<PAGE> 1
Prospectus Supplement No. 8 Rule 424(b)(3) Prospectus
(TO PROSPECTUS DATED FEBRUARY 14, 1997) Registration No. 333-20007
$80,650,000 6 1/2% CONVERTIBLE SUBORDINATED DEBENTURES DUE 2001
8,361,371 SHARES OF COMMON STOCK
FPA MEDICAL MANAGEMENT, INC.
This Prospectus Supplement supplements information contained in that
certain Prospectus dated February 14, 1997 as supplemented by Prospectus
Supplement No. 1 dated February 27, 1997, Prospectus Supplement No. 2 dated
March 24, 1997, Prospectus Supplement No. 3 dated April 14, 1997, Prospectus
Supplement No. 4 dated May 12, 1997, Prospectus Supplement No. 5 dated July 2,
1997, Prospectus Supplement No. 6 dated August 13, 1997 and Prospectus
Supplement No. 7 dated December 11, 1997 (the Prospectus as supplemented, the
"Prospectus") relating to the potential sale from time to time of up to (i)
$80,650,000 aggregate amount of the Debentures, (ii) 3,107,900 shares of the
Common Stock issuable upon conversion thereof by the Selling Securityholders,
and (iii) 5,253,471 Individual Shares by the Selling Stockholders. This
Prospectus Supplement is not complete without, and may not be delivered or
utilized except in connection with, the Prospectus, including any amendments or
supplements thereto. Capitalized terms used herein but not defined have the
meanings assigned to such terms in the Prospectus.
The following table supplements the information set forth in the Prospectus
under the caption "Selling Securityholders and Selling Stockholders" with
respect to the Selling Securityholders and the respective principal amount of
Debentures beneficially owned by each such Selling Securityholder and that may
be sold pursuant to the Prospectus, as amended or supplemented.
<TABLE>
<CAPTION>
Principal
Amount of Number of
Debentures Shares of
Beneficially Percent of Common
Owned and That Outstanding Stock That
Name(1) May Be Sold Debentures May Be Sold (2)
- ------- --------------- ------------ ---------------
<S> <C> <C> <C>
Aetna Growth and Income Fund
Variable Portfolio......................... $1,860,000 2.3% 71,676
Aetna Growth & Income Fund.................. 140,000 * 5,395
The Frist Foundation........................ 135,000 * 5,202
</TABLE>
- --------------------
* Less than 1%
(1) The information set forth herein is as of May 18, 1998 and will be updated
as required. Certain of the holders share investment power with their
respective investment advisors.
(2) Assumes conversion of the full amount of Debentures held by such holder at
the initial rate of $25.95 in principal amount of Debentures per share of
Common Stock.
THE DATE OF THIS PROSPECTUS SUPPLEMENT IS MAY 21, 1998.
