<PAGE>




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

                           FORM 10-Q/A
                         AMENDMENT NO. 1

     (X)  Quarterly report under section 13 or 15(d) of the
     Securities Exchange Act of 1934.   For the quarter ended
     June 30, 1997.

                               or

     (  ) Transition report pursuant to section 13 or 15(d) of
     the Securities Exchange Act of     1934.  For the transition
     period from            to           .

                Commission File Number:  1-11920


                      MMI Companies, Inc.
     (Exact name of registrant as specified in its charter)

           Delaware                       36-3263253
(State or other jurisdiction of          (IRS Employer
incorporation or organization)         Identification No.)

      540 Lake Cook Road, Deerfield, Illinois  60015-5290
            (Address of principal executive offices)

                         (847) 940-7550
      (Registrant's telephone number, including area code)

                        Not applicable
     (Former name, former address and former fiscal year,
                 if changed since last report)

Indicate by a check mark whether the registrant (1) has filed all
reports required to be filed by Section 13 or 15(d) of the
Securities Exchange Act of 1934 during the preceding 12 months
(or for such shorter period that the registrant was required to
file such reports), and (2) has been subject to
such filing requirements for the past 90 days.    Yes   X    No

There were 11,652,013 shares outstanding of the registrant's
common stock, $0.10 par value, as of June 30,1997.







<PAGE>


              MMI Companies, Inc. and Subsidiaries

                             Index

<TABLE>
<CAPTION>
                                                          
                                                               Page No.
<S>                                                            <C>
Part I.  Financial Information                          

          Item 1. Financial Statements                  

               Consolidated Balance Sheets                       3

               Consolidated Statements of                        4
               Income

               Consolidated Statements of                        5
               Stockholders' Equity

               Consolidated Statements of                        6
               Cash Flows

               Notes to Consolidated                             7
               Financial Statements

          Item 2.  Management's Discussion                       8-10
                   and Analysis of
                   Financial Condition and
                   Results of Operations


Part II.  Other Information                             

          Item 6.  Exhibits and Reports on                      11
                   Form 8-K

Signatures                                                      12

EXHIBITS:                                               

      11.  Statement Re Computation of  Per             
           Share Earnings.
      27.  Financial Data Schedule.                      

</TABLE>

<PAGE>
                 MMI Companies, Inc. and Subsidiaries
                      Consolidated Balance Sheets
                 (In thousands, except per share data)
<TABLE>
<CAPTION>
                                                   
                                    June 30,      December 31,
                                     1997             1997                 
                                    (Unaudited)
<S>                                <C>            <C>
ASSETS                                                    
   INVESTMENTS                                            
       Short-term investments......$ 32,196        42,777
       Fixed maturities............ 683,211       727,080
       Preferred stocks............  49,555        18,594
                                    764,962       788,451
   OTHER ASSETS                                           
       Cash........................   1,137         1,079
       Premium and fees receivable.  85,426        58,611
       Reinsurance receivables..... 108,488       101,175
       Prepaid reinsurance premiums  15,615         9,711
       Accrued investment income...  10,702        11,116
       Cost in excess of net assets 
         of purchased subsidiaries,
         less accumulated 
         amortization..............  23,910        16,244
       Furniture and equipment -                          
        at cost, less accumulated             
        depreciation...............  11,091         9,076
       Deferred income taxes.......  48,166        46,459
       Other.......................  18,554        16,096
                                 $1,088,051    $1,058,018
LIABILITIES AND STOCKHOLDERS'                             
EQUITY LIABILITIES                                            
       Policy liabilities:                                
          Loss and loss adjustment                        
          expense reserves:
          Medical malpractice   
          liability................$ 618,444  $  620,673
          Life and health..........   10,550       7,779
          Other....................    2,934       3,121
                                     631,928     631,573
          Unearned premium                                
          reserves.................   83,474      55,679
          Future life policy                              
          benefits.................    8,569       8,578                
                                     723,971     695,830
       Accrued expenses and other                         
        liabilities................   16,210      28,051
       Amounts due to reinsurers...   26,671      24,171
       Long-term notes                                    
        payable....................   58,000      58,000                       
                                     824,852     806,052
   STOCKHOLDERS' EQUITY                                   
      Common Stock, par value $.10 per share:
          Authorized shares: 
           1997 and 1996 - 30,000
          Issued and outstanding 
           shares: 1997 - 11,652;                                    
           1996 - 11,625...........    1,165       1,162
      Additional paid-in capital...  135,531     135,183
      Retained earnings............  114,702     102,830
      Unrealized gains on                                 
       investments, net of taxes:
       1997 - $6,354; 1996 - $6,887.  11,801      12,791
                                     263,199     251,966
                       $          $1,088,051  $1,058,018
                                                          
