UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 15

CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934.

Commission File Number    333-67476 

MATRIA HEALTCHARE, INC. AND THE SUBSIDIARY GUARANTORS LISTED IN NOTE (1)

(Exact name of registrant as specified in its charter)

1850 Parkway Place, Marietta, Georgia 30067 (770) 767-4500

(Address, including zip code, and telephone number, including area code, of registrant’s principal executive offices)

11% Senior Notes Due 2008 and the Related Guarantees

(Title of each class of securities covered by this Form)

Common Stock, $0.01 Par Value

(Titles of all other classes of securities for which a duty to file reports under section 13(a) or 15(d) remains)

     Please place an x in the box(es) to designate the appropriate rule provision(s) relied upon to terminate or suspend the duty to file reports:

Rule 12g-4(a)(1)(i)

o

Rule 12h-3(b)(1)(ii)

o

Rule 12g-4(a)(1)(ii)

o

Rule 12h-3(b)(2)(i)

o

Rule 12g-4(a)(2)(i)

o

Rule 12h-3(b)(2)(ii)

o

Rule 12g-4(a)(2)(ii)

o

Rule 15d-6

o

Rule 12h-3(b)(1)(i)

x

      Approximate number of holders of record as of the certification or notice date:  1 

Note (1):		The following domestic subsidiaries of Matria Healthcare, Inc. are Guarantors of the 11% Senior Notes due 2008: Matria Health Enhancement, Inc.; Matria Women’s and Children’s Health, Inc.; Diabetes Acquisition, Inc.; Gainor Medical Acquisition Company; Diabetes Management Solutions, Inc.; Diabetes Self Care, Inc.; Facet Technologies, LLC; Matria of New York, Inc.; National Reproductive Medical Centers, Inc.; Infertility Management Services, Inc.; PFCC Liquidation Corp.; PFPC Liquidation Corp.; PFMG Liquidation Corp.; Q Liquidation Corp.; and Shared Care, Inc.

     Pursuant to the requirements of the Securities Exchange Act of 1934 the Registrants have caused this certification/notice to be signed on their behalf by the undersigned duly authorized persons.