8-K/A

                          SECURITIES AND EXCHANGE COMMISSION
                                   WASHINGTON, D.C.


                                       FORM 8-K/A


                                    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, 1997
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                                  REGIS CORPORATION
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                (Exact name of registrant as specified in its charter)

                                      MINNESOTA
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                    (State or other jurisdiction of incorporation)

                    0-11230                             41-0749934           
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             (Commission File Number)       (IRS Employer Identification No.)


                   7201 Metro Boulevard, Minneapolis, MN      55439            
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             (Address of principal executive offices)      (Zip Code)


          Registrant's telephone number, including area code (612) 947-7000
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            (Former name or former address, if changed since last report)

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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.

                                        REGIS CORPORATION


Date:    May 15, 1997                By:   /s/ Frank E. Evangelist
                                        -----------------------------------
                                        Frank E. Evangelist
                                        Senior Vice President-Finance
                                        Chief Financial Officer

                                        Signing on behalf of the Registrant
                                        and as principal accounting officer

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                                    EXHIBIT INDEX



Exhibit A          Narrative Update, Item 1 "Business" of the Registrant's Form
                   10-K for the fiscal year ended June 30, 1996 (filed in Form
                   8-K)

Exhibit B          Audited consolidated balance sheet as of June 30, 1995 and 
                   1996, and the related consolidated statements of operations,
                   changes in shareholders' equity and cash flows for the years 
                   ended June 30, 1994, 1995 and 1996, and related Management's 
                   Discussion and Analysis of Financial Condition and Results 
                   of Operations (changed pages filed herein)

Exhibit C          Unaudited consolidated balance sheet as of September 30, 
                   1996, and the related consolidated statements of operations 
                   and cash flows for the three months ended September 30, 1995 
                   and 1996, and related Management's Discussion and Analysis 
                   of Financial Condition and Results of Operations (filed in 
                   Form 8-K)

Exhibit 15         Letter Re:  Unaudited Interim Financial Information (filed in
                   Form 8-K)

Exhibit 23         Consent of Independent Accountants (filed in Form 8-K)

Exhibit 27.1       September FDS (filed in Form 8-K)

Exhibit 27.2       June FDS (filed in Form 8-K)

EX-99.B

                          REPORT OF INDEPENDENT ACCOUNTANTS

To the Shareholders and Directors of
Regis Corporation:

     We have audited the accompanying consolidated balance sheet of Regis 
Corporation as of June 30, 1995 and 1996, and the related consolidated 
statements of operations, changes in shareholders' equity and cash flows for 
the years ended June 30, 1994, 1995 and 1996.  These financial statements are 
the responsibility of the Company's management.  Our responsibility is to 
express an opinion on these financial statements based on our audits.

     We conducted our audits in accordance with generally accepted auditing 
standards.  Those standards require that we plan and perform the audits to 
obtain reasonable assurance about whether the financial statements are free 
of material misstatement.  An audit includes examining, on a test basis, 
evidence supporting the amounts and disclosures in the financial statements.  
An audit also includes assessing the accounting principles used and 
significant estimates made by management, as well as evaluating the overall 
financial statement presentation.  We believe that our audits provide a 
reasonable basis for our opinion.

     In our opinion, the financial statements referred to above present 
fairly, in all material respects, the consolidated financial position of 
Regis Corporation as of June 30, 1995 and 1996, and the consolidated results 
of its operations and its cash flows for the years ended June 30, 1994, 1995 
and 1996, in conformity with generally accepted accounting principles.


                                           /s/ Coopers & Lybrand L.L.P.

                                           Coopers & Lybrand L.L.P.

Minneapolis, Minnesota
May 9, 1997

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                             REGIS CORPORATION

            NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, Continued

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8.  RESTRUCTURING:

    During the three months ended December 31, 1995, a majority of the Board of
    Directors of Supercuts concluded that it was appropriate to modify
    Supercuts' strategic growth plans and to replace its Chairman of the Board
    and Chief Executive Officer (Lipson). It was decided that future expansion
    efforts would focus primarily on expanding with existing franchisees in
    existing franchise markets.  Additionally, because of the significant
    operating losses and negative cash flow from certain salons, it was decided
    that salons in certain markets would be closed or sold to franchisees or
    other third parties.  The anticipated date of completion of the
    restructuring is December 1997. Until closures and dispositions are 
    completed, the results of operations of these salons will continue to be
    included in the Company's results.

