SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person* SHERMAN BERNARD C (Last) (First) (Middle) 150 SIGNET DRIVE (Street) WESTON A6 M9L 1T9 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 11/14/2011	3. Issuer Name and Ticker or Trading Symbol COMPREHENSIVE CARE CORP [ CHCR ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)	5. If Amendment, Date of Original Filed (Month/Day/Year)
			6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Convertible Prommissory Note	08/30/2011	02/28/2013	Common Stock	5,600,000(1)	$0.25	I	By Sherfam, Inc.
Warrant to purchase common stock	08/30/2011	08/30/2016	Common Stock	700,000(2)	$0.44	I	By Sherfam, Inc.
Convertible Prommissory Note	11/14/2011	05/14/2013	Common Stock	2,500,000(3)	$0.25	I	By Sherfam, Inc.
Warrant to purchase common stock	11/14/2011	11/14/2016	Common Stock	312,500(4)	$0.44	I	By Sherfam, Inc.

1. Name and Address of Reporting Person* SHERMAN BERNARD C (Last) (First) (Middle) 150 SIGNET DRIVE (Street) WESTON A6 M9L 1T9 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Sherfam Inc. (Last) (First) (Middle) 150 SIGNET DRIVE (Street) TORONTO A6 M9L 1T9 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Shermco Inc. (Last) (First) (Middle) 150 SIGNET DRIVE (Street) TORONTO A6 M9L 1T9 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Sherman Holdings Inc. (Last) (First) (Middle) 150 SIGNET DRIVE (Street) TORONTO A6 M9L 1T9 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Bernard Sherman 2000 Trust (Last) (First) (Middle) 150 SIGNET DRIVE (Street) TORONTO A6 M9L 1T9 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

Explanation of Responses:

1. On August 30, 2011, Sherfam, Inc. purchased a 14% convertible promissory note in the amount of $1,400,000 with an 18 month term. The note and any accrued but unpaid interest may be converted into shares of the Issuer's common stock at any time at a conversion price of $0.25 per share.

2. In conjunction with the purchase of the convertible promissory note on August 30, 2011, Sherfam, Inc. was granted a warrant to purchase 700,000 shares of the Issuer's common stock. The warrant has a exercise price of $0.44, a five year term, and is exercisable immediately.

3. On November 14, 2011, Sherfam, Inc. purchased a 14% convertible promissory note in the amount of $625,000 with an 18 month term. The note and any accrued but unpaid interest may be converted into shares of the Issuer's common stock at any time at a conversion price of $0.25 per share.

4. In conjunction with the purchase of the convertible promissory note on November 14, 2011, Sherfam, Inc. was granted a warrant to purchase 312,500 shares of the Issuer's common stock. The warrant has a exercise price of $0.44, a five year term, and is exercisable immediately.

Remarks:

The convertible promissory notes and warrants are owned directly by Sherfam Inc., which is a wholly owned subsidiary of Shermco Inc., which is 35% owned by The Bernard Sherman 2000 Trust ("Sherman Trust") and 65% owned by Sherman Holdings Inc., which is 100% owned by Bernard C. Sherman, who has voting and dispositive control, as sole trustee, of the Sherman Trust as the sole stockholder of Sherman Holdings Inc.

	/s/ Scott Bates as attorney-in-fact for Bernard C. Sherman	12/09/2011
	/s/ Scott Bates as attorney-in-fact for Sherfam Inc.	12/09/2011
	Scott Bates as attorney-in-fact for Shermco, Inc.	12/09/2011
	Scott Bates as attorney-in-fact for Sherman Holdings Inc.	12/09/2011
	Scott Bates as attorney-in-fact for The Bernard Sherman 2000 Trust	12/09/2011
	** Signature of Reporting Person	Date
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