UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                              FORM 10-K AMENDMENTS
              Annual Report Pursuant to Section 13 or 15 (d) of the
                         Securities Exchange Act of 1934

For the fiscal year ended December 31, 1996      Commission file number 0-13875

                               Lancer Corporation
             (Exact name of registrant as specified in its charter)


                  Texas                                           74-1591073
     (State or other jurisdiction of                            (IRS Employer
     incorporation or organization)                          Identification No.)

    235 W. Turbo, San Antonio, Texas                                 78216
(Address of principal executive offices)                          (Zip Code)

        Registrant's telephone number, including area code (210) 344-3071

          Securities registered pursuant to Section 12 (b) of the Act:
                                      NONE
<PAGE>

                             Index of Amended Items

#       Description

1       Correction of misspelled word line 12 - advantageous found in Accounting
        Matters on Page 9 of Form 10-K
2       Formatting Correction of Subtotal for Net cash provided in investing
        activities found in Consolidated Statements of Cash Flows on Page F-7
        of Form 10-K 
3       Investments pretaining to lines 12 and 14 should have been plural in
        paragraph 3 of Long-term Debt and Line of Credit with Bank on Page F-12
        of Form 10-K
4       Signatures
<PAGE>

1.   Correction of misspelled word line 12 - advantageous found in Accounting
     Matters on Page 9 of Form 10-K

Accounting Matters

The Company established a DISC in 1979 in order to defer federal income taxes on
its  foreign  sales.  In late 1984,  the  Internal  Revenue  Code (the Code) was
amended to limit the  benefits  of a DISC,  primarily  by  imposing  an interest
charge on the accumulated  deferred  federal income taxes of a DISC. At the same
time, the Code was amended to permit the creation of a Foreign Sales Corporation
(FSC).  Under the Code,  as amended,  a portion of a FSC's  income is subject to
federal income taxes,  while a portion is permanently exempt from federal income
taxes. As a result, at some point, the interest charge the Company incurs on the
deferred  federal  income  taxes of its DISC will  equal or exceed  the taxes it
would have incurred had it operated a FSC. Since the Company cannot maintain the
DISC and FSC at the same time under  current  tax  regulations,  the Company has
determined  it will be  advantageous  to convert  the DISC to a FSC and plans to
convert in 1997. At the time of such a conversion,  the Company will be required
to  provide  for  federal  income  taxes on the $2.4  million  of  undistributed
earnings of the DISC,  for which federal  income taxes had not  previously  been
provided.  If the DISC had been  converted on December  31, 1996,  it would have
resulted in a reduction of approximately $801,000 in the Company's net earnings.
The  Company  will be able to pay such  federal  income  taxes  over a  ten-year
period;  thus the Company  does not  anticipate  that  payments of such  federal
income taxes will significantly affect the Company's cash from operations.

<PAGE>

2. Formatting Correction of Subtotal for Net cash provided in investing
   activities found in Consolidated Statements of Cash Flows on Page F-7 of
   Form 10-K 
<TABLE>
<CAPTION>
                                          LANCER CORPORATION AND SUBSIDIARIES

                                        CONSOLIDATED STATEMENTS OF CASH FLOWS
                                     Years ended December 31, 1996, 1995 and 1994

                                                                          1996                1995                1994
                                                                    -----------------   -----------------   -----------------

Cash flow from operating activities:
<S>                                                                   <C>                 <C>                 <C>           
     Net earnings                                                     $    5,732,500      $    4,091,117      $    2,950,554

     Adjustments to reconcile net earnings to net
       cash (used) provided by operating activities:
        Depreciation and amortization                                      2,445,288           2,152,169           1,843,177
        (Gain) loss on sale and disposal of assets                           (15,485)             13,985              28,679
        Effect of foreign currency translation                               183,803                   -                   -
        Change in assets and liabilities, net of effects
            from purchase of subsidiary:
               Receivables                                                (5,464,226)         (3,872,837)            218,488
               Prepaid expenses                                              (97,161)            (23,969)             (4,522)
               Inventories                                                (8,207,165)          2,283,927          (5,783,544)
               Other assets                                                 (390,495)            425,019            (143,666)
               Accounts payable                                            1,589,097          (1,094,867)           (356,526)
               Accrued expenses                                              473,429             601,787             (32,771)
               Deferred licensing and maintenance fees                     1,190,504           1,710,576             610,925
               Income taxes payable                                         (883,890)            760,293            (359,449)
               Deferred tax liability                                        (22,267)           (100,552)            (36,034)
               Other long-term liabilities                                   120,000             180,000             160,000
                                                                    -----------------   -----------------   -----------------
     Net cash (used) provided by operating activities                     (3,346,068)          7,126,648            (904,689)
                                                                    -----------------   -----------------   -----------------

