<PAGE>



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

                                  FORM 10-Q

      (X)   Quarterly report under section 13 or 15(d) of the Securities
      Exchange Act of 1934.   For the quarter ended September 30, 1996.

                                      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
  (State or other jurisdiction of
   incorporation or organization)

             36-3263253
           (IRS Employer
        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 11,167,852 shares outstanding of the registrant's common stock,
$0.10 par value, as of September 30, 1996.





                                 Page 1 of 14

<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 Income                    4

               Consolidated Statements of Stockholders' Equity      5

               Consolidated Statements of Cash Flows                6

               Notes to Consolidated Financial Statements           7

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


Part II.  Other Information                                          

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

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>
                                                 September 30,    December 31,
                                                     1996             1995
                                                 (Unaudited)                
<S>                                                 <C>             <C>
ASSETS                                                             
   INVESTMENTS                                                                
       Short-term investments                       $   73,474      $   33,550 
       Fixed maturities                                672,448         710,072
       Other                                            16,750               -

                                                       762,672         743,622
   OTHER ASSETS                                                               
       Cash                                              1,470             439
       Premium receivable                               49,250          36,316
       Reinsurance receivables                         104,598         105,554
       Prepaid reinsurance premiums                     11,136           9,925
       Accrued investment income                        10,807          11,628
       Cost in excess of net assets of                                        
           purchased subsidiaries,
           less accumulated amortization                16,973           8,965
       Furniture and equipment - at cost, less                                
           accumulated depreciation                      8,784           6,610
       Deferred income taxes                            46,981          41,203
       Other                                            28,886          18,416
                                                        
                                                    $1,041,557      $  982,678
                                                    
LIABILITIES AND STOCKHOLDERS' EQUITY                                          
   LIABILITIES                                                                
       Policy liabilities:                                                    
          Loss and loss adjustment expense                                    
          reserves:
             Medical malpractice liability          $  618,633      $  623,220
             Life and health                             8,924          11,401
             Other                                       3,402           4,194
                                                                              
                                                       630,959         638,815

          Unearned premium reserves                     63,002          52,951
          Future life policy benefits                    8,438           8,982
                                                         
                                                       702,399         700,748

       Accrued expenses and other liabilities           22,407          21,015
       Amounts due to reinsurers                        26,001          24,702
       Notes payable to stockholders                         -             750
       Long-term notes payable                          58,000          49,000
                                                        
                                                       808,807         796,215
   STOCKHOLDERS' EQUITY                                                       
      Common Stock, par value $.10 per share:                                 
          Authorized shares: 1996 and 1995 -                                  
             30,000
          Issued and outstanding shares: 1996 -                               
             11,168; 1995 - 9,675                        1,117             967
      Additional paid-in capital                       122,440          82,645
      Retained earnings                                102,447          84,361
      Unrealized gains on investments, net of                                 
          taxes:  1996 - $3,632; 1995 - $9,957           6,746          18,490
                                                         
                                                       232,750         186,463
                                                                            
                                                    $1,041,557      $  982,678
</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            Nine Months     
                                    Ended September 30,     Ended September 30,
                                        1996     1995          1996    1995
<S>                                <C>         <C>        <C>         <C>      
REVENUES                                                                        
                                                                                
Insurance premiums earned:                                                      
   Medical malpractice liability   $  39,074   $ 41,713   $ 116,944   $ 107,613
   Life and health                     2,055      1,927       6,009       5,599

                                      41,129     43,640     122,953     113,212
                                                                        
Consulting and fee income              9,416      5,262      25,044      16,913
Net investment income                 10,967     11,036      32,620      28,854
Net realized gains (losses) on                                                 
investments.                          (1,188)       160        (186)        504

       TOTAL REVENUES                 60,324     60,098     180,431     159,483
                                                                      
                                                                            
LOSSES AND EXPENSES                                                             
                                                                               
Losses and loss adjustment                                                     
expenses:
   Medical malpractice liability     $ 32,743  $ 35,578   $  98,182    $ 92,607
   Life and health                      1,341     1,113       3,627       2,989
                                                                         
                                       34,084    36,691     101,809      95,596
                                                                       
Insurance and administrative                                         
   expenses                            19,075    16,178      54,861      44,586
Interest expense                          896       845       2,498       1,943
                                                             
