8-K

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

                                    FORM 8-K

                                 CURRENT REPORT
     PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

         Date of Report (Date of earliest event reported) April 2, 2007

                       FIRST AMERICAN CAPITAL CORPORATION
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             (Exact name of registrant as specified in its charter)

             Kansas                     0-25679                48-1187574
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  (State or other jurisdiction        (Commission           (I.R.S. Employer
       of incorporation)              File Number)         Identification No.)

    1303 S. W. First America Place Topeka , Kansas               66044
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       (Address of principal executive offices)               (Zip Code)

        Registrant's telephone number, including area code (785) 267-7077


         --------------------------------------------------------------
         (Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:

[ ]  Written communications pursuant to Rule 425 under the Securities
     Act (17 CFR 230.425)

[ ]  Soliciting material pursuant to Rule 14a-12 under the Exchange
     Act (17 CFR 240.14a-12)

[ ]  Pre-commencement communications pursuant to Rule 14d-2(b) under the
     Exchange Act (17 CFR 240.14d-2(b))

[ ]  Pre-commencement communications pursuant to Rule 13e-4(c) under the
     Exchange Act (17 CFR 240.13e-4(c))

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ITEM 7.01    REGULATION FD DISCLOSURE

The information in this Item 7.01, including the exhibit attached hereto, is
furnished pursuant to Item 7.01 and shall not be deemed "filed" for any purpose,
including for the purposes of Section 18 of the Securities Exchange Act of 1934,
as amended (the "Exchange Act"), or otherwise subject to the liabilities of that
Section. The information in this Item 7.01 of this Current Report on Form 8-K
shall not be deemed incorporated by reference into any filing under the 1933 Act
or the Exchange Act regardless of any general incorporation language in such
filing.

On April 9, 2007, the Company issued a press release entitled "First American
Capital Corporation Announces Final Results of Issuer Tender Offer." A copy of
the press release is furnished as Exhibit 99.1 to this Form 8-K.

The press release contains forward-looking statements. All forward-looking
statements involve risks and uncertainties, and several factors could cause
actual results to differ materially from those in the forward-looking
statements. The following factors, among others, could cause actual results to
differ from these indicated in the forward-looking statements: uncertainties
that the Company will complete the tender offer and, if completed, the timing of
such completion, how many shares will be accepted for purchase and at what cost;
uncertainties as to whether conditions to which the tender offer is subject will
be realized; uncertainties as to the effects of the tender offer on the market
value and trading of the Company's stock and on the Company's cash flows;
uncertainties as to the use by the Company of any shares repurchased; the
uncertainty that the Company will achieve its short-term and long-term
profitability and growth goals; uncertainties associated with market acceptance
of and demand for the Company's products and services; the impact of competitive
products and pricing, the dependence on third-party suppliers and their pricing;
its ability to meet product demand; the availability of funding sources; the
exposure to market risks; uncertainties associated with the development of
technology; changes in the law and in economic, political and regulatory
environments; changes in management; the dependence on intellectual property
rights; the effectiveness of internal controls; and risks and factors described
from time to time in reports and registration statements filed by First American
Capital Corporation with the Securities and Exchange Commission. A more complete
description of the Company's business is provided in First American Capital
Corporation's most recent annual, quarterly and current reports, which are
available from the Company without charge or at http://www.sec.gov.



ITEM 9.01    FINANCIAL STATEMENTS AND EXHIBITS

(d)   EXHIBITS

Exhibit 99.1    Press Release dated April 9, 2007 entitled "First American
                Capital Corporation Announces Final Results of Issuer Tender
                Offer."



                                    SIGNATURE

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

Date: 04/09/07

                                              FIRST AMERICAN CAPITAL CORPORATION


                                              /s/ Robert D. Orr
                                              ----------------------------------
                                              Robert D. Orr
                                              Chairman of the Board, President
                                              and Chief Executive Officer

EX-99.1

                                                                    Exhibit 99.1

      FIRST AMERICAN CAPITAL CORPORATION ANNOUNCES FINAL RESULTS OF ISSUER
                                  TENDER OFFER

TOPEKA, Kan., April 9 /PRNewswire/ -- First American Capital Corporation today
announced the final results of its modified "Dutch auction" tender offer which
expired at 5:00 p.m., Eastern time, on Monday, April 2, 2007. First American
accepted for purchase 379,248 shares of its common stock at a price of $1.60 per
share. These shares represent approximately 4 percent of the issued and
outstanding shares of the Company as of March 31, 2007. The Company had reserved
the right in the tender offer to purchase more than the $500,000 in maximum
aggregate value of shares specified in the offer and purchased all shares
tendered at or below the $1.60 purchase price in lieu of purchasing shares on a
pro rata basis.

The aggregate purchase price of approximately $606,800 will be paid from
existing cash reserves. Payment for the shares accepted in the tender offer will
be made through the depositary agent, UMB Bank, n.a. The depositary agent will
return stock certificates to those shareholders who tendered shares at a price
in excess of $1.60 or whose shares were tendered after the offer expired.

With the completion of the tender offer, the Company now has 9,264,212 shares of
common stock outstanding. Neither Brooke Corporation, majority shareholder of
the Company, nor any directors or executive officers of the Company tendered
shares. A total of 631,806 shares were tendered in response to the tender offer.

First American Capital Corporation is a Topeka, Kan.-based financial services
company founded in 1997. It is the parent company of First Life America
Corporation, which sells innovative customer-driven life insurance and annuity
products in eight states throughout the Midwest and Brooke Capital Advisors,
Inc. (formerly, First Life Brokerage, Inc.), which brokers life, health,
disability and annuity products underwritten by First Life America and other
insurance companies, as well as loans primarily for general insurance agencies
specializing in hard-to-place insurance sales and funeral homes.

This Press Release contains forward-looking statements. All forward-looking
statements involve risks and uncertainties, and several factors could cause
actual results to differ materially from those in the forward-looking
statements. The following factors, among others, could cause actual results to
differ from these indicated in the forward-looking statements: uncertainties as
to the timing of payment for shares accepted for purchase and the return of
stock certificates for shares not accepted for purchase; uncertainties as to the
effects of the tender offer on the market value and trading of the Company's
stock and on the Company's cash flows; uncertainties as to the use by the
Company of any shares repurchased; the uncertainty that the Company will achieve
its short-term and long-term profitability and growth goals; uncertainties
associated with market acceptance of and demand for the Company's products and
services; the impact of competitive products and pricing, the dependence on
third-party suppliers and their pricing; its ability to meet product demand; the
availability of funding sources; the exposure to market risks; uncertainties
associated with the development of technology; changes in the law and in
economic, political and regulatory environments; changes in management; the
dependence on intellectual property rights; the effectiveness of internal
controls; and risks and factors described from time to time in reports and
registration statements filed by First American Capital Corporation with the
Securities and Exchange Commission. A more complete description of the Company's
business is provided in First American Capital Corporation's most recent annual,
quarterly and current reports, which are available from the Company without
charge or at http://www.sec.gov.

SOURCE  First American Capital Corporation
    -0-                             04/09/2007
    /CONTACT:  Bill Morton, Chief Financial Officer of First American Capital
Corporation, +1-913-661-0123, Bill.Morton@brookeagent.com/