SECURITIES  AND  EXCHANGE  COMMISSION
                  Washington, D. C. 20549

                         Form 10-Q

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

For the Quarter ended March 31, 1999, Commission File No.   0-3417  
                                                              
		               CENCOR, INC.
        (Exact Name of Registrant as Specified in its Charter)


       Delaware              	              43-0914033
(State of other jurisdiction 	    (I.R.S. Employer Identification 
of Incorporation or Organization	         Number)

5800 Foxridge Drive, Suite 500
Mission, Kansas                                    66202
(Address of Principal Executive Office)		 (Zip Code)

Registrant's telephone number, including area code: (913) 831-6334

Indicate by check mark whether the registrant:  (1) has filed all 
reports required to be filed by Section 13 or 15(d) of the 
Securities Exchange Act of 1934 during the preceding 12 months (or 
for such shorter period that the registrant was required to file 
such reports), and (2) has been subject to such filing 
requirements for the past 90 days.

		     Yes   X      No       			

Indicate by check mark whether the registrant has filed all 
documents and reports required to be filed by Section 12, 13 or 
15(d) of the Securities Exchange Act of 1934 subsequent to the 
distribution of securities under a plan confirmed by a court.

		      Yes   X      No 

As of October 19, 1998 CenCor, Inc. had 1,344,716 shares of Common 
Stock, $1.00 par value outstanding with a market value of 
$9,244,923.  


<PAGE>
              	       CENCOR, INC.

  	                FORM 10-Q

 	         QUARTER ENDED March 31, 1999       


	                   INDEX


Item			                             Page
	                   PART I



1.  Financial Statements and Supplementary Data	        1

2.  Management's Discussion and Analysis of Financial
         Condition and Results of Operations	        7 

3.  Quantitative and Qualitative Disclosures about
         Market Risk				       11


 	                  PART II


1.  Legal Proceedings	                               12

2.  Change in Securities	                       12

3.  Defaults Upon Senior Securities 	               12

4.  Submission of Matters to a Vote of Security 
   	Holders	                                       12

5.  Other Information	                               12

6.  Exhibits and Reports on Form 8-K 	               12

7.  Signatures 	                                       15 


<PAGE>
Part I

Item I Financial Statements

The Company's Financial Statements are set forth herein, beginning 
on the following page.


	(The remainder of this page is intentionally blank.)

<PAGE>
<TABLE>
<CAPTION>

				CenCor, Inc.
			(In Process of Liquidation)
	   Consolidated Statement of Net Assets in Liquidation

					 	March 31, 	December 31,
						1999		1998
						(Unaudited)	
<S>						<C>		<C>
Assets:
  Cash and cash equivalents			$10,626,000	$ 9,833,000
  Other assets					     71,000	    860,000
	Total assets				 10,697,000	 10,693,000

Liabilities:	
  Accounts payable and accrued liabilities	    452,000	    445,000
  Partial liquidating distribution payable	     52,000	     57,000
  	Total liabilities			    504,000	    502,000

Net assets in liquidation			$10,193,000	 10,191,000

Number of common shares outstanding		  1,350,384	  1,350,384

Net assets in liquidation per share		$      7.55	$      7.55

See accompanying notes.
</TABLE>

<PAGE>
<TABLE>
<CAPTION>
                               CenCor, Inc.
                       (In Process of Liquidation)
     Consolidated Statement of Changes in Net Assets in Liquidation
           For the Three Months Ended March 31, 1999 and 1998    
                              (Unaudited)

                                                                                                             
	                                        1998            1997
<S>                                         <C>              <C>
Net assets in liquidation, 
  December 31, 1998 and 1997 	            $10,191,000      $ 9,773,000

Income from liquidating activities
  Investment income				115,000          202,000
  Other Income					 35,000		      --
						151,000		 202,000
        										192,000		 321,000
Expenses from liquidating activities
   Salaries and related benefits		 51,000	          51,000
   Professional fees			         37,000 	  30,000
   Other expenses			         61,000           48,000
						149,000	         129,000 

Increase in net assets in liquidation	          2               73,000  

Net assets in liquidation, 
  March 31, 1999 and 1998		     $10,193,000       $ 9,846,000

See accompanying notes.
</TABLE>
<PAGE>


                                CenCor, Inc.
                        (In Process of Liquidation)
                 Notes to Consolidated Financial Statements
                          March 31, 1999 and 1998


1.  Summary of Significant Accounting Policies

Basis of Presentation and Plan of Liquidation

The accompanying consolidated financial statements include accounts
of CenCor, Inc. and its wholly-owned subsidiary Century Acceptance
Corporation ("Century") (collectively, "the Company").  Effective
June 30, 1995, the Company sold substantially all of the assets
of Century, its then only operating subsidiary. Since the date of
the sale of Century, the Company has had no ongoing operations. As
a result, the Company has changed its basis of accounting from going
concern basis to liquidation basis.