       TOTAL LOSSES AND EXPENSES       54,055    53,714     159,168     142,125
                                                                      
                                                                                
       INCOME BEFORE INCOME TAXES       6,269     6,384      21,263      17,358
                                                                         
Income taxes                               93       478       1,328       1,404
                                                               
       NET INCOME                    $  6,176  $  5,906   $  19,935    $ 15,954
                                                                        
                                                                              
                                                                             
                                                                             
                                                                             
Earnings per common and                                                     
   common equivalent share:
                                                                           
Primary                              $    .59   $   .62   $    1.93    $   1.74
                                                                            
Fully diluted                             .59       .59        1.93        1.67
                                                                     
                                                                               
                                                                                
                                                                                
                                                                                
</TABLE>
                See notes to consolidated financial statements.

<PAGE>
                       MI Companies, Inc. and Subsidiaries
                 Consolidated Statements of Stockholders' Equity
                      (In thousands, except per share data)
<TABLE>
<CAPTION>
                                      
                               Preferred Stock    Common Stock    Additional
                                Number    Par    Number    Par     Paid-in    
                               of Shares Value   of Shares Value   Capital
<S>                               <C>    <C>     <C>     <C>        <C>
Balance at December 31, 1994           - $   -    8,677  $  868     $66,381
                                                                      
Year ended December 31, 1995                                          
    Net income                                                       
    Issuance of Preferred Stock                                      
      in connection with                                  
      acquisition of subsidiary      903  18,061                     (2,709)
    Conversion of Preferred to     
      Common Stock                  (903)(18,061)   941      94      17,967
    Issuance of Common Stock in                                      
      connection with employee                                      
      benefit plans and exercise                     
      of employee stock options                     110      10       1,577
    Change in unrealized gains,                                      
      net of taxes of $13,853
    Retirement of Treasury Stock                    (62)     (6)       (734)
    Common cash dividends ($.20                                      
      per share)
    Preferred stock dividend                          9       1         163
      ($.18 per share)
    Preferred cash dividend ($.14
      per share)                   
                                      
Balance at December 31, 1995           -     -    9,675     967      82,645     
                                                                      
Nine months ended September 30,                                       
  1996 (unaudited):
    Net income                                                       
    Issuance of Common Stock in                                      
      connection with public     
      offering, net of expenses of
      $2,302                                       1,250    125      35,385
    Issuance of Common Stock in                                     
      connection with acquisition                             
      of subsidiaries                                 65      7       1,284
    Issuance of Common Stock in                                      
      connection with employee     
      benefit plans and exercise of
      employee stock options                         178     18       3,126
    Change in unrealized gains,                                      
      net of taxes of $6,325
    Common cash dividends ($.18
      per share)                   

Balance at September  30, 1996              
    (unaudited)                        -    $  -   11,168  $1,117 $122,440
                                            
                                                                      
</TABLE>
<TABLE>
<CAPTION>
                                                       
                                                    Gains(Losses)    Total
                                Retained  Treasury on Investments Stockholders'
                                 Earnings    Stock   Net ofTaxes     Equity
<S>                              <C>         <C>      <C>          <C>
Balance at December 31, 1994     $  63,787   $ (740)  $  (7,237)   $  123,059
                                                                         
Year ended December 31, 1995                                             
    Net income                      22,695                             22,695
    Issuance of Preferred Stock                                         
      in connection with                                   
      acquisition of subsidiary                                        15,352
    Conversion of Preferred to                                               
      Common Stock                                                          -
    Issuance of Common Stock in                                         
      connection with employee  
      benefit plans and exercise
      of employee stock options                                         1,587
    Change in unrealized gains,                           
      net of taxes of $13,853                             25,727       25,727
    Retirement of Treasury Stock                 740                       -
    Common cash dividends ($.20      
      per share)                     (1,827)                           (1,827)
    Preferred stock dividend           
      ($.18 per share)                 (164)                                -
    Preferred cash dividend ($.14
      per share)                       (130)                             (130)
                                    