        </TABLE>See notes to consolidated financial statements.
<PAGE>
                   MMI Companies, Inc. and Subsidiaries
                     Consolidated Statements of Income
                   (In thousands, except per share data)
                                 Unaudited

<TABLE>
<CAPTION>
                                      Three Months         Six Months
                                     Ended June 30,       Ended June 30,
                                    1997       1996       1997       1996
                                                        
  <S>                                                              
                                   <C>        <C>         <C>        <C>
  REVENUES                                                         
                                                                   
  Insurance premiums earned:                                        
     Medical malpractice                         
      liability................... $34,910    $37,690     $75,885    $77,870  
     Life and health..............   1,125      1,814       2,426      3,954
                                    36,035     39,504      78,311     81,824    
  Consulting and fee income.......  13,241      9,258      25,308     15,628
  Net investment income...........  11,991     10,680      23,288     21,653
  Net realized gains (losses) on                                    
  investments....................      759       (546)      1,630      1,002
     TOTAL REVENUES..............   62,026     58,896     128,537    120,107

LOSSES AND EXPENSES                                               
                                                                    
  Losses and loss adjustment                                        
  expenses:
     Medical malpractice
      liability..................   28,517     31,560      62,094     65,439
     Life and health.............    1,058      1,059       2,264      2,286
                                    29,575     32,619      64,358     67,725  
  Insurance and administrative      
     expenses....................   24,083     18,793      47,555     35,786
  Interest expense...............      894        852       1,778      1,602
    TOTAL LOSSES AND EXPENSES....   54,552     52,264     113,691    105,113
                                                                    
    INCOME BEFORE INCOME TAXES...    7,474      6,632      14,846     14,994
                                                                    
  Income taxes...................      661        284       1,326      1,235
    NET INCOME................... $  6,813    $ 6,348    $ 13,520   $ 13,759
                                                                       
  Earnings per common and                                              
     common equivalent share:
                                                                       
  Primary........................ $    .57    $   .62    $  1.13   $   1.35
                                                                       
  Fully diluted..................      .57        .62       1.13       1.34
  ........................
                                     
</TABLE>
              See notes to consolidated financial statements.

<PAGE>
                    MMI Companies, Inc. and Subsidiaries
               Consolidated Statements of Stockholders' Equity
                    (In thousands, except per share data)
<TABLE>
<CAPTION>
                                                               
                                                               
                                                               
                        
                                                       Unrealized
                    Common Stock  Additional         Gains (Losses)   Total
                    Number   Par  Paid-In   Retained on Investments  Stock-
                  of Shares Value Capital   Earnings  Net of Taxes   holders'
                                                                     Equity

<S>               <C>      <C>   <C>       <C>       <C>           <C>
Balance at 
December 31,1995  9,675    $967  $82,645   $84,361   $18,490      $186,463
                                                                       
Year ended 
December 31,1996:
Net income......                            21,015                  21,015
Issuance of Common                                                  
Stock in 
connection with                                                    
public offering
net of expenses 
of $2,866......  1,626      163    46,162                            46,325
Issuance of Common                                                  
Stock in connection
with acquisition  
of subsidiaries..   65        7     1,284                             1,291
Issuance of Common                                                  
Stock in connection                                                    
with employee   
benefit plans and 
exercise of
employee stock
options......     259        25     5,092                             5,117
Change in                                                           
unrealized gains, 
net of taxes of  
$3,070......                                              (5,699)   (5,699)
Common cash      
dividends ($.24 
per share)...                                   (2,546)             (2,546)

