SECURITIES AND EXCHANGE COMMISSION
                            Washington, DC  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): October 10 , 1997
                                                       (October 20, 1997)

                          FIRST USA PAYMENTECH, INC.
              (Exact Name of Registrant as Specified in Charter)

           DELAWARE                1-14224              75-2634185
           (State or Other         (Commission          (IRS Employer
           Jurisdiction            File Number)         Identification No.)
           of Incorporation)                            
                                                        

           1601 ELM STREET, SUITE 800, DALLAS, TEXAS            75201
            (Address of Principal Executive Offices)         (Zip Code)

                                 214-849-2000
             (Registrant's telephone number, including area code)


          ITEM 5.  OTHER EVENTS

               On October 10, 1997, a putative class action suit
          was commenced by a stockholder of First USA Paymentech,
          Inc., a Delaware corporation ("Paymentech"), in the
          United States District Court, Northern District of Texas,
          against Paymentech and certain of its officers.  The
          complaint alleges, among other things, that the
          defendants violated United States securities laws by
          publicly issuing false and misleading statements and
          omitting to disclose material adverse information
          regarding Paymentech's business during the period from
          April 15, 1997, the date on which Paymentech issued a
          press release announcing its financial results for the
          third quarter of fiscal year 1997,  to September 24,
          1997, the date on which Paymentech announced that it was
          restating and revising its previously announced results
          for the fourth quarter of fiscal year 1997.  The
          complaint also alleges that as a result of such alleged
          violations, the price of Paymentech common stock was
          artificially inflated at the time stockholders in the
          class acquired their stock. The complaint seeks monetary
          damages as compensation for the losses the stockholders
          in the class allegedly incurred.  The defendants have not
          yet answered the complaints, but intend to defend these
          actions vigorously. 


                                   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 hereunto
          duly authorized.

          Date:  October 20 , 1997

                                   FIRST USA PAYMENTECH, INC.       
                                              (Registrant)

                                   By: /s/ Philip E. Taken          
                                       ------------------------------
                                   Name:  Philip E. Taken
                                   Title: Chief Administrative Officer 
                                           and General Counsel
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{"company-data": {"conformed-name": "FIRST USA PAYMENTECH INC", "cik": "0001005759", "assigned-sic": "7389", "irs-number": "752634185", "state-of-incorporation": "DE", "fiscal-year-end": "0630"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "333-00262", "film-number": "97697956"}, "business-address": {"street1": "1601 ELM ST", "street2": "STE 4700", "city": "DALLAS", "state": "TX", "zip": "75201", "phone": "2148493700"}, "mail-address": {"street1": "1601 ELM STREET", "street2": "8TH FLOOR", "city": "DALLAS", "state": "TX", "zip": "75201"}}
SECURITIES AND EXCHANGE COMMISSION
                            Washington, DC  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): October 10 , 1997
                                                       (October 20, 1997)

                          FIRST USA PAYMENTECH, INC.
              (Exact Name of Registrant as Specified in Charter)

           DELAWARE                1-14224              75-2634185
           (State or Other         (Commission          (IRS Employer
           Jurisdiction            File Number)         Identification No.)
           of Incorporation)                            
                                                        

           1601 ELM STREET, SUITE 800, DALLAS, TEXAS            75201
            (Address of Principal Executive Offices)         (Zip Code)

                                 214-849-2000
             (Registrant's telephone number, including area code)

          ITEM 5.  OTHER EVENTS

               On October 10, 1997, a putative class action suit
          was commenced by a stockholder of First USA Paymentech,
          Inc., a Delaware corporation ("Paymentech"), in the
          United States District Court, Northern District of Texas,
          against Paymentech and certain of its officers.  The
          complaint alleges, among other things, that the
          defendants violated United States securities laws by
          publicly issuing false and misleading statements and
          omitting to disclose material adverse information
          regarding Paymentech's business during the period from
          April 15, 1997, the date on which Paymentech issued a
          press release announcing its financial results for the
          third quarter of fiscal year 1997,  to September 24,
          1997, the date on which Paymentech announced that it was
          restating and revising its previously announced results
          for the fourth quarter of fiscal year 1997.  The
          complaint also alleges that as a result of such alleged
          violations, the price of Paymentech common stock was
          artificially inflated at the time stockholders in the
          class acquired their stock. The complaint seeks monetary
          damages as compensation for the losses the stockholders
          in the class allegedly incurred.  The defendants have not
          yet answered the complaints, but intend to defend these
          actions vigorously. 

                                   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 hereunto
          duly authorized.

          Date:  October 20 , 1997

                                   FIRST USA PAYMENTECH, INC.       
                                              (Registrant)

                                   By: /s/ Philip E. Taken          
                                       ------------------------------
                                   Name:  Philip E. Taken
                                   Title: Chief Administrative Officer 
                                           and General Counsel