MAXICARE HEALTH PLANS INC
8-K, 1996-09-16
HOSPITAL & MEDICAL SERVICE PLANS
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                        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 (Date of earliest event reported)  September 10, 1996
                                                       -------------------



                         MAXICARE HEALTH PLANS, INC.                     
      --------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)




               Delaware                0-12024           95-3615709      
      ----------------------------    ------------     -------------------
      (State or other jurisdiction    (Commission      (IRS Employer
         of incorporation or          File Number)     Identification No.)
          organization)          






      1149 South Broadway Street, Los Angeles, California        90015  
      ---------------------------------------------------     ----------
        (Address of principal executive offices)              (Zip Code)




      Registrant's telephone number, including area code  (213) 765-2000 
                                                          --------------










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      <PAGE>
      Item 5.  Other Events.
               -------------

               Maxicare Health Plans, Inc.  reported that it believes the
               availability  of   its   pre-change   net  operating  loss
               carryforwards  ("NOLs")  for  federal  income  tax  return
               purposes has increased  by  approximately  $216 million as
               compared to amounts  previously  quantified as of December
               31, 1995. This belief  is  based  on a tax report received
               from the Company's independent  accountants, Ernst & Young
               LLP,  and  the   Company's   understanding  regarding  the
               application  of  Sections  382  and  383  of  the Internal
               Revenue Code of 1986, as amended (the "Code").

               As a result of a  "change of ownership" experienced by the
               Company on December 5, 1990, the Company's pre-change NOLs
               of approximately $325 million became subject to limitation
               under Section 382 of  the  Code.  The Company believes the
               annual limitation under Section  382  of  the Code for its
               pre-change NOLs has increased  from  $6.3 million per year
               to $9.2 million per  year  which represents an increase of
               approximately $44 million  over  the carryover period from
               $94 million  to  $138  million.  In  addition, the Company
               believes approximately  $182  million  of  additional pre-
               change NOLs are currently available for federal income tax
               return  purposes  as  of  December  31,  1995  under other
               provisions of Section 382 of the Code. The pre-change NOLs
               are subject to a fifteen  year carryover period and expire
               for federal income tax purposes  in the years 2002 through
               2005. In the  event  any  of  the  pre-change NOLs are not
               fully utilized in an annual period, the Company is allowed


               to carryover such amounts  to  subsequent years during the
               carryover period. 

               The Company  believes  approximately  $320  million of the
               total pre-change NOLs  of  $325  million will be available
               for utilization  for  federal  income  tax return purposes
               over  the  carryover  period.  The  Company  is  unable to
               quantify at this time  to  what  extent  it may be able to
               fully utilize its  remaining  pre-change  NOLs for federal
               income tax return purposes prior to their expiration. From
               December 5, 1990 through December 31, 1995 the Company has
               utilized approximately $40 million  of the pre-change NOLs
               for federal income tax  return purposes and has recognized
               approximately $80 million of pre-change NOLs for financial
               statement reporting purposes.  The  increase in pre-change
               NOLs available for  financial statement reporting purposes
               has not been  fully  determined  at  this time. Should the
               Company experience  a  second  "change  of ownership", the
               limitations under Section  382  of  the Code on pre-change
               NOLs would be recalculated. 

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      <PAGE>
                                  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.




                                    Maxicare Health Plans, Inc.
                                    ------------------------------
                                          (Registrant)




      September 10, 1996            /s/ EUGENE L. FROELICH
                                    ------------------------------
                                        Eugene L. Froelich
                                     Chief Financial Officer
                                    and Executive Vice President -
                                    Finance and Administration







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