Balance at December                                               
31, 1996..... 11,625    1,162      135,183     102,830    12,791   251,966
               
                                                                       
Six  months ended June                                                 
30, 1997 (unaudited):
Net income...                                   13,520             13,520
Issuance of Common                                                  
Stock in connection 
with acquisition
of subsidiary.   90         9        2,141                          2,150
Issuance of Common                                                  
Stock in connection                                                    
with director 
and employee benefit
plans and exercise 
of employee stock
options......     58        6        1,034                          1,040
Common Stock         
repurchased..   (121)     (12)      (2,827)                        (2,839)
Change in                                                           
unrealized gains, 
net of taxes of
$533........                                               (990)     (990)
Common cash     
dividends ($.14
per share)..                                    (1,648)            (1,648)
Balance at June 
30, 1997   
(unaudited)..  11,652  $1,165     135,531      114,702   11,801   263,199    
                                      


</TABLE>                See notes to consolidated financial statements.
<PAGE>
              MMI Companies, Inc. and Subsidiaries
              Consolidated Statements of Cash Flows
                         (In thousands)
                            Unaudited
<TABLE>
<CAPTION>
                                                 Six Months
                                                Ended June 30,
                                                1997      1996
<S>                                                       
                                                <C>       <C>
OPERATING ACTIVITIES                                      
    Net income................................. $ 13,520  $ 13,759
    Adjustments to reconcile net income to net                    
     cash used by operating activities:
      Increase in policy liabilities...........   28,141    10,919
      Change in reinsurance balances...........  (10,716)   (5,686)
      Increase in premium and fees                           
       receivable..............................  (26,431)  (19,890)
      Increase in deferred income taxes........   (1,223)      (42)
      Increase in accrued investment                         
       income and other assets.................   (1,870)   (2,853)
      Decrease in accrued expenses and                       
       other liabilities.......................  (12,506)   (3,987)
      Net realized gains on investments........   (1,630)   (1,002)
      Depreciation and amortization on                       
       investments and goodwill................    2,421     1,549
       Net cash used by operating activities...  (10,294)   (7,233)
                                                                  
INVESTING ACTIVITIES                                              
      Net sale of short-term investments.......   11,720     5,181
      Purchases of available-for-sale                        
       investments............................. (184,285) (162,268)
      Sales of available-for-sale                            
       investments.............................  171,535   134,530
      Maturities of available-for-sale                       
       investments.............................   26,782    33,819
      Acquisitions of subsidiaries.............   (8,281)   (7,958)
      Furniture and equipment additions........   (3,672)   (2,812)
       Net cash provided by investing                      
        activities.............................   13,799       492
                                                                  
FINANCING ACTIVITIES                                              
      Issuance of Common Stock.................    1,040     2,904
      Repurchases of Common Stock..............   (2,839)        -
      Payments on notes payable................        -      (750)
      Proceeds from notes payable..............        -     9,000
      Dividends................................   (1,648)   (1,179)
       Net cash provided (used) by                         
        financing activities...................   (3,447)    9,975
                                                                  
      Increase in cash.........................       58     3,234
 Cash at beginning of period...................    1,079       439
      Cash at end of period....................  $ 1,137   $ 3,673
                                                                  
                                                          
 
                                                          
                                                          
                                                          
                                                          
                                                          
</TABLE>
         See notes to consolidated financial statements.
<PAGE>

               MMI Companies, Inc. and Subsidiaries
            Notes to Consolidated Financial Statements
                           June 30, 1997


1.  Basis of Presentation

     The   accompanying  unaudited  consolidated   financial
  statements   have   been  prepared  in   accordance   with
  generally  accepted  accounting  principles  for   interim
  financial  information.  Accordingly, they do not  include
  all   of   the  information  and  footnotes  required   by
  generally  accepted  accounting  principles  for  complete
  financial  statements.  In the opinion of management,  all
  adjustments  (consisting  of  normal  recurring  accruals)
  considered  necessary  for a fair presentation  have  been
  included.   Operating  results for the  six  month  period
  ended June 30, 1997 are not necessarily indicative of  the
  results  that may be expected for the year ending December
  31,   1997.   For  further  information,  refer   to   the
  consolidated   financial  statements  and  notes   thereto
  included in the Company's 1996 Annual Report.
     
