8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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 4, 2009

AMERICAN PHYSICIANS SERVICE GROUP, INC.

(Exact Name of Registrant as Specified in its Charter)

TEXAS	0-11453	75-1458323
(State or Other Jurisdiction	(Commission	(IRS Employer
of Incorporation)	File Number)	Identification No.)

1301 CAPITAL OF TEXAS HIGHWAY

SUITE C-300

AUSTIN, TEXAS 78746

(Address of Principal Executive Offices, Zip Code)

(512) 328-0888

(Registrant’s Telephone Number, Including Area Code)

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 (see General Instruction A.2. below):

¨  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))

Item 8.01               Other Events

On June 4, 2009, American Physicians Service Group, Inc. announced that its Board of Directors approved a dividend of $0.30 per common share, the company’s sixth consecutive annual dividend.  The dividend will be payable June 30, 2009 to shareholders of record on June 15, 2009. We also announced that shareholders had re-elected its eight-member Board of Directors at the annual Meeting of Shareholders held on June 3, 2009. A copy of our press release, which is attached hereto as Exhibit 99.1, is incorporated by reference in its entirety.

Item 9.01               Financial Statements and Exhibits

(d) Exhibits

The following exhibits are furnished herewith:

Exhibit Number	Description
99.1	Press release issued by American Physicians Service Group, Inc. dated June 4, 2009

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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.

Date: June 4, 2009	American Physicians Service Group, Inc.
	Signed: /s/ Marc J. Zimmermann
	Name: Marc J. Zimmermann
	Title:  Chief Financial Officer

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EX-99

Exhibit 99.1

AMERICAN PHYSICIANS SERVICE GROUP, INC.

DECLARES SIXTH ANNUAL COMMON

STOCK DIVIDEND; ANNOUNCES ELECTION OF DIRECTORS

AUSTIN, TEXAS, June 4, 2009 - American Physicians Service Group, Inc. ("APS") (NASDAQ: AMPH) today announced that its Board of Directors approved a dividend of $.30 per common share, the company’s sixth consecutive annual dividend.   The dividend will be payable June 30, 2009 to shareholders of record on June 15, 2009.  The Company paid a common stock dividend of $.30 per share in 2008, 2007 and 2006 and has paid common stock dividends since 2004.  APS also announced that shareholders had re-elected its eight-member Board of Directors at the Annual Meeting of Shareholders held June 3, 2009.

Mr. Kenneth Shifrin, Chairman of the Board said, “We are fortunate to return a Board that has helped guide us to unprecedented success during difficult economic times.  Excellent earnings and a conservative investment philosophy have kept the balance sheet strong and we are pleased to return a portion of our record equity to shareholders.  This $.30 common dividend follows a preferred stock dividend and partial redemption in March, all done without diminishing our ability to expand our business.  We thank our shareholders and look forward to continuing to share our success.”

APS is an insurance and financial services firm with subsidiaries which provide medical malpractice insurance for physicians and other healthcare professionals and brokerage and other investment services to institutions and high net worth individuals.  The Company is headquartered in Austin, Texas.

This press release includes forward-looking statements related to the Company that involve risks and uncertainties that could cause actual results to differ materially.  These forward-looking statements are made in reliance on the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995.  For further information about these factors that could affect the Company’s future results, please see the Company’s recent filings with the Securities and Exchange Commission.  Prospective investors are cautioned that forward-looking statements are not guarantees of future performance.  Actual results may differ materially from management expectations.  Copies of the filings are available upon request from the Company’s investor relations department.

For further information, visit APS’ website at www.amph.com or contact:

Mr. Kenneth Shifrin, Chairman of the Board (or)

Mr. Tim LaFrey, President (or)

Mr. Marc Zimmermann, Senior Vice President - Finance

American Physicians Service Group, Inc.

1301 S. Capital of Texas Highway, C-300

Austin, Texas  78746 - (512) 328-0888

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