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): September 28, 1997
PHC, Inc.
(Exact Name of Registrant as Specified in its Charter)
Massachusetts
(State of Incorporation or Organization)
0-23524 04-260571
(Commission File Number) (I.R.S. Employer
Identification No.)
200 Lake Street, Suite 102, Peabody, Massachusetts 01960
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (978) 536-2777
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Item 5. Other Events.
On September 28, 1997, the Class C Common Stock of PHC, Inc. (the
"Company") was automatically canceled and retired. The Company's Articles of
Organization and prospectus of March, 1994 provided that the Class C Common
Stock would have been converted into Class B Common Stock if the Company had met
an earnings target of $4.0 million in net profits after taxes for the fiscal
year ending 1997. If the Company did not meet this earnings target, the Class C
Common Stock would be retired on the 90th day after the end of the June 30, 1997
fiscal year. Because the Company did not meet this earnings target, the Class C
Common Stock was canceled and retired on September 28, 1997.
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.
PHC, INC
Date: By: _____________________
Bruce A. Shear
President
DS1.366562.1