2.  Acquisition  of  Equifax Medical Credentials  Verification
    Services and PRM, Inc.

     Effective   January  1,  1997  the  Company   purchased
  substantially  all  of the net assets of  Equifax  Medical
  Credentials  Verification  Services  (EMCVS),  a  unit  of
  Atlanta-based  Equifax, Inc., and acquired by  merger  all
  of  the  outstanding stock of Professional Risk Management, 
  Inc.(PRM), a privately   held   California   third   party
  administrator  that  specializes  in  managing  enterprise
  liability risk for organizations that self-insure.
     
     Assets acquired, liabilities assumed, and cost in excess
     of net assets purchased were as follows (in thousands):
<TABLE>
<CAPTION>
     <S>                                           <C>
     Cost in excess of net assets purchased........$   9,177
     Cash..........................................      566
     Other assets, principally investments.........    2,570
     Other liabilities.............................     (689)
                                                     $11,624
</TABLE>
     These acquisitions were accounted for as purchases,  and
  the  operations  of  EMCVS and PRM are included  in  MMI's
  consolidated  financial  statements  since  their date   of
  acquisition.
  
3.  Accounting Change

     In  February, 1997, the Financial Accounting  Standards
  Board  issued Statement No. 128, Earnings Per Share, which
  is  required to be adopted on December 31, 1997.  At  that
  time,  the  Company will be required to change the  method
  currently  used  to  compute earnings  per  share  and  to
  restate  all  prior periods.  Under the  new  requirements
  for  calculating primary earnings per share, the  dilutive
  effect  of stock options will be excluded.  The impact  is
  expected to result in an increase in primary earnings  per
  share  for  the quarters ended June 30, 1997 and  1996  of
  $.02  per  share, and for the six months  ended  June  30,
  1997  and  1996  of $.03 and $.06 per share, respectively.
  The  impact of Statement 128 on the calculation  of  fully
  diluted  earnings  per  share for these  quarters  is  not
  expected to be material.
     
<PAGE>
4.  Pending Acquisition of Unionamerica Holdings plc

     On  June  25,  1997, MMI announced the  signing  of  an
  Acquisition  Agreement  in  connection  with  the   proposed
  acquisition  of Unionamerica Holdings plc (Unionamerica)  by
  MMI  in  a stock for stock transaction.  Under the terms  of
  the  Agreement,  which has been approved by  the  Boards  of
  Directors of MMI and Unionamerica, MMI will make a share for
  share offer to acquire the whole of the issued share capital
  of  Unionamerica  (the "Offer").  Under  the  terms  of  the
  Offer,  MMI  will offer to acquire each American  Depository
  Share   (ADS),   representing   one   Ordinary   Share    of
  Unionamerica, for 0.836 shares of MMI Common Stock through a
  tender  offer.   The Offer will be made only pursuant  to  a
  tender  offer  and Prospectus at such time as a registration
  statement  covering MMI's Common Stock is declared effective
  by  the  Securities and Exchange Commission.  A Registration 
  Statement  on  Form  S-4 was filed with the  Securities  and
  Exchange  Commission on July 25, 1997.  It  is  contemplated
  that  the  proposed acquisition will be accounted for  as  a
  pooling-of-interests  for accounting purposes.   Under  this
  accounting  treatment, the accounts of MMI and  Unionamerica
  will  be combined for all past and future periods after  the
  Offer becomes or is declared unconditional in all respects.
     
    
Item  2.   Management's Discussion and Analysis of Financial
           Condition and Results of Operations

Results of Operations

   Six  Months  Ended June 30, 1997 compared to  Six  Months
   Ended June 30, 1996.