Cash flow from investing activities:
        Proceeds from sale of assets                                          43,625              20,166              31,595
        Acquisition of property, plant and equipment                      (9,056,710)         (7,861,164)         (2,942,641)
        Acquisition of subsidiary company                                          -          (3,503,600)                  -
        Purchase of long-term investments                                 (2,600,000)           (225,000)           (150,000)
                                                                    -----------------   -----------------   -----------------
Net cash used in investing activities                                    (11,613,085)        (11,569,598)         (3,061,046)
                                                                    -----------------   -----------------   -----------------

Cash flow from financing activities:
        Net borrowings under line of credit agreements                     4,700,000           1,000,000             700,000
        Proceeds from issuance of long-term debt                          17,950,000           6,929,000           5,035,072
        Retirement of long-term debt                                      (7,483,792)         (4,889,170)         (4,663,338)
        Proceeds from issuance of common stock                                     -                   -           3,533,083
        Proceeds from exercise of stock options                               55,018              55,082             110,141
                                                                    -----------------   -----------------   -----------------
Net cash provided by financing activities                                 15,221,226           3,094,912           4,714,958
                                                                    -----------------   -----------------   -----------------
Net increase (decrease) in cash                                              262,073          (1,348,038)            749,223
Cash at beginning of year                                                    754,352           2,102,390           1,353,167
                                                                    -----------------   -----------------   -----------------
Cash at end of year                                                   $    1,016,425    $        754,352    $      2,102,390
                                                                    =================   =================   =================
<CAPTION>

                             See accompanying notes to consolidated financial statements.
</TABLE>
<PAGE>


3.  Investments pretaining to lines 12 and 14 should have been plural in
    paragraph 3 of Long-term Debt and Line of Credit with Bank on Page F-12
    of Form 10-K

To manage its  exposure  to  fluctuations  in  interest  rates,  the Company has
entered into two  interest  rate swap  agreements  (the Swap  Agreements)  for a
combined  notional  principal  amount  of  $8.0  million.  The  Swap  Agreements
terminate in August,  1999 and November,  2001.  Interest  rate swap  agreements
involve the exchange of interest  obligations  on fixed and  floating  rate debt
without the exchange of the underlying principal amounts. The difference paid or
received  on the swap  agreement  is  recognized  as an  adjustment  to interest
expense.  The  Companys  Swap  Agreements  provide  that the  Company pay fixed
interest  rates of 6.255% and 6.345%,  while  receiving a floating  rate payment
equal to the three  month  LIBOR  rate  determined  on a  quarterly  basis  with
settlement  occurring  on  specific  dates.  While the  Company  has credit risk
associated  with  these financial instruments,  no  loss is  anticipated  due to
nonperformance by the  counterparties to these agreements  because of the credit
worthiness of the financial institutions.

<PAGE>

4.  Signuatures

Pursuant to the requirements of Section 13 or 15 (d) 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.

LANCER CORPORATION

by:  /s/ George F. Schroeder
George F. Schroeder                                              March 28, 1997
President

Pursuant to the requirements of the Securities Exchange Act of 1934, this report
has been signed below by the following  persons on behalf of the  registrant and
in the capacities and on the dates indicated.

Signature                  Title                                 Date
-----------------------    -------------------                   --------------
/s/ ALFRED A. SCHROEDER    Chairman of the Board                 March 28, 1997
Alfred A. Schroeder

/s/ GEORGE F. SCHROEDER    President and Director                March 28, 1997
George F. Schroeder        (principal executive officer)

/s/ JOHN P. HERBOTS        Vice President Finance & Director     March 28, 1997
John P. Herbots            (principal financial and accounting officer)

/s/ WALTER J. BIEGLER      Director                              March 28, 1997
Walter J. Biegler

/s/ JEAN M. BRALEY         Director                              March 28, 1997
Jean M. Braley

/s/ CHARLES K. CLYMER      Director                              March 28, 1997
Charles K. Clymer

/s/ MICHAEL E. SMITH       Director                              March 28, 1997
Michael E. Smith