-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Lq7WVDu/ef3yIKDox06fvH90PhK/6l28DsrdT1WKqXZAVaph3ptJkVxQTiUkq/zM dMhrilONlT8HtD021/WVSA== 0000069999-95-000009.txt : 19970327 0000069999-95-000009.hdr.sgml : 19970327 ACCESSION NUMBER: 0000069999-95-000009 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19950720 SROS: NASD SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: PC QUOTE INC CENTRAL INDEX KEY: 0000745774 STANDARD INDUSTRIAL CLASSIFICATION: 6200 IRS NUMBER: 363131704 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-36678 FILM NUMBER: 95555087 BUSINESS ADDRESS: STREET 1: 300 SOUTH WACKER DRIVE STREET 2: SUITE 300 CITY: CHICAGO STATE: IL ZIP: 60606 BUSINESS PHONE: 3129132800 MAIL ADDRESS: STREET 1: 300 S WACKER STREET 2: SUITE 300 CITY: CHICAGO STATE: IL ZIP: 60606 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: NATIONAL COMPUTER SYSTEMS INC CENTRAL INDEX KEY: 0000069999 STANDARD INDUSTRIAL CLASSIFICATION: 3577 IRS NUMBER: 410850527 STATE OF INCORPORATION: MN FISCAL YEAR END: 0131 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 11000 PRAIRIE LAKES DR CITY: EDEN PRAIRIE STATE: MN ZIP: 55344 BUSINESS PHONE: 6128293000 MAIL ADDRESS: STREET 1: P O BOX 9365 CITY: MINNEAPOLIS STATE: MN ZIP: 55440 SC 13D 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2 )* PC QUOTE, INC. ----------------------- (Name of Issuer) Common Stock, $.001 par value 693236 20 0 - - -------------------------------------------- --------------------- (Title of Class of Securities) (Cusip Number) J. W. Fenton, Jr., National Computer Systems, Inc. 11000 Prairie Lakes Drive, Eden Prairie, MN 55344 --------------------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) July 14, 1995 ----------------------------------------------------------------- (Date of Event which Requires Filing of this Statement) If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(b)(3) or (4), check the following box. [ ] Check the following box if a fee is being paid with this statement [ ]. (A fee is not required only if the reporting person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item 1; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of such class.) (See Rule 13d-7.) * The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page. The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). (Continued on following page (s)) CUSIP NO. 693236 20 0 SCHEDULE 13D 1. NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON National Computer Systems, Inc. 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [ ] 3. SEC USE ONLY 4. SOURCE OF FUNDS Not Applicable 5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(D) OR 2(E) [ ] 6. CITIZENSHIP OR PLACE OF ORGANIZATION Minnesota NUMBER OF 7. SOLE VOTING POWER SHARES -0- BENEFICIALLY 8. SHARED VOTING POWER OWNED BY -0- EACH 9. SOLE DISPOSITIVE POWER REPORTING -0- PERSON 10. SHARED DISPOSITIVE POWER WITH -0- 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON -0- 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDED CERTAIN SHARES [ ] 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0% 14. TYPE OF REPORTING PERSON* CO * SEE INSTRUCTION BEFORE FILLING OUT! INCLUDE BOTH PAGES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7 (INCLUDING EXHIBITS) OF THE SCHEDULE AND THE SIGNATURE ATTESTATION SCHEDULE 13D Item 1. Security and Issuer. - - ---------------------------- The securities to which this statement relates are the shares of Common Stock, $.001 par value ("Shares"), of PC Quote, Inc., a Delaware corporation ("PCQ"). PCQ's principal executive offices are at 401 South LaSalle Street, Chicago, Illinois 60605. Item 2. Identity and Background. - - -------------------------------- The person filing this statement is National Computer Systems, Inc., a Minnesota corporation ("NCS"), whose principal offices and principal business are located at 11000 Prairie Lakes Drive, Eden Prairie, Minnesota 55344. NCS's principal business is providing integrated information management products and services, designed to collect and interpret data to the education, business, government, health care and banking and financial markets. Neither NCS, nor, to its best knowledge, any of its executive officers, directors or persons who may be deemed to be controlling persons of NCS, during the last five years, has (i) been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or (ii) been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws. Item 3. Source and Amount of Funds or Other Consideration. - - ---------------------------------------------------------- Not applicable. Item 4. Purpose of Transaction. - - ------------------------------- Not applicable Item 5. Interest in Securities of the Issuer. - - ---------------------------------------------- (a) NCS does not beneficially own any Shares (including any rights to acquire Shares). (b) Not applicable. (c) On July 14, 1995, NCS sold 1,000,000 Shares (which constituted all of the Shares that NCS owned) for a price of $1.50 per Share. Of the Shares sold, 42,500 Shares were acquired by PCQ and 957,500 Shares were acquired by various individuals and institutional investors. The sale of the Shares was effected in private transactions exempt from the registration requirements of the Securities Act of 1933, as amended, and the closing of the transactions occurred in Chicago, Illinois. (d) None (e) NCS ceased to be the beneficial owner of more than five percent (5%) of the Shares on July 14, 1995. Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer. - - ------------------------------------------------------------------------------- None. Item 7. Material to be Filed as Exhibits. - - ----------------------------------------- None SIGNATURES After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Dated: July 19, 1995 NATIONAL COMPUTER SYSTEMS, INC. By: /s/ J. W. Fenton, Jr. -------------------------- J. W. Fenton, Jr. Secretary and Treasurer -----END PRIVACY-ENHANCED MESSAGE-----