   Revenues.  Gross  premiums written decreased  by  0.7%  to
$130,497,000  for the six months ended June  30,  1997  from
$131,408,000  for  the  1996 period.  Net  premiums  written
decreased by 0.3% to $99,960,000 from $100,225,000, and  net
premiums  earned  decreased  by  4.3%  to  $78,311,000  from
$81,824,000.  For the three months ended June 30, 1997 gross
premiums  written  decreased by  5.8%  to  $35,012,000  from
$37,186,000,  net  premiums written decreased  by  11.9%  to
$23,805,000   from  $27,025,000  and  net  premiums   earned
decreased by 8.8% to $36,035,000 from $39,504,000.

Medical  malpractice premiums earned decreased  by  2.5%  to
$75,885,000  for  the six months ended June  30,  1997  from
$77,870,000  for the 1996 period and decreased  by  7.4%  to
$34,910,000  from  $37,690,000 for the three  month  period.
The Company's quarterly written and earned premiums can vary
significantly  from  quarter  to  quarter  due  to  one-time
premiums,  such as prior acts coverage for new insureds.   A
substantial  contributor  to the  decrease  in  written  and
earned premiums for the six months ended June 30, 1997 is  a
result  of  a  higher one-time premiums in the 1996  period.
Adjusting  for the decrease in one-time premiums results  in
an  increase  in gross written, net written and  net  earned
premium  for the six months ended June 30, 1997 of 4.0%,6.6%
and  4.6%,  respectively.  Healthcare system  premium  rates
were  generally unchanged, and pricing for physician  groups
increased  modestly.  Pricing of healthcare system insurance
is  strongly  influenced  by  the  loss  experience  of  the
insured.   Life  and  health premiums  earned  decreased  by
38.6%, to $2,426,000 for the six months ended June 30,  1997
from  $3,954,000 for the 1996 period and decreased by  38.0%
to  $1,125,000  from $1,814,000 for the three month  period.
The  Company's  small  volume of life  and  health  premiums
resulted in a large percentage decrease in premium volume as
a result of the non-renewal of a large client due to pricing
considerations.

Consulting  and fee income increased by 61.9% to $25,308,000
for  the six months ended June 30, 1997 from $15,628,000 for
the  1996 period and increased by 43.0% to $13,241,000  from
$9,258,000  for  the  three month  period.   The  growth  in
consulting  and fee income is primarily attributable to the  
inclusion of  the  results  of  EMCVS  and  PRM  from  their  
date  of acquisition,  January  1,  1997 and  the  inclusion  
of the results of Management Sciences Associates, Inc. (MSA)  
from its date of acquisition, April 1, 1996.

  Net  investment  income increased by 7.6%  to  $23,288,000
for  the six months ended June 30, 1997 from $21,653,000 for
the  1996 period and increased by 12.3% to $11,991,000  from
$10,680,000 for the three month period. For the three  month
period, the Company had net realized gains on investments of
$759,000 in 1997 compared to net realized losses of $546,000
in 1996.

  Losses  and expenses.  Losses and loss adjustment expenses
("LAE") decreased by 5.0% to $64,358,000 for the six  months
ended June 30, 1997 from $67,725,000 for the 1996 period and
decreased  by 9.3% to $29,575,000 from $32,619,000  for  the
three  month  period.  Medical malpractice liability  losses
and  LAE decreased by 5.1% to $62,094,000 for the six months
ended June 30, 1997 from $65,439,000 for the 1996 period and
decreased  by 9.6% to $28,517,000 from $31,560,000  for  the
three  month period. Life and health benefit costs decreased
by $22,000 or 1.0% to  $2,264,000 for the six months ended 
June 30,  1997  from $2,286,000  for  the 1996 period. The 
insurance  group  loss ratio  decreased slightly to 82.2% 
from 82.8%  for  the  six month period and decreased to 82.1% 
from 82.6% for the three month period ended June 30, 1997.

  Insurance and administrative expenses increased  by  32.9%
to  $47,555,000 for the six months ended June 30, 1997  from
$35,786,000  for the 1996 period and increased by  28.1%  to
$24,083,000 from $18,793,000 for the three months ended June
30, 1997.  Almost one-half of the increase in administrative
expense  is attributable to the inclusion of the results  of
acquired businesses, including MSA in April 1996 and EMCVS
and PRM in January 1997.

