SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D.C. 20549
                    --------------------------------------

                                  FORM 12b-25

                       Commission File Number 333-26137

                          NOTIFICATION OF LATE FILING

(Check One):  [  ]  Form 10-K   [  ]  Form 11-K  [  ]  Form 20-F  [X]  Form 10-Q
              [  ]  Form N-SAR

For Period Ended:    June 30, 1999

[  ]    Transition Report on Form 10-K  [  ]  Transition Report on Form 10-Q

[  ]    Transition Report on Form 20-F  [  ]  Transition Report on Form N-SAR

[  ]    Transition Report on Form 11-K

       For the Transition Period Ended:
                                       ------------------------

     Nothing in this form shall be construed to imply that the Commission has
verified any information contained herein.
     If the notification relates to a portion of the filing checked above,
identify the item(s) to which the notification relates:

                                     PART I
                             REGISTRANT INFORMATION

Full name of registrant:  Physicians Quality Care, Inc.
Former name if applicable:  Not applicable.
Address of principal executive office (Street and number): 700 Technology Park
Drive
City, state and zip code:  Billerica, Massachusetts 01821

                                    PART II
                            RULE 12b-25 (b) AND (c)

     If the subject report could not be filed without unreasonable effort or
expense and the registrant seeks relief pursuant to Rule 12b-25(b), the
following should be completed.  (Check box if appropriate.)

             (a) The reasons described in reasonable detail in Part III
                 of this form could not be eliminated without
                 unreasonable effort or expense;
             (b) The subject annual report, semi-annual report,
                 transition report on Form 10-K, 20-F, 11-K or Form
                 N-SAR, or portion thereof will be filed on or
                 prescribed due date; report on Form the fifth calendar
[X]              before the 15th or the subject 10-Q, or portion day
                 following the calendar day following quarterly report
                 or thereof will be prescribed due the transition filed
                 on or before date; and


             (c) The accountant's 25(c) has been statement or other attached if
                 exhibit required by applicable. Rule 12b- 25(c) has been
                 attached if applicable

                                   PART III
                                   NARRATIVE

     State below in reasonable detail the reasons why Form 10-K, 11-K, 20-F, 10-
Q, N-SAR or the transition report portion thereof could not be filed within the
prescribed time period.  (Attach extra sheets if needed.)

     Due to substantial financial problems and staff cutbacks, the Registrant
was unable to file their Form 10-Q prior to the due date.  The Registrant will
file the Form 10-Q as soon as practicable after these issues are resolved.

                                    PART IV
                               OTHER INFORMATION

     (1) Name and telephone number of person to contact in regard to this
         notification:  Paul Sulloway, Corporate Controller, (978) 439-0323.

     (2) Have all other periodic reports required under Section 13 or 15(d) of
         the Securities Exchange Act of 1934 or Section 30 of the Investment
         Company Act of 1940 during the preceding 12 months or for such shorter
         period that the registrant was required to file such report(s) been
         filed? If the answer is no, identify report(s).

                                              [X]  Yes   [  ] No

     (3) Is it anticipated that any significant change in results of operations
         from the corresponding period for the last fiscal year will be
         reflected by the earnings statements to be included in the subject
         report or portion thereof?

                                              [  ] Yes   [X]  No

     If so:  attach an explanation of the anticipated change, both narratively
and quantitatively, and, if appropriate, state the reasons why a reasonable
estimate of the results cannot be made.





                         Physicians Quality Care, Inc.
                 ---------------------------------------------
                  (Name of Registrant as Specified in Charter)

Has caused this notification to be signed on its behalf by the undersigned
thereunto duly authorized.


Dated: August 6, 1999         By:    /s/ Eugene M. Bullis
                                    -------------------------------------
                              Name:  Eugene M. Bullis
                              Title: Chief Operating Officer, Chief Financial
                                     Officer and Senior Vice President