Balance at December 31, 1995         84,361        -      18,490      186,463
                                                                         
Nine months ended September 30,                                          
1996 (unaudited):
    Net income                       19,935                            19,935
    Issuance of Common Stock in                                         
      connection with public                                            
      offering, net of expenses of                                          
      $2,302                                                           35,510
    Issuance of Common Stock in                                         
      connection with acquisition                                      
      of subsidiaries                                                   1,291
    Issuance of Common Stock in                                         
      connection with employee     
      benefit plans and exercise of
      employee stock options                                            3,144
    Change in unrealized gains,                           
      net of taxes of $6,325                              (11,744)    (11,744)
    Common cash dividends ($.18      
      per share)                    (1,849)                            (1,849)
Balance at September 30, 1996                                           
(unaudited)                      $ 102,447         -    $   6,746  $  232,750
</TABLE>
<PAGE>

                      MMI Companies, Inc. and Subsidiaries
                      Consolidated Statements of Cash Flows
                                 (In thousands)
                                    Unaudited
                                        
<TABLE>
<CAPTION>
                                                        Nine Months
                                                    Ended September 30,
                                                     1996      1995
<S>                                                <C>       <C>
OPERATING ACTIVITIES                                        
    Net income                                     $ 19,935  $ 15,954
                                                  
    Adjustments to reconcile net income to net                       
     cash provided by operating activities:
        Increase in policy liabilities                1,651    43,732  
        Change in reinsurance balances                1,044     2,219       
        Increase in premiums receivable             (12,934)   (9,488)        
        Deferred income taxes                           403    (3,482)    
        Increase in accrued investment                            
          income and other assets                    (7,370)   (5,088)
        Decrease in accrued expenses and                          
          other liabilities                             (79)   (1,890)
        Net realized losses (gains) on                            
          investments                                   186      (504)
        Depreciation and amortization on                          
          investments and goodwill                    2,568     1,840
            Net cash provided by operating                         
              activities                              5,404    43,293
                                                                     
INVESTING ACTIVITIES                                                 
        Net sale (purchases) of short-term                        
          investments                               (37,385)   40,038
        Purchases of available-for-sale                           
          investments                              (299,555) (456,699)
        Sales of available-for-sale                               
          investments                               253,099   177,246
        Maturities of available-for-sale                          
          investments                                47,480   196,939
        Acquisition of subsidiaries                  (8,904)  (15,372)         
        Furniture and equipment additions            (4,164)   (3,122)          
            Net cash used by investing                             
              activities                            (49,429)  (60,970)
                                                                     
FINANCING ACTIVITIES                                                 
           Issuance of Common Stock                  38,655       633          
           Payments on notes payable                   (750)     (250)         
           Proceeds from notes payable                9,000    20,000           
           Dividends                                 (1,849)   (1,475)          
              Net cash provided by financing                         
                activities                           45,056    18,908
                                                                     
              Increase in cash                        1,031     1,231           
                                                     
 Cash at beginning of period                            439       498         
                                                        
              Cash at end of period                 $ 1,470   $ 1,729
                                                     
                                                                     
                                                            
                                                            
                                                            
                                                            
                                                            
                                                            
                                                            
</TABLE>
                 See notes to consolidated financial statements.
<PAGE>

                      MMI Companies, Inc. and Subsidiaries
                   Notes to Consolidated Financial Statements
                               September 30, 1996

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 nine month period ended September 30,  1996  are
   not  necessarily  indicative of the results that may be expected  for  the
   year  ending  December 31, 1996.  For further information,  refer  to  the
   consolidated  financial  statements and  notes  thereto  included  in  the
   Company's 1995 Annual Report.
      

2. Acquisition of Management Science Associates, Inc.

      Effective April 1, 1996 the Company purchased substantially all of  the
   net  assets  of Management Science Associates, Inc. (MSA).   MSA  provides
   employee  relations and human resource consulting services  to  healthcare
   organizations and had revenues of approximately $6.6 million in 1995.  The
   purchase  price for MSA, including expenses, was $8,353,000 in cash  which
   was  funded  principally by an increase in borrowings under the  Company=s
   credit agreement.

      Assets  acquired, liabilities assumed, and the excess of cost over  net
      assets purchased were as follows (in thousands):
<TABLE>
<CAPTION>
      <S>                                                <C>
      Excess of cost over net assets purchased           $  6,403
      Cash                                                    395
      Other assets, principally receivables                 2,133              
      Other liabilities                                      (578)    
                                                                     
                                                         $  8,353
                                                                 
</TABLE>
       The  operations  of  MSA are included in MMI=s consolidated  financial
   statements since the date of acquisition.
   