   Interest expense increased by 11.0% to $1,778,000 for the
six  months ended June 30, 1997 from $1,602,000 for the 1996
period  and increased by 4.9% to $894,000 from $852,000  for
the three month period.

  Income  taxes.  Income taxes were $1,326,000 for  the  six
months  ended June 30, 1997 compared to $1,235,000  for  the
1996 period and for the three month period were $661,000  in
1997 compared to $284,000 in the prior year.
  
  Net  income.  Net income decreased by  1.7% to $13,520,000
for  the six months ended June 30, 1997 from $13,759,000 for
the  1996  period  and  increased 7.3%  to  $6,813,000  from
$6,348,000  for  the three month period.  

  Net income per share.  Fully diluted net income per common
and  common equivalent share decreased to $1.13 for the  six
months  ended June 30, 1997 from $1.34 for the 1996  period.
Fully  diluted  earnings per common  and  common  equivalent
share  before  realized gains, net of  taxes,  decreased  to
$1.04 for the six months ended June 30, 1997 from $1.28  for
the  1996 period.  Fully diluted weighted average shares and
equivalents  outstanding increased primarily due to a public  
offering of stock by the Company in September, 1996.

  For  the  three months ended June 30, 1997, fully  diluted
net  income per common and common equivalent share decreased
to  $.57  from  $.62  for  the prior  period.   This  amount
includes net realized gains, net of tax, of $.04 in 1997 and
net  realized  losses, net of tax, of $.03 in  1996.   Fully
diluted  earnings  per  common and common  equivalent  share
before  realized gains (losses), net of taxes, decreased  to
$.53 from $.65 for the three month period.

Liquidity And Capital Resources

  As   a  holding  company,  the  Company's  assets  consist
primarily  of the stock of its subsidiaries.  The  principal
sources  of  funds  are management fees and  dividends  from
subsidiaries.  In the six month periods ended June 30,  1997
and  1996 the Company received dividends of $5,500,000  from
its subsidiaries.  The Company received management fees from
its  subsidiaries  of $13,025,000 for the six  months  ended
June 30, 1997, compared to $10,100,000 in 1996.

  On  a  consolidated basis, the Company's principal sources
of operating funds are premiums, investment income, fees and
recoveries  from reinsurers.  Funds are used to pay  claims,
operating   expenses,   reinsurance  premiums,   acquisition
related  expenses,  debt  service  requirements,  taxes  and
dividends to stockholders.

  Cash used by operating activities was $10,294,000 for  the
six  months  ended  June  30, 1997  compared  to  $7,233,000
used  by  operations for the six months ended  June  30, 1996.
Cash  from  operations  decreased  primarily  due  to
increased receivables during the first six  months of  1997.
Because  of variability related to the timing of payment  of
claims,  cash  from  operations  for  a  casualty  insurance
company can vary substantially from quarter to quarter.

  Cash provided by investing activities was $13,799,000  for
the six months ended June 30, 1997 compared to cash provided
of  $492,000  for the six months ended June 30,  1996.   The
increase  in  cash  provided  by  investing  activities  was
primarily  due  to  securities sold to  fund  first  quarter
acquisitions.

    Cash used by financing activities was $3,447,000 for the
six months ended June 30, 1997 compared to cash provided  by
financing activities of $9,975,000 for the six months  ended
June  30,  1996 and is due principally to the repurchase  of
the  Company's stock during the first and second quarter  of
1997 and proceeds from an increase in notes payable in the 
second quarter of 1996.

<PAGE>
   The  Company  invests in investment  grade  fixed  income
securities  and preferred stocks.  The estimated fair  value
of preferred stocks was 6.5% of fair value of total invested
assets as of June 30, 1997. The estimated fair value of  the
Company's investment portfolio was $764,962,000 as of June 30,
1997 compared to  $788,451,000 as of December 31, 1996.  The 
June 30, 1997 amount includes net unrealized gains of $18,155,000,
which represent the amount by which the estimated fair value of
the investment portfolio exceeds amortized cost.  Unrealized
gains as of December 31, 1996 were $19,678,000.  Due to  the
stable  level  of  interest rates in 1997, unrealized  gains
were  relatively unchanged during the first  six  months  of
1997.   The  Company maintains a portion of  its  investment
portfolio in high quality, short-term securities to meet its
short-term  operating liquidity requirements, including  the
payment  of  claims  and  expenses.  Short-term  investments
totaled  $32,196,000 or 4.2% of invested assets at June  30,
1997, compared to $42,777,000 or 5.4% of invested assets  as
of  December 31, 1996.  The Company believes that all of its
invested assets are readily marketable.

