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): May 15, 2003




                        FINANCIAL INDUSTRIES CORPORATION
               (Exact name of Registrant as specified in charter)




          Texas                        0-4690                   74-2126975
(State or other jurisdiction   (Commission file number)      (I.R.S. employer
     of incorporation)                                       identification no.)





                      6500 River Place Blvd., Building One
                               Austin, Texas 78730
                    (Address of principal executive offices)

       Registrant's telephone number, including area code: (512) 404-5000




                         _____________________________


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Item 7. FINANCIAL STATEMENTS AND EXHIBITS

     (c) Exhibits

     The following exhibit is included with this Report:

     Exhibit  99.1  Press  release  dated  May  15,  2003  issued  by  Financial
     Industries Corporation (the "Registrant"")


Item 9.  REGULATION FD DISCLOSURE &
Item 12.  DISCLOSURE OF RESULTS OF OPERATIONS AND FINANCIAL CONDITION

The  following  information  is  furnished  pursuant to Item 9,  "Regulation  FD
Disclosure"  and Item 12,  "Disclosure  of Results of  Operations  and Financial
Condition."

On  May  15,  2003,  the  Registrant  issued  a  press  release  announcing  the
Registrant's  financial results for the three-month period ended March 31, 2003.
A copy of the Registrant's  press release is attached hereto as Exhibit 99.1 and
hereby  incorporated  by reference.  The  information  in this Form 8-K is being
furnished under Item 9 and Item 12 and shall not be deemed to be "filed" for the
purposes of Section 18 of the Securities and Exchange Act of 1934 (the "Exchange
Act"), or otherwise  subject to the liabilities of such section,  nor shall such
information  be  deemed  incorporated  by  reference  in any  filing  under  the
Securities  Act of 1933 or the Exchange  Act,  except as shall be expressly  set
forth by specific reference in such a filing.

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                                   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 hereunto duly authorized.


                                        FINANCIAL INDUSTRIES CORPORATION


                                        Date: May 16, 2003


                                        By:       /s/ Eugene E. Payne
                                              _________________________________
                                              Eugene E. Payne
                                              Chief Executive Officer


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                                  Exhibit 99.1

FOR IMMEDIATE RELEASE
May 15, 2003

FOR MORE INFORMATION CONTACT
Robert Bender
512-404-5080

                   FINANCIAL INDUSTRIES CORPORATION ANNOUNCES
                    RESULTS FOR QUARTER ENDED MARCH 31, 2003

AUSTIN,  Texas  --  (BUSINESS  WIRE)  -- May 15,  2003 --  Financial  Industries
Corporation  ("FIC"  or  the  "Company")  today  reported  a net  loss  for  the
three-month  period ended March 31, 2003 of $1.3  million (or ($0.13)  basic and
diluted earnings per common share) on revenues of $29.8 million,  as compared to
net  income  of $11.0  million  (or $1.16  basic  and  $1.15 on a diluted  basis
earnings per common  share) on revenues of $32.2  million for the same period in
2002.  Net income for the period  ended March 31,  2002,  before the  cumulative
effect of change in accounting  principle,  was $0.6 million  (basic and diluted
earnings of $0.06 per common share).

In the first quarter of 2003, net income was affected by a $2.9 million  expense
related to the  settlement  of the  litigation  between  FIC,  Roy F. Mitte (the
former Chairman and Chief Executive Officer of the Company),  and the Roy F. and
Joann Cole Mitte  Foundation.  Net income and  earnings  per share for the three
month period ended March 31, 2002 were  affected by the  cumulative  effect of a
change in accounting  principle of $10.4  million.  This amount  represents  the
excess of fair value of net assets  acquired  over cost as of the  beginning  of
2002 related to the merger between FIC and InterContinental  Life Corporation in
May,  2001. The Company  recorded this  cumulative  effect in  conjunction  with
adopting  Statement  of  Financial  Accounting  Standards  No.  141  (FAS  141),
"Business Combinations," in the first quarter of 2002, as required by FAS 141.

Additionally,  results for the quarter ended March 31, 2002 have previously been
restated.  References  to results  for the  quarter  ended March 31, 2002 are to
restated results.

Earnings per share have been  calculated  in accordance  with FAS No.128,  which
requires that earnings per share be presented on both a basic and diluted basis.
Diluted  earnings per share reflect the  potential  dilution that could occur if
securities or other contracts to issue common stock were converted or exercised.

Financial Industries Corporation, through its various subsidiaries,  markets and
underwrites individual life insurance and annuity products. The Company's Nasdaq
symbol is FNIN. For more information on FIC, go to on the Internet.

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3-Mos (ending 3/31)                          2003                      2002
                                                                     RESTATED

Net (loss) income                       $ (1,265,000)              $11,011,000

(Loss) income before cumulative
  effect of change in accounting
  principle                             $ (1,265,000)              $   582,000

Cumulative effect of change in
  accounting principle                   $         0               $10,429,000

Revenues                                 $29,766,000               $32,240,000

(Loss) Income Per Share (Basic)
   Before Cumulative effect of
     change in accounting principle      $     (0.13)              $      0.06

   Cumulative effect of change in
     accounting principle                $         0               $      1.10

   Basic earnings per share                    (0.13)              $      1.16

(Loss) Income Per share (Diluted)
   Before Cumulative effect of
     change in accounting principle      $     (0.13)              $      0.06

   Cumulative effect of change in
     accounting principle                $         0               $      1.09

   Diluted earnings per share            $     (0.13)              $      1.15

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