content: SECURITIES AND EXCHANGE COMMISSION
                               Washington, D.C. 20549
  
                                     ----------
  
                                      FORM 8-K
  
                                   CURRENT REPORT
  
  
                       Pursuant to Section 13 or 15(d) of the
                         Securities and Exchange Act of 1934
  
  
  
  Date of Report: June 24, 1997
  Date of earliest event reported: June 15, 1997
  
  
                       American Physicians Service Group, Inc.
               (Exact name of registrant as specified in its charter)
  
  
          Texas                        0-11453                     75-1458323
      ---------------            ----------------------          ----------------
      (State of                 (Commission File Number)          IRS Employer
       Incorporation)                                           Identification No.
  
  
  
                 1301 Capital of Texas Highway, Austin, Texas 78746
                 --------------------------------------------------
                 (Address of principal executive offices) (Zip Code)
  
  
  
                                   (512) 328-0888
                                   ---------------
                (Registrant=s telephone number, including area code)
  
  
  
  
  <PAGE>
  
  
  Item 2. Acquisition or Disposition of Assets.
  
  Pursuant  to the  terms  of  that  certain  Mutual  Termination  Agreement  (the
  "Agreement")  entered into June 15, 1997  between  American  Physicians  Service
  Group, Inc. ("APS"), Syntera Technologies,  Inc., formerly known as APS Systems,
  Inc.,  ("Syntera")  and  International  Software  Solutions Inc.  ("ISSI"),  the
  parties  agreed to  terminate  the Joint  Development  Agreement  which they had
  entered  into July 1, 1996.  Syntera,  an affiliate of APS since July 1996 and a
  wholly  owned  subsidiary  of APS prior to that,  provides  practice  management
  software to medical universities,  large group practices and  physician/hospital
  organizations.
  
  Under the Agreement, ISSI relinquished its 15% ownership interest in Syntera and
  any rights to acquire any further interest in Syntera,  and the parties released
  each other from their  various  contractual  obligations  and from any claims or
  causes of action they might have against one another.
  
  The  parties  to  the  agreement   announced  that  Syntera  would   discontinue
  development of new software  products,  would not pursue additional sales of its
  existing  software  products  and would end its  participation  in the  practice
  management  software  business by the year 2002,  or when all  existing  Syntera
  clients have  migrated off their  current  Syntera  software,  whichever  occurs
  first.  These actions were taken as a result of the  determination  that Syntera
  could  not be  expected  to be  profitable  in the  future  without  substantial
  additional investment.
  
  Syntera was not consolidated with APS at December 31, 1996, but represented less
  than 10% of the total assets of APS at December 31, 1995 and 1994. Syntera had a
  pretax loss for the year ended December 31, 1996 of approximately  $168,000. For
  the years  ended  December  31,  1995 and 1994,  the pretax  earnings of Syntera
  represented  14%  and  20%,  respectively,  of  APS's earnings  from  continuing
  operations  before  income taxes.  As a result of the phase-out of Syntera,  APS
  will take a charge to earnings in 1997 of approximately $1,150,000 before income
  taxes,  which includes the estimated cost of employee severance packages through
  the close of operations and the write off of software under development.
  
  
  
  <PAGE>
  
  
  
  
  Item 7. Financial Statements and Exhibits.
          ---------------------------------
  (a)     Financial statements of businesses acquired.
          -------------------------------------------
          Not required.
  
  (b)     Pro forma financial information.
          -------------------------------
          Not required.
  
  (c)     Exhibits.
          --------
  
          Exhibit
          Number                          Description
          -------                         -----------
           10.30      Mutual Termination Agreement, by and between American 
                      Physicians Service Group, Inc., Syntera Technologies, Inc.
                      and International Software Solutions, Inc.
  
  
  
                                     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.
  
  
                                          AMERICAN PHYSICIANS SERVICE GROUP, INC.
  
