STEWART ENTERPRISES INC
8-K, 1999-01-07
PERSONAL SERVICES
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          UNITED STATES 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): JANUARY 5, 1999



                            STEWART ENTERPRISES, INC.
             (Exact name of registrant as specified in its charter)

             LOUISIANA                0-19508                72-0693290
   (State or other jurisdiction     (Commission           (I.R.S. Employer
         of incorporation)          File Number)          Identification No.)



                         110 VETERANS MEMORIAL BOULEVARD
                           METAIRIE, LOUISIANA  70005
               (Address of principal executive offices) (Zip Code)



                                 (504) 837-5880
              (Registrant's telephone number, including area code)


                                 NOT APPLICABLE
          (Former name or former address, if changed since last report)





ITEM 5.  OTHER EVENTS

     On January 5, 1999 the Company issued the following press release.

CONTACT:

     Kenneth C. Budde
     Stewart Enterprises, Inc.
     110 Veterans Boulevard
     Metairie, LA  70005
     504/837-5880
                                              FOR IMMEDIATE RELEASE


            STEWART ENTERPRISES PLANS COMMON STOCK OFFERING


Metairie,  Louisiana,  January 5, 1999 ... Stewart Enterprises, Inc. (Nasdaq
NMS: STEI) today announced that it plans to offer for sale 12,500,000 shares
of its Class A Common Stock,  including  650,000 shares that will be offered
for the account of the Stewart Revocable Trust, a trust established by Frank
B. Stewart, Jr. and his wife.  Mr. Stewart  is the Chairman of the Company's
Board of Directors.  The Company intends to use the net proceeds received by
it to fund acquisitions and for general corporate purposes.  Pending use for
such purposes, the net proceeds will be used  to  repay debt or to invest in
short-term, interest bearing securities.  The Company  will  not receive any
of the proceeds from the sale by the selling shareholder.

The  offering will be managed by Bear, Stearns & Co. Inc., Merrill  Lynch  &
Co. and  Johnson  Rice  &  Company  L.L.C.   The  offering is expected to be
completed near the end of January 1999.

Founded in 1910, Stewart Enterprises, Inc. is the third  largest provider of
products and services in the death care industry in North America, currently
owning and operating 575 funeral homes and 143 cemeteries  in North America,
South America, Europe and the Pacific Rim.

A  registration statement relating to these securities has been  filed  with
the U.S. Securities and Exchange Commission and has been declared effective.
This press release shall not constitute an offer to sell or the solicitation
of the  offer  to  buy  the  securities,  nor shall there be any sale of the
securities in any state in which such offer,  solicitation  or sale would be
unlawful prior to registration or qualification under the securities laws of
any such state.


                              SIGNATURE




     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 thereunto duly authorized.


                                    STEWART ENTERPRISES, INC.




January 7, 1999                     /s/ Kenneth C. Budde
                                    ----------------------------
                                    Kenneth C. Budde
                                    Executive Vice President
                                    Chief Financial Officer



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