   
3. Public stock offering

      On  September  19,  1996, the Company completed a  public  offering  of
   2,508,000  shares  of  its  Common Stock at  $30.25  per  share  of  which
   1,250,000  shares were sold by the Company and 1,258,000 shares were  sold
   by selling stockholders.  The net proceeds to the Company were $35,510,000
   after deduction of underwriters discount and offering expenses.
      
      On  October  10,  1996, the underwriters exercised  the  over-allotment
   option for 376,000 shares of Common Stock. Net proceeds to the Company for
   the over-allotment option were $10,815,000.
      
      
      
      



<PAGE>


Item  2.   Management's  Discussion and Analysis of Financial  Condition  and

Results of Operations

   Nine  Months  Ended  September  30, 1996 compared  to  Nine  Months  Ended
September 30, 1995.

   Revenues.  Gross  premiums  written were  relatively  unchanged,  totaling
$170,516,000  for the nine months ended September 30, 1996 from  $170,378,000
for  the 1995 period.  Net premiums written increased by 1.5% to $131,737,000
from  $129,838,000, and net premiums earned increased by 8.6% to $122,953,000
from  $113,212,000.   For  the three months ended September  30,  1996  gross
premiums  written  decreased by 24.2% to $39,108,000  from  $51,609,000,  net
premiums written decreased by 17.1% to $31,512,000 from $38,017,000, and  net
premiums earned decreased by 5.8% to $41,129,000 from $43,640,000.

   Medical malpractice premiums earned increased by 8.7% to $116,944,000  for
the  nine  months ended September 30, 1996  from $107,613,000  for  the  1995
period  and decreased by 6.3% to $39,074,000 from $41,713,000 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.  The decrease in premiums  earned  for  the
three  months  ended  September 30, 1996 is due  to  such  one-time  premiums
recognized in the third quarter of 1995.  Pricing for healthcare systems  has
remained stable and pricing for physician groups has increased modestly.  The
Company's  pricing is heavily influenced by the loss history of  the  insured
over  time.  Life and health premiums earned increased by 7.3%, to $6,009,000
for  the  nine months ended September 30, 1996 from $5,599,000 for  the  1995
period  and  increased by 6.6% to $2,055,000 from $1,927,000  for  the  three
month period.

   Consulting and fee income increased by 48.1% to $25,044,000 for  the  nine
months  ended  September 30, 1996 from $16,913,000 for the  1995  period  and
increased by 78.9% to $9,416,000 from $5,262,000 for the three month  period.
The  growth  in consulting and fee income is attributable to growth  in  fees
generated  by the Healthcare Services Group and the inclusion of the  results
of   Management  Science  Associates,  Inc.  (MSA)  from  the  date  of   its
acquisition, April 1, 1996.  Consulting and fee income as a percentage of net
premiums  earned and consulting and fee income was 16.9% for the nine  months
ended September 30, 1996 compared to 13.0% in 1995.

   Net  investment  income  increased by 13.1% to $32,620,000  for  the  nine
months  ended  September 30, 1996 from $28,854,000 for the  1995  period  and
decreased by .6% to $10,967,000 from $11,036,000 for the three month  period.
Net  investment  income  attributable to Health Providers  Insurance  Company
(HPIC)  was $5,262,000 for the nine months ended September 30, 1996  compared
to  $3,128,000 for the 1995 period.  The Company had net realized  losses  on
investments of $186,000 for the nine months ended September 30, 1996 compared
to  net realized gains of $504,000 for the 1995 period.  For the three  month
period, the Company had net realized losses of $1,188,000 in 1996 compared to
net realized gains of $160,000 in 1995.

