PIONEER FINANCIAL SERVICES INC /DE
8-K, 1996-05-28
ACCIDENT & HEALTH INSURANCE
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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) May 16, 1996

                        PIONEER FINANCIAL SERVICES, INC.
               (Exact name of registrant as specified in charter)


Delaware                         1-10522          36-2479273
(State of other jurisdiction   (Commission       (IRS Employer
of incorporation)              File Number)    Identification No.)



1750 East Golf Road, Schaumburg, Illinois                   60173
(Address of principal executive offices)                  (Zip Code)



Registrant's telephone number, including area code (847) 995-0400 




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



Item 5.   Other Events.

     On May 16, 1996, the registrant issued a press release, a copy of which is
attached as Exhibit 99.1 to this Form 8-K and incorporated herein by reference.


Item 7.   Financial Statements and Exhibits.

     (c)  Exhibits.

          Exhibit No.    Description of Document

          99.1           Press release dated May 16, 1996 issued by the
                         registrant.


                                   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.

                              PIONEER FINANCIAL SERVICES, INC.

Date:  May 24, 1996           By: /s/ David I. Vickers         
                                 David I. Vickers, 
                                 Vice President, Treasurer and 
                                 Chief Financial Officer


                                                                    EXHIBIT 99.1


                           PIONEER FINANCIAL SERVICES
                    REDEEMS $13.1 MILLION IN PREFERRED STOCK;
                      $8.1 MILLION CONVERTS TO COMMON STOCK



SCHAUMBURG, IL, MAY 16, 1996--Pioneer Financial Services, Inc. (NYSE:PFS), a
national health and life insurer, announced today that it has completed its
offer to redeem its $2.125 Cumulative Convertible Exchangeable Preferred Stock.

Approximately 326,000 shares of the Preferred Stock was converted by
shareholders into 521,000 shares of PFS Common Stock before the redemption date
at the close of business on Wednesday May 15, 1996.

The total cost for shares redeemed by the company is expected to be
approximately $13.6 million, based on $25.85 per share plus accrued and unpaid
dividends to the redemption date.  PFS used a portion of the proceeds of its
March 1996 convertible subordinated note offering to fund the redemption.

The redemption of the Preferred Stock shares resulted in a decrease in the
number of fully diluted shares outstanding by approximately 836,000 shares.

PFS underwrites and markets health insurance, life insurance and annuities and
provides medical utilization management services throughout the United States. 
The company's primary markets for insurance are individuals age 65 and older,
small business owners, self-employed individuals and middle income families.


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