SAFECARD SERVICES INC
8-K, 1994-04-28
BUSINESS SERVICES, NEC
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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)

                                  April 18, 1994



                          SAFECARD SERVICES, INCORPORATED         
        
                (Exact name of registrant as specified in charter).



         Delaware                1-10411            13-2650534
- - ----------------------------   ------------     -------------------
(State or other jurisdiction   (Commission      (IRS Employer
of incorporation)              File Number)     Identification No.)


3001 E. Pershing Boulevard, Cheyenne, WY            82001         
- - ----------------------------------------            -----         
(Address of principal executive offices)          (zip code)


                    Registrant's telephone number,
                  including area code:  (307)771-2700



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





Item 5.     Other Events

      On April 18, 1994, the Company announced that several
executives in the Cheyenne headquarters and Ft. Lauderdale offices
will leave all offices held with the Company and its affiliates,
effective April 30, 1994.  Attached as Exhibit 1 is the press
release.

<PAGE>



                                           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.


                                                                  
                                   SAFECARD SERVICES, INCORPORATED



                                   BY:    FRANCIS J. MARINO
                                          ------------------------ 
                                   Name:  Francis J. Marino
                                   Title: Vice Chairman



April 28, 1994









EXHIBIT 1
- - ---------


                              CONTACT:  Bob Stone
                                        The Dilenschneider Group
                                        307-771-2700 (In Cheyenne)


FOR IMMEDIATE RELEASE:
- - ----------------------


              SAFECARD ANNOUNCES MAJOR REORGANIZATION;
              ----------------------------------------
                      NAMES NEW MANAGEMENT TEAM
                      -------------------------


     CHEYENNE, WY, April 18, 1994 -- SafeCard Services, Inc. (NYSE:
SSI), today announced a complete reorganization of its headquarter
operations and named a new senior management team.

     Paul G. Kahn, chairman and chief executive officer, said the
following executives in the Cheyenne headquarters and Fort
Lauderdale offices will leave all offices held with the company and
its affiliates, effective April 30:

     W.M. Stalcup, Jr., president; Gerald R. Cahill, chief
operating officer; John Bochak, senior executive vice president of
operations; Joanne J. Seehousen, executive vice president of sales;
Agneta K. Breslin, executive vice president and assistant
secretary; David Gallimore, executive vice president of marketing;
Barry I. Tillis, assistant general counsel; and Timothy T. Quinlan,
sales manager.

     The reorganization came "after extended planning and a review
and consensus by the board of directors," Mr. Kahn said.  "We felt
that the organization had to be streamlined and flattened and the
sales and marketing organizations revamped in order to move the
company on to a higher growth track and to diversify.  In order to
do that, new management talent with broader skills were needed in
the organization.  Today's reorganization simply reflects these
needs and should not be read in any other way."

     He also thanked Messrs. Stalcup, Cahill, Bochak, Gallimore,
Tillis, Quinlan, Ms. Seehousen and Ms. Breslin for their many years
of faithful service to SafeCard. 

     The company will take a onetime charge of approximately $3.5
million in the second quarter Mr. Kahn said, to cover the cost of
severance of the executives leaving the company and closing the
Fort Lauderdale office.


New Appointments Announced
- - --------------------------

     Mr. G. Thomas Frankland, formerly a partner in the New York
office of the accounting firm of Price Waterhouse, has been elected
vice chairman and chief financial officer, effective May 2.  He
will assume responsibility for SafeCard's financial plans and
policies, its accounting practices, its treasury and tax functions,
and its relationships with investors and the financial community. 
Mr. Frankland 47, will report to Mr. Kahn.

     Ms. Lynn C. Torrent, formerly chief financial officer, will
remain in a senior financial position, reporting to Mr. Frankland.

     Mr. Richard M. Interdonato, formerly senior vice president of
American Express Travel Related Services, has been appointed
executive vice president-operations, effective May 2, and will
assume responsibility for the day-to-day operations in Cheyenne. 
Mr. Interdonato, 45, will report to Mr. Kahn.  All operating
organizations in Cheyenne formerly reporting to Messrs. Stalcup and
Cahill will now report to mr. Interdonato.

     Ms. Dotti Schechter, executive vice president-product
management and development, has assumed responsibility for all of
SafeCard's marketing efforts in addition to her present
responsibilities for new product development.  Ms. Schechter, whose
new title is executive vice president-marketing, will continue to
report to Mr. Kahn.

     Mr. Robert M. Frechette, formerly senior vice president of
MasterCard International's U.S. Merchant Acceptance Group, has been
appointed executive vice president-sales, effective April 11, 1994. 
Mr. Frechette, 55, has assumed responsibility for SafeCard's sales
organization and will report to Mr. Kahn.

     Mr. Peter G. Knauth has been appointed vice president-quality
and resource management.  He has assumed responsibility for
managing, among other things, the implementation of the company's
quality initiatives, a position he held prior to joining SafeCard
during his tenure at AT&T Universal Card Services.  Mr. Knauth, 52,
will continue to report to Mr. Kahn.

     Ms. Lisa Ormand was elected vice president and corporate
secretary effective April 11, 1994, and has assumed responsibility
for, among other things, all corporate governance and securities
law matters.  Ms. Ormand, 30, will report to Marc F. Joseph, senior
vice president-law and public affairs.

     Mr. Barry Natter, formerly legal counsel of SafeCard, was
appointed vice president-law and will assume responsibility for
contract matters and commercial litigation.  Mr. Natter, 39, will
also report to Mr. Joseph.


     Mr. Francis J. Marino, vice chairman, will continue to have
overall responsibility for SafeCard's strategic planning, corporate
development, international, legal and human resources functions and
will continue to report to Mr. Kahn.

     SafeCard Services, Inc. is the world's largest provider of
credit card registry services and also provides other consumer
services through its credit card issuer clients.






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