   Losses   and  expenses.   Losses  and  loss  adjustment  expenses  ("LAE")
increased  by  6.5% to $101,809,000 for the nine months ended  September  30,
1996  from  $95,596,000  for  the  1995  period  and  decreased  by  7.1%  to
$34,084,000 from $36,691,000 for the three month period.  Medical malpractice
liability losses and LAE increased by 6.0% to $98,182,000 for the nine months
ended  September 30, 1996 from $92,607,000 for the 1995 period and  decreased
by  8.0% to $32,743,000 from $35,578,000 for the three month period due to  a
decrease  in  premiums earned in the third quarter and  a  reduction  in  the
property  and  casualty  loss ratio.  The property and  casualty  loss  ratio
decreased  to  83.2%  from 85.4% for the respective nine  month  periods  and
decreased  to 83.2% from 84.4% for the three month period.  Life  and  health
benefit  costs  increased  by $638,000 or 21.3% to $3,627,000  for  the  nine
months  ended  September  30,  1996  from $2,989,000  for  the  1995  period.
Underwriting  results for the Company's life and health segment are  variable
due to the relatively small volume of business written.

   Insurance  and  administrative expenses increased by 23.0% to  $54,861,000
for  the  nine months ended September 30, 1996 from $44,586,000 for the  1995
period  and increased by 17.9% to $19,075,000 from $16,178,000 for the  three
month  period.   The  increase in administrative expense is  attributable  to
increased consulting and fee income, increased commission  expense  due  to a
greater percentage of business acquired through brokers  and the inclusion of
the results of acquired businesses, including HPIC from  its  acquisition  in
May 1995 and MSA in April 1996.


<PAGE>
    Interest  expense increased by 28.6% to $2,498,000 for  the  nine  months
ended September 30, 1996 from $1,943,000 for the 1995 period and increased by
6.0%  to  $896,000  from  $845,000 for the three  month  period  and  is  due
principally to an increase in outstanding debt.

   Income  taxes.   Income taxes were $1,328,000 for the  nine  months  ended
September  30, 1996 compared to $1,404,000 for the 1995 period  and  for  the
three month period were $93,000 in 1996 compared to $478,000 in 1995.

   Net  income.   Net income increased by 25.0% to $19,935,000 for  the  nine
months  ended  September 30, 1996 from $15,954,000 for the  1995  period  and
increased  4.6%  to  $6,176,000 from $5,906,000 for the three  month  period.
Operating  income, which excludes net realized gains (losses) on investments,
net  of  taxes, increased by 28.4% to $20,056,000 for the nine  months  ended
September  30, 1996 from $15,626,000 for the 1995 period and increased  19.8%
for the three month period to $6,948,000 from $5,802,000.

    Net  income  per share.  Fully diluted net income per common  and  common
equivalent  share increased to $1.93 for the nine months ended September  30,
1996  from $1.67 for the 1995 period.  Included in these amounts are $.01  in
net  realized losses, net of tax, in 1996 and $.03 in net realized gains, net
of  tax,  in  1995.  Fully diluted earnings per common and common  equivalent
share  before realized gains, net of taxes, increased to $1.94 for  the  nine
months  ended  September  30, 1996 from $1.64 for  the  1995  period.   Fully
diluted weighted average shares and equivalents outstanding increased due  to
the  issuance of capital stock in connection with the acquisition of HPIC  in
May, 1995 and a public offering of stock by the Company in September, 1996.

   For  the three month period fully diluted net income per common and common
equivalent  share was unchanged at $.59.  This amount includes  net  realized
losses,  net of tax, of $.07 in 1996 and net realized gains, net of  tax,  of
$.01  in 1995.  Fully diluted earnings per common and common equivalent share
before realized gains (losses), net of taxes, increased to $.66 from $.58 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 nine month period ended  September  30,
1996  the  Company  received dividends of $8,250,000 from  its  subsidiaries,
compared  to $3,750,000 in 1995.  The Company received management  fees  from
its subsidiaries of $17,400,000 for the nine months ended September 30, 1996,
compared to $13,375,000 in 1995.

   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  provided by operating activities was $5,404,000 for the nine  months
ended  September 30, 1996 compared to $43,293,000 for the nine  months  ended
September 30, 1995. Cash from operations decreased primarily due to increased
paid  losses  during the first nine months of 1996.  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  used  by  investing activities was $49,429,000 for the  nine  months
ended  September 30, 1996 compared to $60,970,000 for the nine  months  ended
September  30,  1995.  The decrease in cash provided by operating  activities
reduced cash available for investing activities.  The Company has no material
commitments for capital expenditures.

