As filed with the Securities and Exchange Commission on June 30,2000

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                        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): June 5, 2000


                              CHANDLER (U.S.A.), INC.
              (Exact name of registrant as specified in its charter)


                                    OKLAHOMA
                    (State or jurisdiction of incorporation)


                1-15135                                  73-1325906
        (Commission File Number)             (IRS Employer Identification No.)

           1010 MANVEL AVENUE
           CHANDLER, OKLAHOMA                               74834
 (Address of principal executive offices)                 (Zip Code)

        Registrant's telephone number, including area code:  (405) 258-0804

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                                                                         PAGE 1


 Item 5.  OTHER EVENTS
          ------------

          On June 30, 2000, Chandler Insurance Company, Ltd. issued the
 following news release:


 CHANDLER INSURANCE REPORTS LAWSUITS

 GRAND CAYMAN, Cayman Islands - June 30, 2000 - Chandler Insurance Company,
 Ltd.,  (Nasdaq: CHANF), said today that three civil lawsuits were filed
 against Chandler Insurance Company, Ltd. (Chandler or the Company), Chandler
 (U.S.A.), Inc. (an indirect subsidiary of Chandler), and all of Chandler's
 directors on June 5 and 6, 2000.  The lawsuits were filed on behalf of three
 different plaintiffs in state district court in Oklahoma City, Oklahoma by
 the same law firm.  The suits allege that plans announced on June 1, 2000 by
 Brent LaGere, Chandler's Chairman of the Board and Chief Executive Officer,
 to take Chandler private are detrimental to the public shareholders.  The
 suits also request that they be certified as class actions and that the court
 enter a temporary restraining order to prevent completion of the announced
 plan.  The suits also allege that all defendants have breached and are
 breaching fiduciary duties owed to the plaintiffs and other shareholders.

 On June 12, 2000 CenTra, Inc. and certain of its affiliates (CenTra) made
 similar allegations in an already pending lawsuit involving a court-ordered
 divestiture of Chandler shares owned by CenTra.  CenTra requested that the
 court enjoin and restrain LaGere and others from completing the announced
 plans.  The U.S. District Judge for the District of Nebraska hearing the case
 took the CenTra request under advisement following oral argument in which
 National American Insurance Company (NAICO), an indirect subsidiary of
 Chandler, participated on June 27, 2000.  Neither Chandler nor Chandler's
 directors are parties to that case.  On that same day, CenTra filed a similar
 request in an already pending case in the U.S. District Court for the Western
 District of Oklahoma.  No hearing has been scheduled in that case.

 Chandler has not responded to the allegations of the suits or the motions
 filed by CenTra.  "Chandler and its subsidiary, Chandler (U.S.A.), Inc., will
 respond to the allegations in a timely manner," said Pat Gilmore, General
 Counsel to Chandler's U.S. based subsidiaries.

 According to Gilmore, Chandler's board of directors appointed a three member
 special committee of independent directors on June 5, 2000 to review any
 proposal submitted in connection with the announced plan.  "The Committee has
 not received a formal proposal for going private, but they have met and are
 in the process of identifying and retaining an investment banking firm at
 this time.  The Committee, Mr. LaGere and Chandler's other directors are
 aware of the lawsuits and other filings and I am sure they are carefully
 considering the impact, if any, upon the announced plans," Gilmore said.

 
                                                                         PAGE 2

 NAICO, an Oklahoma based insurer, principally writes property-casualty
 insurance and surety bonds for political subdivisions and businesses,
 including contractors, manufacturers, retailers, wholesalers and various
 service industries.  Chandler (U.S.A.), Inc. is NAICO's direct parent and is
 headquartered in Chandler, Oklahoma.

 CAUTIONARY STATEMENT

 Some of the statements made in this News Release, as well as statements made
 by the Company in periodic press releases, oral statements made by the
 Company's officials to analysts and shareholders in the course of
 presentations about the Company and conference calls following earnings
 releases, constitute "forward-looking statements" within the meaning of the
 Private Securities Litigation Reform Act of 1995.  Such forward-looking
 statements involve known and unknown risks, uncertainties and other factors
 that may cause the actual results, performance or achievements of the Company
 to be materially different from any future results, performance or
 achievements expressed or implied by the forward-looking statements. Such
 factors include, among other things,  (i) general economic and business
 conditions; (ii) interest rate changes; (iii) competition and regulatory
 environment in which the Company operates; (iv) claims frequency; (v) claims
 severity; (vi) the number of new and renewal policy applications submitted by
 the Company's agents;  (vii) the ability of the Company to obtain adequate
 reinsurance in amounts and at rates that will not adversely affect its
 competitive position; (viii) NAICO's ability to maintain favorable insurance
 company ratings; (ix) the ability of the Company and its third party
 providers, agents and reinsurers to adequately address year 2000 issues; and
 (x) other factors including ongoing litigation matters involving a
 significant concentration of ownership of Chandler (U.S.A.), Inc.'s
 indirect parent's common stock.
 
                                                                         PAGE 3

                                         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.




                                         CHANDLER (U.S.A.), INC.


 Date: June 30, 2000                     By:  /s/ Mark C. Hart
                                         ----------------------------------
                                         Mark C. Hart
                                         Vice President - Finance and Treasurer
                                         (Principal Accounting Officer)