NOTE BANKERS OF AMERICA INC
8-K, 1997-07-21
MINING MACHINERY & EQUIP (NO OIL & GAS FIELD MACH & EQUIP)
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                                UNITED STATES
                      SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D.C. 20549
                                ______________


                                   FORM 8-K


                                CURRENT REPORT


                        PURSUANT TO SECTION 13 OR 15(D)
                    OF THE SECURITIES EXCHANGE ACT OF 1934


                         Date of Report: July 21, 1997
                 (Date of Earliest Event Reported): __________

                         NOTE BANKERS OF AMERICA, INC.
             (Exact name of Registrant as specified in its charter)


         Texas             0 - 12240             84-0882076
    (state or other    (Commission File      (I.R.S. Employer
    jurisdiction of        Number)          identification No.)
    incorporation)


                        770 S. Post Oak Lane, Suite 690
                             Houston, Texas 77056

              (Address of Principal Executive Offices)(Zip Code)


                                (713) 840-0230

            (Registrant's  telephone number, including area  code)


                           ________________________

        (Former name or former address, if changed since last report.)


<PAGE>
ITEM  5.          Other  Events.

     The  Registrant  hereby  incorporates by reference the description of the
matters set forth in its press release dated July 18, 1997 (such press release
being  Exhibit  99  attached  hereto).

Item  7.Financial  Statements  and  Exhibits.

     (c)Exhibits

          99 Registrant's  press  release  dated  July  18,  1997.



                                  SIGNATURES

Pursuant  to  the  requirements  of  the  Securities Exchange Act of 1934, the
registrant  has  duly  caused  this  report  to be signed on its behalf by the
undersigned  hereunto  duly  authorized.

                              NOTE  BANKERS  OF  AMERICA,  INC.



Dated:  July  21,  1997            BY: /S/  E. Donald DeYoung
                                       -----------------------
                                       E. DONALD DEYOUNG, President

<TABLE>
<CAPTION>
                         NOTE BANKERS OF AMERICA, INC.

                                 EXHIBIT INDEX


Exhibit No.  Description                                          Sequential
                                                                   Page No.
<C>          <S>                                                  <C>
   99       The Registrant's press release dated July 18, 1997.           4
</TABLE>


<PAGE>



                                                                    EXHIBIT 99

         NOTE BANKERS OF AMERICA, INC. ANNOUNCES A RESTRUCTURING PLAN

     HOUSTON-July  18,1997          The  Board of Directors of Note Bankers of
America,  Inc.  announced  their  decision  to approve a restructuring plan to
spin-off  two  subsidiaries to its shareholders of record as of June 30, 1997.

The  restructuring,  to be implemented immediately through a tax-free spin-off
to  its  shareholders, will result in two independent, private companies; Life
Today  Financial  Services,  Inc.,  and Private National Mortgage Association,
Inc. This spin-off will not have any impact on Note Bankers of America, Inc.'s
business  operations  or  financial  statement.

Life  Today, Inc., the former parent company of Life Today Financial Services,
Inc.  is  a  seasoned  viatical  settlement company, who's sales and marketing
plan's  and name recognition have been  firmly established since its formation
in  1992.  "By  changing  the name of the viatical settlement spin-off and its
market  focus,  the shareholders will have an opportunity for a wider exposure
to  this rapidly expanding niche financial services market", said E. Donald De
Young,  President  of  NBA,  who  will  serve  as  the  President & CEO of the
spin-off.

Concurrently Private National Mortgage Association, Inc., under the leadership
of  Allen  E.  Myers,  who  is  currently  the CEO of NBA, will also offer NBA
shareholders  a  broader exposure, other forms of discount notes currently not
pursued  by  Private  Mortgage  Bankers,  Inc.

"We  do  not  expect the spun-off companies to become "reporting companies" as
defined  under  the  Securities  and Exchange Act of 1934, nor to have or seek
market  makers  for  the newly created shares in the near term. It's best that
the  companies  have an opportunity to develop their respective retail markets
without  the cost and distraction being an SEC [ reporting company]", said Mr.
Myers.

Mr.  De Young went on to say that "this restructuring will give the management
of  each  business  the  ability to focus on its own niche market(s); customer
requirements  and  growth  opportunities. The Board of Directors believes that
each  business  should be able to organize its capital structure, allocate its
resources  and  design  strategic  corporate plans based singly on how it will
benefit  that  specific  company.  Additionally,  management should be able to
design  equity-based compensation plans that are targeted to performance as it
relates  to  the  company's management designed, strategic business plan. This
should  attract  and  retain  key individuals in a job market that is in short
supply  of  seasoned  sales  and  marketing  individuals."

Over  the  long  term,  the spin-off companies should be more effective in the
marketing  of  their  services  and  products,  thereby  adding  value to that
spin-off  company. Current shareholders and potential investors, if and when a
trading market exists, can then better determine the merits and values of each
company  based  on  its  own  particular  growth  opportunities  and  past
performance."

Note  Bankers  of America, Inc. is traded on the NASDAQ (bulletin board) under
the symbol NBAI. More information can be obtained by contacting the company at
1-800-467-2518.






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