content: 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 27, 1997
                                                   -------------------
  
  
  
                     MAXICARE HEALTH PLANS, INC.                     
  --------------------------------------------------------------------
         (Exact name of registrant as specified in its charter)
  
  
  
  
           Delaware                0-12024           95-3615709      
  ----------------------------    ------------     -------------------
  (State or other jurisdiction    (Commission      (IRS Employer
     of incorporation or          File Number)     Identification No.)
      organization)          
  
  
  
  
  
  1149 South Broadway Street, Los Angeles, California        90015  
  ---------------------------------------------------     ----------
    (Address of principal executive offices)              (Zip Code)
  
  
  
  
  Registrant's telephone number, including area code  (213) 765-2000 
                                                      --------------
  
  
  
  
  
  
  
  
  
  
                                  1 of 7
  <PAGE>
  
  
  Item 5.  Other Events.
           -------------
  
           Maxicare Health Plans, Inc.  (the "Company") reported that
           its California HMO  has  signed  a  letter  of intent with
           Molina Medical Centers ("MMC") to assign or transfer MMC's
           Medi-Cal contracts for  the  provision  of services in San
           Bernardino, Riverside  and  Sacramento  Counties, with the
           State of California to  Maxicare,  effective July 1, 1997.
           Under the letter  of  intent,  MMC  will become a Maxicare
           Medi-Cal provider in those areas.  The consummation of the
           transactions  contemplated  by  the  letter  of  intent is
           subject at this  time  to  negotiation  and execution of a
           definitive agreement between  the  parties  and receipt of
           all necessary regulatory approvals.  The Company currently
           estimates  that   the   revenue   to   be  generated  will
           approximate $1 billion over the term of these contracts.
  
           This Form 8-K  contains  forward-looking information.  The
           forward-looking statements are  made  pursuant to the safe
           harbor provisions  of  the  Private  Securities Litigation
           Reform Act of  1995.    Forward-looking  statements may be
           significantly impacted by  certain risks and uncertainties
           including   the   number    of   beneficiaries   and   the
           reimbursement rates paid by the State of California during
           the term of the MMC Medi-Cal contracts referred to above.
  
  Item 7.  Financial Statements, Pro Forma Financial Information and
           ---------------------------------------------------------
             Exhibits.
           -----------
  
           (a)  Financial Statements of Businesses Acquired.
                None.
  
           (b)  Pro Forma Financial Information.
                None.
  
           (c)  Exhibits.
  
                Exhibit 10.85  Letter of Intent for the Transfer
                of Medi-Cal Members and Provision of Services.
  
                Exhibit No. 99.4 Press release reporting the
                Company's California HMO has signed a letter of
                intent with Molina Medical Centers.
  
  
  
  
  
  
                                2 of 7
  <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.
  
  
  
  
                                Maxicare Health Plans, Inc.
                                ------------------------------
                                      (Registrant)
  
  
  
  
  June 3, 1997                  /s/ EUGENE L. FROELICH
                                ------------------------------
                                    Eugene L. Froelich
                                 Chief Financial Officer
                                and Executive Vice President -
                                Finance and Administration
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
                                3 of 7
metadata_documents: [{"type": "8-K", "sequence": "1", "description": "FORM 8-K", "secsgml_size_bytes": 4370}]
metadata_filer: {"company-data": {"conformed-name": "MAXICARE HEALTH PLANS INC", "cik": "0000722573", "assigned-sic": "6324", "irs-number": "953615709", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "000-12024", "film-number": "97618916"}, "business-address": {"street1": "1149 S BROADWAY ST", "street2": "SUITE 910", "city": "LOS ANGELES", "state": "CA", "zip": "90015", "phone": "2137652000"}}
text: 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 27, 1997
                                                   -------------------
  
                     MAXICARE HEALTH PLANS, INC.                     
  --------------------------------------------------------------------
         (Exact name of registrant as specified in its charter)
  
           Delaware                0-12024           95-3615709      
  ----------------------------    ------------     -------------------
  (State or other jurisdiction    (Commission      (IRS Employer
     of incorporation or          File Number)     Identification No.)
      organization)          
  
  1149 South Broadway Street, Los Angeles, California        90015  
  ---------------------------------------------------     ----------
    (Address of principal executive offices)              (Zip Code)
  
  Registrant's telephone number, including area code  (213) 765-2000 
                                                      --------------
  
                                  1 of 7
  Item 5.  Other Events.
           -------------
  
           Maxicare Health Plans, Inc.  (the "Company") reported that
           its California HMO  has  signed  a  letter  of intent with
           Molina Medical Centers ("MMC") to assign or transfer MMC's
           Medi-Cal contracts for  the  provision  of services in San
           Bernardino, Riverside  and  Sacramento  Counties, with the
           State of California to  Maxicare,  effective July 1, 1997.
           Under the letter  of  intent,  MMC  will become a Maxicare
           Medi-Cal provider in those areas.  The consummation of the
           transactions  contemplated  by  the  letter  of  intent is
           subject at this  time  to  negotiation  and execution of a
           definitive agreement between  the  parties  and receipt of
           all necessary regulatory approvals.  The Company currently
           estimates  that   the   revenue   to   be  generated  will
           approximate $1 billion over the term of these contracts.
  
           This Form 8-K  contains  forward-looking information.  The
           forward-looking statements are  made  pursuant to the safe
           harbor provisions  of  the  Private  Securities Litigation
           Reform Act of  1995.    Forward-looking  statements may be
           significantly impacted by  certain risks and uncertainties
           including   the   number    of   beneficiaries   and   the
           reimbursement rates paid by the State of California during
           the term of the MMC Medi-Cal contracts referred to above.
  
  Item 7.  Financial Statements, Pro Forma Financial Information and
           ---------------------------------------------------------
             Exhibits.
           -----------
  
           (a)  Financial Statements of Businesses Acquired.
                None.
  
           (b)  Pro Forma Financial Information.
                None.
  
           (c)  Exhibits.
  
                Exhibit 10.85  Letter of Intent for the Transfer
                of Medi-Cal Members and Provision of Services.
  
                Exhibit No. 99.4 Press release reporting the
                Company's California HMO has signed a letter of
                intent with Molina Medical Centers.
  
                                2 of 7
  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.
  
                                Maxicare Health Plans, Inc.
                                ------------------------------
                                      (Registrant)
  
  June 3, 1997                  /s/ EUGENE L. FROELICH
                                ------------------------------
                                    Eugene L. Froelich
                                 Chief Financial Officer
                                and Executive Vice President -
                                Finance and Administration
  
                                3 of 7