of this form may be duplicated in reporting the requested
information.
F. Noting required by this form shall be construed, however, to relieve any
issuer of any obligations to file any other report required under the Act
or rules promulgated thereunder with respect to the changes set forth in
instruction C above.
C:\BTPM_NY_\46\0033702.01
8/23/95
-2-