FHP INTERNATIONAL CORPORATION
9900 Talbert Avenue
Fountain Valley, California 92708
May 9, 1994
Electronically
______________
Securities and Exchange Commission
450 Fifth Street, N.W.
Judiciary Plaza
Washington, D.C. 20549
Telecopier: (202) 272-7050
Attention: James Lidbury
Ladies and Gentlemen:
Pursuant to Rule 12d1-2 under the Securities Exchange
Act of 1934, as amended, FHP International Corporation (the
"Registrant") hereby requests that the effectiveness of the
Registrant's Registration Statement on Form 8-A filed on May 9,
1994 be accelerated so that such Registration Statement will
become effective at 9:00 a.m., Washington, D.C. time, on May 9,
1994 or as soon thereafter as practicable.
Sincerely,
FHP INTERNATIONAL CORPORATION
By: ___/s/KENNETH S. ORD___
Name: Kenneth S. Ord
Title: Senior Vice President and
Chief Financial Officer