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

                                   FORM 10-K/A

                                 Amendment No. 1

                       AMENDMENT TO APPLICATION OR REPORT

                  Filed pursuant to Section 12, 13 or 15(d) of
                       The Securities Exchange Act of 1934

                   For the Fiscal Year Ended December 31, 1996

                           COMMISSION FILE NO. 1-14350

                         MONEYGRAM PAYMENT SYSTEMS, INC.
             ------------------------------------------------------
             (Exact name of Registrant as specified in its charter)

              Delaware                                      84-1327808
    (State or Other Jurisdiction                         (I.R.S. Employer
  of Incorporation or Organization)                     Identification No.)

       7401 W. Mansfield Ave.
         Lakewood, CO 80235                                303-716-6800
  -------------------------------                    ---------------------------
  (Address of principal executive                     (Registrant's telephone   
       offices) (Zip Code)                           number including area code)
                                                     
The undersigned registrant hereby amends the following item of its Annual Report
on Form 10-K for fiscal year ended December 31, 1996 to include the pages
attached hereto and Exhibit 27 therein.

(List of such items, financial statements, exhibits or other portions amended.)

ITEM 14. (EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K) is
hereby amended by the deletion of such Item in its entirety and the inclusion of
the text attached hereto in replacement thereof.

<PAGE>

ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K.

(a) (1)  Index to Financial Statements:

         The Financial Statements and the notes thereto, together with the
         report thereon of Ernst & Young LLP, dated March 14, 1997, appear on
         pages 16 through 28 of this Report. Financial statement schedules not
         included in this Report have been omitted because they are not
         applicable or the required information is shown on the Financial
         Statements or notes thereto.

(a) (2)  Financial Statement Schedules:

         None

(a) (3)  Exhibits:

         The following exhibits are filed as part of this Annual Report or,
         where indicated, were heretofore filed and are hereby incorporated by
         reference.

   2.1   Contribution Agreement, dated as of December 10, 1996, among the 
         Company, IPS and First Data.

   3.1   Certificate of Incorporation of the Company, as amended to date 
         (incorporated herein by reference to Exhibit 3.1 of the Company's 
         Registration Statement No. 333-228).

   3.2   By-laws of the Company (incorporated by reference to Exhibit 3.2 to the
         Company's Registration Statement No. 333-228).

   10.1  Operations Agreement, dated as of December 10, 1996, among the Company,
         IPS and First Data Technologies, Inc.

   10.2  Software License Agreement, dated as of December 10, 1996, between the
         Company and IPS.

   10.3  Service Mark Letter Agreement, dated as of December 10, 1996, among
         Western Union Financial Services, Inc., First Data and the Company
         which includes the Service Mark License Agreement among such parties as
         an exhibit thereto.

   10.4  Human Resources Agreement, dated as of December 10, 1996, among the
         Company, IPS and First Data.

   10.5  Telecommunications Services Sharing Agreement, dated as of December 10,
         1996, between the Company and First Data.

   10.6  Agreement among American Express Travel Related Services Company, Inc.,
         Banamex and California Commerce Bank, as amended (subject to a request
         for confidential treatment pursuant to Rule 406 of the Securities Act)
         (incorporated by reference to Exhibit 10.7 to the Company's
         Registration Statement No. 333-228).

   10.7  1996 Stock Option Plan of the Company.

   10.8  1996 Broad-Based Stock Option Plan.

   10.9  Lease Agreement between the Company and the Mutual Life Insurance
         Company of New York in respect of certain facilities located in
         Lakewood, Colorado (incorporated by reference to Exhibit 10.10 the
         Company's Registration Statement No. 333-228).


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<PAGE>



   10.10 Short-Term Working Capital Facility, dated as of December 10, 1996,
         between First Data and the Company.

   10.11 Letter Agreement between the Company and Western Union regarding 
         Banamex (incorporated by reference to Exhibit 10.12 to the Company's 
         Registration Statement No. 333-228).

   23.1  Consent of Independent Auditors

   27.   Financial Data Schedule

(b)(1)   Reports on Form 8-K:

         None

                                  Signatures

Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant had duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.

                                MONEYGRAM PAYMENT SYSTEMS, INC.


                                By: /s/ John M. Fowler
                                    ---------------------------------------
                                    John M. Fowler
                                    Director, Executive Vice President and
                                    Chief Financial Officer
                                    (Principal Financial and Accounting Officer)

                                Date: April 15, 1996


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