    The restructuring charge described above was approximately $11,965,000 (as
    adjusted from the $18,925,000 originally reported due to conforming
    accounting adjustments - Note 3). Approximately $7,000,000 of this charge 
    relates to store closings or dispositions. The balance relates principally
    to the Lipson litigation (Note 11). This charge was recorded in the quarter
    ended December 31, 1995.

    In order to revise estimates included in the December 1995 restructuring 
    charge for legal and professional fees, an additional $858,000 was charged 
    against earnings in the quarter ended June 30, 1996.  This additional charge
    resulted in aggregate restructuring charges of $12,823,000 for the year 
    ended June 30, 1996.  Of the $12,823,000 charge, $4,384,000 was related to
    non-cash activity (i.e. primarily the write-off of assets that were 
    purchased before the merger and do not require a cash outlay for disposal).

    As of June 30, 1996, $6,493,000 of the Company's 1996 restructuring 
    charges are included in accrued expenses in the balance sheet and are
    primarily associated with litigation matters, as described in Note 11, 
    and salon closures and dispositions.

    In the quarter ended December 31, 1996, an additional $2,909,000 was
    charged against earnings to revise restructuring charge estimates made in
    fiscal 1996 and $1,500,000 was charged against earnings associated with
    identified Regis salon closures.  The changes in the estimated June 30,
    1996 restructuring charges represent changes in accounting estimates
    associated with litigation matters, legal and professional fees and lease
    obligations.  Of the $4,409,000 charge recorded in the quarter ended
    December 31, 1996, $330,000 was related to non-cash activity.

    The Supercuts and Regis salons identified for closure or disposition,
    related to the December 1995 and 1996 restructuring charges described
    above, contributed approximately $7,000,000 of annual revenues with 
    associated after-tax annualized operating losses of approximately 
    $1,000,000.


                                  Continued

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YEAR ENDED JUNE 30, 1995 COMPARED TO YEAR ENDED JUNE 30, 1994:

                                       REVENUES

    REVENUES.  Revenues for fiscal 1995 were a record $524,253,000, 
representing an increase of $70,692,000, or 15.6 percent, over fiscal 1994. 
This increase was attributable to net salon openings, acquisitions, and 
increases in same-store sales.  Domestic salons accounted for $64,086,000 of 
the total revenue increase.  The balance of the overall revenue increase of 
$6,606,000 related to the Company's International salons. 

    For fiscal 1995, revenues from Regis Hairstylists were $257,161,000, an 
increase of 3.6 percent; revenues from Supercuts salons were $102,065,000, an 
increase of 33.3 percent; revenues from MasterCuts salons were $70,510,000, 
an increase of 18.6 percent; Trade Secret company-owned revenues were 
$46,476,000, an increase of 51.8 percent; and International salon revenues 
were $43,463,000, an increase of 17.9 percent.

    A total of 58,500,000 customers were served in fiscal 1995, an increase 
of 10.4 percent, from 53,000,000 customers served in fiscal 1994.

    SERVICE REVENUES.  Service revenues in fiscal 1995 were $378,943,000, an 
increase of $42,602,000, or 12.7 percent, over fiscal 1994.  This increase 
was primarily due to net salon openings and increases in customers served.

    PRODUCT REVENUES.  Product revenues in fiscal 1995 were $120,381,000, an 
increase of $25,640,000, or 27.1 percent, over fiscal 1994.  The Trade Secret 
retail product salon operations represented $14,555,000 of this overall 
increase, reflecting the full year impact of the Trade Secret acquisition, 
additional acquisitions in the current year and net salon openings.    
Product revenues for the Company's Regis Hairstylists, Supercuts and 
MasterCuts salons were $70,947,000, and represented 17.3 percent of their 
fiscal 1995 revenues, up from 16.9 percent in fiscal 1994, reflecting 
increased customer awareness and further acceptance of national brand salon 
merchandise and sales training of Company associates.

                                    COST OF SALES

    Cost of sales in fiscal 1995 was $289,879,000, compared to $251,702,000 
in fiscal 1994.  The resulting combined gross margin for fiscal 1995 improved 
to 41.9 percent, compared to 41.6 percent in fiscal 1994. This improvement is 
due to several factors, the most significant of which is an increase in the 
percentage of product revenues in Regis Hairstylists and MasterCuts, which 
generally have a higher gross profit margin than service revenues.  Salary 
and commissions paid to hairstylists, the major component of cost of sales, 
also favorably improved in fiscal 1995 due to the increase in sales from 
MasterCuts salons which have lower payroll costs than Regis Hairstylists 
salons.

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