HEALTHPLEX INC
8-K, 1998-09-09
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 8, 1998
                                                         ------------------


                                    Healthplex, Inc.               
         --------------------------------------------------------------------
                (Exact name of Registrant as specified in its charter)



                 Delaware                  0-14236          11-2714365      
       ------------------------------    ------------    -------------------
       (State or other jurisdiction of   (Commission      (IRS Employer
       incorporation)                     File Number)     Identification No.)


           60 Charles Lindbergh Blvd., Uniondale, New York      11553       
       ---------------------------------------------------------------------
          (Address of principal executive offices)            (Zip Code)



       Registrant's telephone number, including area code:   (516) 794-3000  
                                                            -----------------


                                  Not Applicable                             
       ----------------------------------------------------------------------
            (Former name or former address, if changed since last report.)



     <PAGE>


           Item 5.   Other Events.
           -------   -------------

                     Pursuant to a Board of Directors resolution adopted
           by unanimous written consent, dated as of August 25, 1998, the
           Board approved a stock repurchase program pursuant to which the
           Company may, from time to time over the next 18 months, buy up
           to 150,000 shares of the Company's common stock on the open
           market through Rule 10b-18 purchases.  In connection therewith,
           the Company issued a press release on September 8, 1998.

           Item 7.   Financial Statements, Pro Forma Financial Information
           -------   -----------------------------------------------------
                     and Exhibits.
                     -------------

                     (c)  Exhibits.

                          20.  Press Release dated September 8, 1998.



                                      -2-
     <PAGE>

                                      SIGNATURES

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


                                         HEALTHPLEX, INC.



           Dated:  September 9, 1998          By:    /s/ Martin Kane     
                                                   ----------------------
                                              Name:   Martin Kane
                                              Title:  Co-Chief Executive   
                                                      Officer
              


                                      -3-
     <PAGE>


                                    EXHIBIT INDEX


           Exhibit             Description
           -------             -----------

            20.                Press Release





                                                  For Release:  Immediately

                                                     Contact:  Joanne Malin
                                                               516-542-2200


                                    PRESS RELEASE
                                    -------------


                             HEALTHPLEX, INC. ANNOUNCES 
                                STOCK BUYBACK PROGRAM 


          Uniondale,  New York, September 8, 1998 --- HEALTHPLEX, INC. (OTC
          Bulletin Board: HPLX)  today announced that it intends, from time
          to time over the  next 18 months, to buy up  to 150,000 shares of
          Healthplex common  stock on  the open market  through Rule 10b-18
          purchases.    Healthplex's  management  believes   that  a  stock
          repurchase  program is  an attractive  use of the  Company's cash
          reserves, especially with the stock price at its current level.  

          Healthplex provides marketing, claims processing, electronic data
          processing,  printing  and  related services  to  certain  dental
          health companies, and  administrative services to  certain dental
          plans.




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