LOEWEN GROUP INC
8-K, 1997-05-07
PERSONAL SERVICES
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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 05, 1997

                              THE LOEWEN GROUP INC.
             (Exact name of registrant as specified in its charter)



  British Columbia, Canada             0-18429                 98-0121376
- ----------------------------    ------------------------    -------------------
(State or other jurisdiction    (Commission File Number)      (IRS Employer 
      of incorporation)                                     Identification No.)





 4126 Norland Avenue, Burnaby, British Columbia                 V5G 3S8
- -------------------------------------------------------------------------------
    (Address of principal executive offices)                  (zip code)


Registrant's telephone number, including area code   604-299-9321
                                                  -----------------------------


                                       N/A
                                       --------------------------------
          (Former name or former address, if changed since last report)





                                                      Exhibit Index is on page 3
                                                                     Page 1 of 5
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ITEM 5.     OTHER EVENTS.

Pursuant to Form 8-K, General Instructions F, registrant hereby incorporates by
reference the press release attached hereto as Exhibit 99.


ITEM 7.     FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.

            Exhibit No.       Description
            -----------       -----------

            Exhibit 99        The Loewen Group Inc. Press Release dated 
                              May 05, 1997


                                   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.

Dated: May 05, 1997

                                            THE LOEWEN GROUP INC.



                                            By: /s/ PETER S. HYNDMAN
                                               -----------------------------
                                            Name:  Peter S. Hyndman
                                            Title:   Corporate Secretary



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                                  EXHIBIT INDEX





                                                                  Sequential
Number            Exhibit                                         Page Number
- ------            -------                                         -----------

99                The Loewen Group Inc.                                4
                  Press Release dated May 05, 1997



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                              FOR IMMEDIATE RELEASE

                                THE LOEWEN GROUP
                             REPORTS FIRST QUARTER
                                     RESULTS


VANCOUVER, B.C., May 5, 1997 -- The Loewen Group Inc. (NYSE, TSE, ME: LWN) today
reported record revenues and net earnings for the first quarter of 1997. Fully
diluted earnings per share were $0.36 for the quarter, a 20 per cent increase
from the $0.30 reported during the same quarter the previous year.

For the first quarter of 1997, revenues increased 42 per cent to $274.7 million,
up from $193.1 million during the same period a year ago. Net earnings also
increased to $23.7 million, a 38 per cent increase from the first quarter of
1996.

Strong growth in the Company's 
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cemetery division contributed revenues of $97.4 million, up 83 per cent from the
first quarter of 1996. Funeral home revenues increased 17 per cent to $155.5
million and insurance revenues increased to $21.7 million from $6.5 million.

"These strong first quarter results reflect a return to the Company's
traditional levels of growth and performance now that the distractions of the
past 18 months are behind us," said Ray Loewen, chairman and chief executive
officer.

The Company has agreements in place or has closed acquisitions this year with a
total purchase price of some $438 million. Since the beginning of the year, the
company has closed transactions to acquire 42 funeral homes and 60 cemeteries
for $152 million. In addition, the Company has in place signed agreements for
the acquisition of 59 funeral homes and 76 cemeteries for an estimated total
purchase price of $286 million.

In March, 1997, the Company announced it had filed a $1 billion shelf
registration statement with the Securities and Exchange Commission. Today the
Company filed a preliminary prospectus for a takedown of 10 million Common
shares, plus an over-allotment option of 1,500,000 Common shares for a proposed
public offering in the United States and Canada. The proceeds from the offering
will be used for working capital and general corporate purposes, including
acquisitions. Pending use for such purposes, the net proceeds will be used to
repay outstanding indebtedness. The offering will be managed by Smith Barney
Inc. and Nesbitt Burns Inc.

The Company also announced it had received a commitment from the Bank of
Montreal to increase its principal revolving credit facility to $1 billion from
its current $750 million. The commitment is subject to completion of a proposed
equity offering and approval of certain other senior lenders.

With corporate offices in Vancouver, Cincinnati and Philadelphia, The Loewen
Group Inc. is the fastest-growing funeral home and cemetery operator in North
America in terms of revenues and assets. The Company employs some 17,000 people
and owns or operates 997 funeral homes and 373 cemeteries across the United
States and Canada. Over 90 per cent of the Company's revenue is 

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derived from the United States.

The shelf registration statement filed with the Securities and Exchange
Commission has not yet become effective. The securities subject to the
registration statement may not be sold nor may offers to buy be accepted prior
to the time the registration statement becomes effective. The offering will be
made only by means of a prospectus. This communication shall not constitute an
offer to sell or the solicitation of an offer to buy nor shall there be any sale
of such securities in any jurisdiction in which such offer, solicitation or sale
would be unlawful prior to registration or qualification under the securities
laws of any such jurisdiction.




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