  
  Date: June 20, 1997                     By:     ________________________
                                                    W.H. Hayes
                                                    Chief Financial Officer
  
                                       PAGE3
  
  
  
  
  <PAGE>
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metadata_filer: {"company-data": {"conformed-name": "AMERICAN PHYSICIANS SERVICE GROUP INC", "cik": "0000724024", "assigned-sic": "8741", "irs-number": "751458323", "state-of-incorporation": "TX", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "000-11453", "film-number": "97628721"}, "business-address": {"street1": "1301 CAPITAL OF TEXAS HWY", "street2": "C-300", "city": "AUSTIN", "state": "TX", "zip": "78746", "phone": "5123280888"}, "mail-address": {"street1": "1301 CAPITAL OF TEXAS HIGHWAY", "city": "AUTIN", "state": "TX", "zip": "78746"}}
text: SECURITIES AND EXCHANGE COMMISSION
                               Washington, D.C. 20549
  
                                     ----------
  
                                      FORM 8-K
  
                                   CURRENT REPORT
  
                       Pursuant to Section 13 or 15(d) of the
                         Securities and Exchange Act of 1934
  
  Date of Report: June 24, 1997
  Date of earliest event reported: June 15, 1997
  
                       American Physicians Service Group, Inc.
               (Exact name of registrant as specified in its charter)
  
          Texas                        0-11453                     75-1458323
      ---------------            ----------------------          ----------------
      (State of                 (Commission File Number)          IRS Employer
       Incorporation)                                           Identification No.
  
                 1301 Capital of Texas Highway, Austin, Texas 78746
                 --------------------------------------------------
                 (Address of principal executive offices) (Zip Code)
  
                                   (512) 328-0888
                                   ---------------
                (Registrant=s telephone number, including area code)
  Item 2. Acquisition or Disposition of Assets.
  
  Pursuant  to the  terms  of  that  certain  Mutual  Termination  Agreement  (the
  "Agreement")  entered into June 15, 1997  between  American  Physicians  Service
  Group, Inc. ("APS"), Syntera Technologies,  Inc., formerly known as APS Systems,
  Inc.,  ("Syntera")  and  International  Software  Solutions Inc.  ("ISSI"),  the
  parties  agreed to  terminate  the Joint  Development  Agreement  which they had
  entered  into July 1, 1996.  Syntera,  an affiliate of APS since July 1996 and a
  wholly  owned  subsidiary  of APS prior to that,  provides  practice  management
  software to medical universities,  large group practices and  physician/hospital
  organizations.
  
  Under the Agreement, ISSI relinquished its 15% ownership interest in Syntera and
  any rights to acquire any further interest in Syntera,  and the parties released
  each other from their  various  contractual  obligations  and from any claims or
  causes of action they might have against one another.
  
  The  parties  to  the  agreement   announced  that  Syntera  would   discontinue
  development of new software  products,  would not pursue additional sales of its
  existing  software  products  and would end its  participation  in the  practice
  management  software  business by the year 2002,  or when all  existing  Syntera
  clients have  migrated off their  current  Syntera  software,  whichever  occurs
  first.  These actions were taken as a result of the  determination  that Syntera
  could  not be  expected  to be  profitable  in the  future  without  substantial
  additional investment.
  
  Syntera was not consolidated with APS at December 31, 1996, but represented less
  than 10% of the total assets of APS at December 31, 1995 and 1994. Syntera had a
  pretax loss for the year ended December 31, 1996 of approximately  $168,000. For
  the years  ended  December  31,  1995 and 1994,  the pretax  earnings of Syntera
  represented  14%  and  20%,  respectively,  of  APS's earnings  from  continuing
  operations  before  income taxes.  As a result of the phase-out of Syntera,  APS
  will take a charge to earnings in 1997 of approximately $1,150,000 before income
  taxes,  which includes the estimated cost of employee severance packages through
  the close of operations and the write off of software under development.
  Item 7. Financial Statements and Exhibits.
          ---------------------------------
  (a)     Financial statements of businesses acquired.
          -------------------------------------------
          Not required.
  
  (b)     Pro forma financial information.
          -------------------------------
          Not required.
  
  (c)     Exhibits.
          --------
  
          Exhibit
          Number                          Description
          -------                         -----------
           10.30      Mutual Termination Agreement, by and between American 
                      Physicians Service Group, Inc., Syntera Technologies, Inc.
                      and International Software Solutions, Inc.
  
                                     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.
  
                                          AMERICAN PHYSICIANS SERVICE GROUP, INC.
  
  Date: June 20, 1997                     By:     ________________________
                                                    W.H. Hayes
                                                    Chief Financial Officer
  
                                       PAGE3