content: FORM 8-K
  
                      SECURITIES AND EXCHANGE COMMISSION
  
                             Washington, D.C.  20549
  
                                CURRENT REPORT
  
                Pursuant to Section 13 or 15(d) of the
                     Securities Exchange Act of 1934
  
  Date of Report (Date of earliest event reported) December 26, 1996
  
                        CHANCELLOR CORPORATION
        (Exact Name of Registrant as specified in its charter)
  
  Massachusetts               0-11663                  04-2626079
  (State or other             (Commission              (IRS Employer
   jurisdiction of             File Number)             Identification No.)
   incorporation)
  
  745 Atlantic Avenue, Boston, Massachusetts           02111
  (Address of principal executive offices)             (Zip Code)
  
  Registrant's telephone number, including area code (617) 728-8500
  
                                           N/A
  (Former name or former address, if changed since last report)
  
  Item 4.           Change of Accountants.
  
               On December 26, 1996 the Company's accountants, Deloitte & Touche
  L.L.P., advised the Company that the client-auditor relationship had
  ceased.  
  
               There are no disagreements with the accountants as to matters of
  accounting principles and practices, financial statement disclosure, or
  auditing scope or procedure.
  
               The Company received a "going concern" opinion in fiscal years 1994
  and 1995.
  
               The Company commenced soliciting bids from accountants in August, 
  1996 and expects to complete the selection process in the near future.
  
  Item 7.      Financial Statements, Pro Form Financial 
               Information and Exhibits
  
               None
                 
                                        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.
  
                                             CHANCELLOR CORPORATION
  
  
  
                                             By: /s/ William J. Guthlein
                                                 William J. Guthlein
                                                 Vice President, Treasurer
                                                 and Chief Financial Officer
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metadata_filer: {"company-data": {"conformed-name": "CHANCELLOR CORP", "cik": "0000724051", "assigned-sic": "7359", "irs-number": "042626079", "state-of-incorporation": "MA", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "000-11663", "film-number": "96688678"}, "business-address": {"street1": "745 ATLANTIC AVE", "city": "BOSTON", "state": "MA", "zip": "02111", "phone": "6177288500"}, "mail-address": {"street1": "745 ATLANTIC AVE", "city": "BOSTON", "state": "MA", "zip": "02111"}}
text: FORM 8-K
  
                      SECURITIES AND EXCHANGE COMMISSION
  
                             Washington, D.C.  20549
  
                                CURRENT REPORT
  
                Pursuant to Section 13 or 15(d) of the
                     Securities Exchange Act of 1934
  
  Date of Report (Date of earliest event reported) December 26, 1996
  
                        CHANCELLOR CORPORATION
        (Exact Name of Registrant as specified in its charter)
  
  Massachusetts               0-11663                  04-2626079
  (State or other             (Commission              (IRS Employer
   jurisdiction of             File Number)             Identification No.)
   incorporation)
  
  745 Atlantic Avenue, Boston, Massachusetts           02111
  (Address of principal executive offices)             (Zip Code)
  
  Registrant's telephone number, including area code (617) 728-8500
  
                                           N/A
  (Former name or former address, if changed since last report)
  
  Item 4.           Change of Accountants.
  
               On December 26, 1996 the Company's accountants, Deloitte & Touche
  L.L.P., advised the Company that the client-auditor relationship had
  ceased.  
  
               There are no disagreements with the accountants as to matters of
  accounting principles and practices, financial statement disclosure, or
  auditing scope or procedure.
  
               The Company received a "going concern" opinion in fiscal years 1994
  and 1995.
  
               The Company commenced soliciting bids from accountants in August, 
  1996 and expects to complete the selection process in the near future.
  
  Item 7.      Financial Statements, Pro Form Financial 
               Information and Exhibits
  
               None
                 
                                        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.
  
                                             CHANCELLOR CORPORATION
  
                                             By: /s/ William J. Guthlein
                                                 William J. Guthlein
                                                 Vice President, Treasurer
                                                 and Chief Financial Officer