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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) March 4, 1999
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PLC SYSTEMS INC.
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(Exact name of Registrant as specified in charter)
British Columbia
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(State or other jurisdiction of incorporation)
1-11388 04-3153858
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(Commission File Number) (IRS Employee Identification No.)
10 Forge Park, Franklin, Massachusetts 02038
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (508) 541-8800
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Not Applicable
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(Former name or former address, if changed since last report)
THIS DOCUMENT CONSISTS OF 4 PAGES.
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Item 7. EXHIBITS.
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<CAPTION>
Exhibit Number Description
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<S> <C>
5.1 Opinion of DuMoulin Black.
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2
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SIGNATURE
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.
PLC SYSTEMS INC.
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(Registrant)
Date: March 5, 1999 By: /s/ ROBERT SVIKHART
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Robert Svikhart
Chief Financial Officer and Treasurer
EXHIBIT INDEX
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<CAPTION>
Exhibit Page
Number Description Number
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<S> <C> <C>
5.1 Opinion of DuMoulin Black. 4
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3
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Exhibit 5.1
DUMOULIN BLACK 10TH FLOOR, 595 HOWE STREET
BARRISTERS & SOLICITORS VANCOUVER, CANADA
W. DAVID BLACK GEORGE R. BRAZIER V6C 2T5
SARGENT H. BERNER BRIAN C. IRWIN
KENNETH W. BALL CHERI L. PEDERSEN TELEPHONE NO. (604) 687-1224
COREY M. DEAN KENNETH L.H. EMBREE
J. DOUGLAS SEPPALA* DAVID J. JENNINGS TELECOPIER No. (604) 687-8772
C. BRUCE SCOTT MARY P. COLLYER
JEROME D. ZISKROUT
ASSOCIATE COUNSEL
(*denotes law corporation) FILE NO. 216401
DIRECT LINE 602-6808
EMAIL [email protected]
March 4, 1999
PLC Systems Inc.
10 Forge Park
Franklin, Massachusetts
02038
Ladies and Gentlemen:
We are British Columbia counsel for PLC Systems Inc. (the "Company") which we
understand has filed with the U.S. Securities & Exchange Commission a
registration statement on Form S-3 ("Registration Statement") that relates to
the issuance of U.S. $555,555.56 worth of common shares in the capital of the
Company (that is, 151,445 common shares) (the "Shares"). We further
understand that the Shares will be issued and sold pursuant to resolutions of
the Board of Directors of the Company passed January 22, 1999 (the
"Resolutions").
For the purpose of this opinion we have reviewed:
1. certified copy of the Resolutions; and
2. such corporate records of the Company and such other documents as we have
deemed appropriate to give this opinion.
We have assumed the genuineness of all signatures, the legal capacity of all
individuals and the authenticity of all documents submitted to us as
originals and the conformity to authentic original documents of all documents
submitted to us as certified, conformed or photostatic copies or facsimiles
thereof.
Based and relying upon and subject to the foregoing, we are of the opinion
that upon receipt of payment in full therefor in accordance with the
Resolutions, the Shares will be validly issued, fully paid and non-assessable.
We hereby consent to the filing of this opinion as Exhibit 5.1 to the current
report on Form 8-K as it is proposed to be filed and to the use of our name
in the Prospectus that is part of the Registration Statement (Registration
No. 333-68923) under the caption "Legal Matters".
Yours truly,
/s/ DuMoulin Black