    Cash provided by financing activities was $45,056,000 for the nine months
ended  September 30, 1996 compared to $18,908,000 for the nine  months  ended
September  30,  1995  and is due principally to proceeds from  the  Company's
public  stock  offering  as  well as borrowings under  the  Company's  credit
facility related to the acquisitions of MSA in 1996 and HPIC in 1995.

    The  Company  invests  in investment grade fixed  income  securities  and
preferred stocks.  The estimated fair value of preferred stocks was  2.2%  of
fair  value of total invested assets as of September 30, 1996.  The  carrying
value  of  the  Company's  short-term, fixed  maturity  and  preferred  stock
investments   was  $762,672,000  as  of  September  30,  1996   compared   to
$743,622,000 as of December 31, 1995.  The September 30, 1996 amount includes
net  unrealized gains of $10,378,000, which represent the amount by which the
estimated  fair  value  of the investment portfolio exceeds  amortized  cost.
Unrealized  gains as of December 31, 1995 were $28,447,000.  The decrease  in
unrealized gains during the first nine months of 1996 was due to an  increase
in  the  general  level of interest rates in 1996.  The Company  maintains  a
portion of its investment portfolio in high quality, short-term securities to
meet its short-term operating liquidity

<PAGE>
requirements,  including  the  payment of claims  and  expenses.   Short-term
investments totaled  $73,474,000 or 9.6% of invested assets at September  30,
1996.   The  Company  believes that all of its invested  assets  are  readily
marketable.

   Long-term and short-term debt totaled $58,000,000 as of September 30, 1996
compared  to  $49,750,000  as of December 31, 1995.   In  January  1996,  the
Company  obtained  an increase in its available credit line  to  $85,000,000.
The loan bears interest at a fixed rate equal to the London Interbank Offered
Rate  for periods of up to one year plus a margin ranging from 5/8% to  7/8%.
The  Company has entered into interest rate swap agreements that result in  a
fixed  interest  rate  of  5.4%  through 1997  on  the  LIBOR  component  for
$44,500,000 of the $58,000,000 in outstanding principal.  The loan is secured
by  the capital stock of American Continental Insurance Company and HPIC.  As
of  September  30, 1996, the unused commitment under the credit facility  was
$27,000,000.

   Stockholders' equity was $232,750,000 as of September 30, 1996 compared to
$186,463,000  as  of  December  31, 1995.  In September,  1996,  the  Company
completed a public offering of its common stock which resulted in an increase
in  stockholders' equity of $35,510,000 from the proceeds, net  of  expenses.
In addition to the offering, changes in stockholders' equity are attributable
to  net  income of the Company, reduced by dividends to stockholders and  the
decrease  in  unrealized  gains on investments, net  of  taxes,  in  1996  of
$11,744,000.  Dividends to stockholders were $1,849,000 for the  nine  months
ended September 30, 1996.

Acquisition of Management Science Associates, Inc.

   Effective April 1, 1996 the Company purchased substantially all of the net
assets of MSA.  MSA provides employee relations and human resource consulting
services  to  healthcare  organizations and  had  revenues  of  approximately
$6,600,000  in  1995.   The purchase price for MSA, including  expenses,  was
$8,353,000  in cash which was funded principally by an increase in borrowings
under the Company=s credit agreement.
<PAGE>

                          PART II.  OTHER INFORMATION




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.  No reports on Form 8-K were filed during  the
          quarter.




<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:  November 12, 1996                        /s/B.  Frederick  Becker
                                                B. Frederick Becker
                                                Chairman  and Chief Executive
                                                  Officer
Date:  November 12, 1996
                                                
                                                /s/Paul M. Orzech
                                                Executive Vice President and
                                                  Chief Financial Officer
 

<PAGE>
                      MMI Companies, Inc and Subsidiaries
          Exhibit 11 - Statement re Computation of Per Share Earnings
                     (In thousands, except per share data)

<TABLE>
<CAPTION>

                                   Three Months Ended      Nine Months Ended
                                      September 30,          September 30,
                                       1996  1995              1996  1995
<S>                                 <C>      <C>             <C>      <C>
PRIMARY                                                              
                                                                     
