content: 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) February 13,
          1995.
  
  
  
  
                             MAXICARE HEALTH PLANS, INC.                     
                 (Exact name of registrant as specified in its charter)
  
  
  
  
                   Delaware                0-12024           95-3615709      
          (Name or other jurisdiction    (Commission      (IRS Employer
              of incorporation)          File Number)     Identification No.)
  
  
  
  
            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 
  
  
  
  
  
  
                               Index to Exhibits 4 of 5
  
  
  
                                        1 of 5
  
          <PAGE>
          Item 5.  Other Events
  
                   Maxicare Health Plans,  Inc.  (the "Company") announced on
                   February 13, 1995  that  it  will  redeem  all of its 2.29
                   million outstanding  shares  of  the  Series  A Cumulative
                   Convertible Preferred Stock  ("Series  A  Stock") on March
                   14, 1995.  Holders of Series A Stock may either have their
                   shares redeemed by the Company  at $25.4625 per share (the
                   "Redemption Price"), which represents the redemption price
                   of $25.00 per share  plus  accrued and unpaid dividends of
                   $.4625 per share,  or  convert  their  Series A Stock into
                   2.7548  shares  of  the  Company's  Common  Stock ("Common
                   Stock") for each share of Series A Stock converted.  Based
                   upon the February 10, 1995 closing price of $17.75 for the
                   Common Stock, holders of Series  A Stock who convert their
                   shares would  receive  shares  of  Common  Stock valued at
                   $48.90 for each share of Series A stock converted.
  
                   Holders of Series A Stock who wish to convert their shares
                   into Common Stock  must  deliver  written  notice of their
                   election  to  convert  and   tender  the  Series  A  Stock
                   certificates properly  endorsed  to  the Redemption Agent,
                   American Stock Transfer & Trust Company no later than 5:00
                   P.M. (Eastern Standard  Time)  on  March  9,  1995.  After
                   March 14, 1995,  the  Series  A  Stock  will  no longer be
                   deemed to be  outstanding  and  holders  of Series A Stock
                   certificates  will  be   entitled   to  receive  only  the
                   Redemption Price without  additional interest thereon when
                   they  surrender  the  Series  A  Stock  Share certificates
                   properly endorsed to the Redemption Agent.
  
                   As of February 10, 1995, the Company had 10,862,945 shares
                   of Common Stock outstanding.
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
                                        2 of 5
          <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 thereunto duly authorized.
  
  
  
  
                                        Maxicare Health Plans, Inc.
                                              (Registrant)
  
  
          February 13, 1995             By  /s/ EUGENE L. FROELICH      
                                           Eugene L. Froelich
                                           Chief Financial Officer
                                           and Executive Vice President -
                                           Finance and Administration
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
                                        3 of 5
          <PAGE>
  
  
  
  
                                   INDEX TO EXHIBITS
  
  
          Exhibit                                               Sequential
          Number                     Description                Page Number
          -------    -----------------------------------------  -----------
  
            20                   Notice of Redemption              5 of 5
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
                                        4 of 5
metadata_documents: [{"type": "8-K", "sequence": "1", "description": "FORM 8-K", "secsgml_size_bytes": 4668}]
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": "95511088"}, "business-address": {"street1": "1149 S BROADWAY ST", "street2": "SUITE 910", "city": "LOS ANGELES", "state": "CA", "zip": "90015", "phone": "2137652000"}}
text: 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) February 13,
          1995.
  
                             MAXICARE HEALTH PLANS, INC.                     
                 (Exact name of registrant as specified in its charter)
  
                   Delaware                0-12024           95-3615709      
          (Name or other jurisdiction    (Commission      (IRS Employer
              of incorporation)          File Number)     Identification No.)
  
            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 
  
                               Index to Exhibits 4 of 5
  
                                        1 of 5
  Item 5.  Other Events
  
                   Maxicare Health Plans,  Inc.  (the "Company") announced on
                   February 13, 1995  that  it  will  redeem  all of its 2.29
                   million outstanding  shares  of  the  Series  A Cumulative
                   Convertible Preferred Stock  ("Series  A  Stock") on March
                   14, 1995.  Holders of Series A Stock may either have their
                   shares redeemed by the Company  at $25.4625 per share (the
                   "Redemption Price"), which represents the redemption price
                   of $25.00 per share  plus  accrued and unpaid dividends of
                   $.4625 per share,  or  convert  their  Series A Stock into
                   2.7548  shares  of  the  Company's  Common  Stock ("Common
                   Stock") for each share of Series A Stock converted.  Based
                   upon the February 10, 1995 closing price of $17.75 for the
                   Common Stock, holders of Series  A Stock who convert their
                   shares would  receive  shares  of  Common  Stock valued at
                   $48.90 for each share of Series A stock converted.
  
                   Holders of Series A Stock who wish to convert their shares
                   into Common Stock  must  deliver  written  notice of their
                   election  to  convert  and   tender  the  Series  A  Stock
                   certificates properly  endorsed  to  the Redemption Agent,
                   American Stock Transfer & Trust Company no later than 5:00
                   P.M. (Eastern Standard  Time)  on  March  9,  1995.  After
                   March 14, 1995,  the  Series  A  Stock  will  no longer be
                   deemed to be  outstanding  and  holders  of Series A Stock
                   certificates  will  be   entitled   to  receive  only  the
                   Redemption Price without  additional interest thereon when
                   they  surrender  the  Series  A  Stock  Share certificates
                   properly endorsed to the Redemption Agent.
  
                   As of February 10, 1995, the Company had 10,862,945 shares
                   of Common Stock outstanding.
  
                                        2 of 5
  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 thereunto duly authorized.
  
                                        Maxicare Health Plans, Inc.
                                              (Registrant)
  
          February 13, 1995             By  /s/ EUGENE L. FROELICH      
                                           Eugene L. Froelich
                                           Chief Financial Officer
                                           and Executive Vice President -
                                           Finance and Administration
  
                                        3 of 5
  INDEX TO EXHIBITS
  
          Exhibit                                               Sequential
          Number                     Description                Page Number
          -------    -----------------------------------------  -----------
  
            20                   Notice of Redemption              5 of 5
  
                                        4 of 5