  Long-term  debt  at  June 30, 1997 remained  unchanged  at
$58,000,000 from December 31, 1996.

  Stockholders' equity was $263,199,000 as of June 30,  1997
compared  to $251,966,000 as of December 31, 1996. Dividends
to  stockholders  were $1,648,000 for the six  months  ended
June 30, 1997.

Acquisition of EMCVS and PRM

  Effective   January   1,   1997  the   Company   purchased
substantially all of the net assets of EMCVS and all of  the
outstanding   stock  of  PRM.  EMCVS  provides   credentials
verification services to the healthcare industry via on-line
data access to a comprehensive credentials database.  PRM is
a  third  party administrator that specializes  in  managing
enterprise  liability  risk  for  organizations  that  self-
insure.    The  combined  purchase  price  for   these   two
transactions, which together had total revenues in  1996  of
approximately   $7,000,000,   was   $11,624,000    including
expenses.
<PAGE>

                   PART II.  OTHER INFORMATION



Item 4.  Submission of Matters to a Vote of Security Holders

   The Company held its annual stockholders meeting on April
17,  1997.   The  following directors were  elected  at  the
meeting:  K. James Ehlen, M.D., William M. Kelley, Gerald L.
McManis  and  Joseph  D. Sargent.  The following  additional
matters  were  voted  upon and passed at  the  meeting:   i)
proposal to approve an amendment to the 1993 Employee  Stock
Plan  to  increase by 500,000 the maximum number  of  shares
that may be issued; ii)  proposal to approve an amendment to
the  1993 Non-Employee Directors' Formula Stock Option  Plan
to  increase by 50,000 the maximum number of shares that may
be  issued;  and iii) proposal to ratify the appointment  of
Ernst & Young LLP as independent auditors.

    The  following table sets forth the number of votes cast
for,  against  or  withheld, and number of  abstentions  and
broker  non-votes for each matter voted upon at the  meeting
(in thousands):
<TABLE>
<CAPTION>
                                                    Abstentions
                                         Against or and broker
Matter                        For        withheld   non-votes
<S>                           <C>        <C>        <C>
Election of directors:                              
K. James Ehlen, M.D.........  8,733      477        -
William M. Kelley...........  8,733      476        -
Gerald L. McManis...........  8,733      476        -
Joseph D. Sargent...........  8,733      476        -

                                                    
Approval to amend the 1993                        
Employee Stock Plan.........  6,139    2,993       78
Approval to amend the 1993                        
Non-Employee Directors'   
 Formula Stock Option Plan..  7,757    1,376       76
Ratification of Ernst &  
Young LLP...................  9,131       70        8
                                                    
</TABLE>
Item 6.  Exhibits and Reports on Form 8-K

  A.Exhibits

         11.   Statement Re Computation of Per Share Earnings.
         27.   Financial Data Schedule.

  B.    Reports on Form 8-K.
  
       On  June 17, 1997, the Company filed a report on Form
       8-K  relating to the adoption of a Shareholder Rights
       Plan.
       
       On  June 25, 1997, the Company filed a report on Form
       8-K   relating  to  the  signing  of  an  Acquisition
       Agreement    in   connection   with   the    proposed
       acquisition  of Unionamerica by MMI in  a  stock  for
       stock transaction.




<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.


                                        MMI  Companies, Inc.
                                        (Registrant)



Date: October 20, 1997
                                        /s/B. Frederick Becker
                                        B. Frederick Becker
                                        Chairman and Chief
                                        Executive Officer

Date: October 20, 1997
                                        
                                        /s/Paul M. Orzech
                                        Executive Vice President and
                                        Chief Financial Officer