Weighted average shares        
  outstanding                        10,030    8,910            9,871   8,723   
Net effect of dilutive  stock                                      
  options based on the treasury                                                
  stock method using average             
  market price                          464      358              432     259 
                                                                     
Weighted average number of common                                      
  and commmon equivalent shares      10,494    9,268           10,303   8,982  
                                                                     
Net income                          $ 6,176  $ 5,906          $19,935 $15,954
Less preferred stock dividends            -      164                -     294

Net income available to common         
  stockholders                      $ 6,176  $ 5,742          $19,935 $15,660
                                                                     
Earnings per common and                                                        
     common equivalent share        $   .59  $   .62          $  1.93 $  1.74
                                        
                                                                     
                                                                     
FULLY DILUTED                                                        
                                                                     
Weighted average shares     
  outstanding                        10,030    8,910            9,871   8,723
                                                                     
Net effect of dilutive  stock                                                
  options based on the treasury                                                 
  stock method using ending     
  market price, if higher than                                                
  average.                              464      417              463     416
Assumed conversion of dilutive                                       
  convertible preferred stock             -      685                -     410
                                     
Weighted average number of common                                      
  and common equivalent shares       10,494   10,012           10,334   9,549
                                                                         
Net income                          $ 6,176  $ 5,906          $19,935 $15,954
                                      
                                                                     
Earnings per common and                                               
  common equivalent share           $   .59  $   .59          $  1.93 $  1.67
                                                              
                                                                     
                                                                     
</TABLE>


<PAGE>
Exhibit 27
[ARTICLE]                           7
[LEGEND]  This schedule contains summary financial information extracted  from
the  consolidated financial statements of MMI Companies, Inc. and subsidiaries
for  the nine month period ended September 30, 1996, and is qualified  in  its
entirety by reference to such financial statements.
[MULTIPLIER]                        1,000
<TABLE>
<S>                                <C>
[PERIOD-TYPE]                       9-MOS
[FISCAL-YEAR-END]                      DEC-31-1996
[PERIOD-START]                         JAN-01-1996
[PERIOD-END]                           SEP-30-1996
[DEBT-HELD-FOR-SALE]                       672,448
[DEBT-CARRYING-VALUE]                            0
[DEBT-MARKET-VALUE]                              0
[EQUITIES]                                  16,750
[MORTGAGE]                                       0
[REAL-ESTATE]                                    0
[TOTAL-INVEST]                             762,672
[CASH]                                       1,470
[RECOVER-REINSURE]                           7,203
[DEFERRED-ACQUISITION]                       6,776
[TOTAL-ASSETS]                           1,041,557
[POLICY-LOSSES]                            639,397
<UNEARNED PREMIUMS>                         63,002
[POLICY-OTHER]                                   0
[POLICY-HOLDER-FUNDS]                            0
[NOTES-PAYABLE]                             58,000
[COMMON]                                     1,117
[PREFERRED-MANDATORY]                            0
[PREFERRED]                                      0
[OTHER-SE]                                 231,633
[TOTAL-LIABILITY-AND-EQUITY]             1,041,557
[PREMIUMS]                                 122,953
[INVESTMENT-INCOME]                         32,620
<INVESTMENT-LOSSES>                           (186)
[OTHER-INCOME]                              25,044
[BENEFITS]                                 101,809
[UNDERWRITING-AMORTIZATION]                 10,255
[UNDERWRITING-OTHER]                        44,606
[INCOME-PRETAX]                             21,263
[INCOME-TAX]                                 1,328
[INCOME-CONTINUING]                         19,935
[DISCONTINUED]                                   0
[EXTRAORDINARY]                                  0
[CHANGES]                                        0
[NET-INCOME]                                19,935
[EPS-PRIMARY]                                 1.93
[EPS-DILUTED]                                 1.93
[RESERVE-OPEN]                                   0
[PROVISION-CURRENT]                              0
[PROVISION-PRIOR]                                0
[PAYMENTS-CURRENT]                               0
[PAYMENTS-PRIOR]                                 0
[RESERVE-CLOSE]                                  0
[CUMULATIVE-DEFICIENCY]                          0
</TABLE>
                                       
                                       
                                       
                                       
                                       
                                       
                                       
                                       
                                       
                                       
                                      14