Item 1.01 Entry into a Material Definitive Agreement

PHC, Inc. (the "Company") has agreed to extend to March 13, 2009 the outside closing date under the asset purchase agreement dated January 12, 2009 (the "Agreement") whereby the Company agreed to sell the assets of its research division, Pivotal Research Centers, Inc. ("Pivotal"), a Delaware corporation, to Premier Research International, LLC, ("Premier"), a Delaware limited liability company. The Company has agreed to the extension in order to allow Premier additional time to complete their documentation to close the transaction. Premier will immediately pay PHC a non-refundable deposit of $200,000, which will be credited towards the purchase price if the transaction closes by March 13, 2009. Upon the closing of the transaction, the effective closing date will remain February 28, 2009.

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