NATIONAL INSURANCE GROUP /CA/
8-K, 1996-09-23
INSURANCE AGENTS, BROKERS & SERVICE
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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 23, 1996



                            NATIONAL INSURANCE GROUP
             (Exact name of registrant as specified in its charter)


<TABLE>
<S>                                              <C>                                     <C>
      California                                     0-16332                                    94-3031790
(State or other jurisdiction                       (Commission                               (I.R.S. Employer
of incorporation)                                  File Number)                             Identification No.)
</TABLE>



                     395 Oyster Point Boulevard, Suite 500
                     South San Francisco, California 94080
                    (Address of principal executive offices)

Registrant's telephone number, including area code:   (415) 872-6772
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ITEM 5.          OTHER EVENTS.

                 The Registrant's press release, dated September 17, 1996, is
                 filed as Exhibit 99.1 hereto and is incorporated herein by
                 reference.

ITEM 7.          FINANCIAL STATEMENTS AND EXHIBITS.

                 (a)      Financial statement of businesses acquired.

                          Inapplicable.

                 (b)      Pro forma financial information.

                          Inapplicable.

                 (c)      Exhibits.

                          99.1 Press release, dated September 17, 1996.





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                                   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.


                                           NATIONAL INSURANCE GROUP
                                                (Registrant)


Dated:  September 23, 1996                 /s/ Robert P. Barbarowicz        
                                           ---------------------------------- 
                                           Robert P. Barbarowicz,
                                           Executive Vice President,
                                           General Counsel and Secretary






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                                 EXHIBIT INDEX

<TABLE>
<CAPTION>
Exhibit No.                       Description                                Page No.
- -----------                       -----------                                --------
  <S>                     <C>
  99.1                    Press release, dated September 17, 1996.
</TABLE>

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                                                                    EXHIBIT 99.1



                            NATIONAL INSURANCE GROUP
                     395 OYSTER POINT BOULEVARD, SUITE 500
                  SOUTH SAN FRANCISCO, CALIFORNIA  94080-1933




                                                   NEWS RELEASE
Contact:                                           ------------
Bruce Cole                                         Date:  September 17, 1996
415-872-6772                                       Time:  3:00 p.m.
                                                   Pacific Daylight Time




          NATIONAL INSURANCE GROUP ANNOUNCES REPURCHASE OF SHARES AND
                     COMPLETION OF STOCK REPURCHASE PROGRAM

South San Francisco, California, September 17, 1996; National Insurance Group
(NASDAQ National Market:  NAIG) announced today that it had repurchased 705,300
shares of the Company's common stock for approximately $5 million.  The shares
were acquired through a private transaction with an institutional investor at a
price of $7 per share.

Upon settlement on September 20, 1996, the shares repurchased will be returned
to the status of authorized but unissued shares of the Company.  The repurchase
will reduce the number of common shares outstanding to 3,996,897 and represents
a reduction of approximately 15% of the Company's outstanding stock.

The repurchase will complete the Company's previously announced stock
repurchase program.

National Insurance Group furnishes specialized information services, technology
and insurance products to financial institutions, mortgage bankers and others,
including flood zone determination services, mortgage and lease collateral
tracking services and forced-order and collateral protection insurance.


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