As a result of Board of Directors' intent as of December 31, 1995,
the Company adopted a Plan of Dissolution and Liquidation (the "Plan
of Liquidation").  In connection with the Plan of Liquidation, the 
officers and director of CenCor are authorized to (i) dissolve CenCor,
including the execution and filing of a Certificate of Dissolution 
with the Secretary of State of Delaware, (ii) wind up CenCor's affairs,
including satisfaction of all liabilities and long-term debt of CenCor
and (iii) liquidate CenCor's assets on a pro rata basis in accordance
with the respective interests of its common stockholders.  The 
Company's stockholders approved the Plan of Liquidation on September
12, 1996 at the Company's annual meeting of stockholders.  A partial 
liquidation distribution in the amount of $5.35 per share was issued
in March 1998.  The Board has authorized the issuance of a second 
liquidating distribution during the second quarter of 1999.  At such
time as the Board has determined all claims and liabilities have been
identified and paid or provided for, the Board will determine a record
date and issue a final liquidation.


<PAGE>

Generally accepted accounting principles require the adjustment 
of assets and liabilities to estimated fair value under the 
liquidation basis of accounting.  Accordingly, the statement of 
net assets in liquidation at March 31, 1999 and December 31, 1998 
reflects assets and liabilities on this basis.  Adjustments for 
changes in estimated liquidation value are recognized currently.  
Estimated costs of liquidation have not been provided since such 
costs are not able to be estimated.

Principles of Consolidation

The consolidated financial statements include CenCor, Inc. and it's 
wholly owned subsidiary, Century.  All 
material intercompany transactions have been eliminated.

Use of Estimates

The preparation of financial statements in conformity with 
generally accepted accounting principles under the liquidation 
basis of accounting requires management to make estimates and 
assumptions that affect the amounts reported in the financial 
statements and accompanying notes.  Actual results could differ 
significantly from those estimates.

Cash and Cash Equivalents

Cash and cash equivalents include cash, money market accounts,
and short-term government or government agency instruments.

Fair Values of Assets and Liabilities

The following methods and assumptions were used by the Company in 
estimating the liquidation value of its assets and liabilities:

	Cash and Cash Equivalents:  The fiar value reported in the 
statements of net assets in liquidation for cash and cash 
equivalents approximate their carrying amounts.
                                                
<PAGE>

	Other Assets:  The Company's other assets are reported in 
the statement of net assets in liquidation at their fair value.

	Accounts Payable and Accrued Liabilities:  The fair value 
reported in the statements of net assets in liquidation for accounts
payable and accured liabilities approximates their carrying amounts.

	Partial liquidating distribution payable:  The fair value
reported in the statements of net assets in liquidation approximates
the carrying amounts of the partial liquidating distribution payable.
	
2.  Other Assets

As discussed in Note 3, other assets at December 31, 1998, includes a 
net income tax refund receivable of $850,000 from the Company's prior
years' income tax returns.  Other assets at March 31, 1999 and December
31, 1998 also include prepaid expenses and fixed assets.

<PAGE>

3.  Income Taxes

As a result of a settlement with the IRS related to the
examination of the Company's 1990, 1991 and 1992 federal income tax returns, 
the Company recorded in other assets a net recoverable for income taxes of
$850,000 at December 31, 1998.  The receivable also includes refunds to be
received as a result of net operating loss ("NOL") carryovers to the 
Company's 1995 and 1996 federal income tax returns.  In February 1999, the 
Company received from the IRS a refund of income taxes, including interest, 
of approximately $836,000 and an additional refund of $48,000 in March 1999.
As a result of the receipt of the IRS refunds, the Company believes it has
resolved all known issues with the IRS with respect to the Company's 1990, 1991
and 1992 federal income tax returns.

The Company's net operating loss ("NOL") carryforward, for federal income tax
purposes, at March 31, 1999, is approximately $295,000.  The NOL carryforward
expires on December 31, 2008.  However, the liquidation of the Company is
expected to occur prior the the expiration of the NOL carryforward.  The
Company's alternative minimum tax ("AMT") credit carryforward is approximately
$579,000 and can be carried forward indefinitely.  Because of the uncertainty
of the amount and timing of the possible realization of the Company's income
tax carryforward at December 31, 1998, and March 31, 1999, no amount has 
been recorded as a receivable regarding these carryforwards.
The NOL carryforward expires on December 31, 2008 and the AMT credit can be
carried forward indefinitely.

Based upon the terms of the approved agreement, the Company has recorded in 
other assets a net recoverable for income taxes of $600,000 and $595,000 at
September 30, 1998 and December 31, 1997, respectively.
 
<PAGE>
4.  Per Share Information

Net assets in liquidation per common share was computed by dividing net 
assets in liquidation by the outstanding shares of common stock at 
March 31, 1999 and December 31, 1998, respectively.

Effective April 1, 1996, CenCor converted its outstanding non-interest bearing
convertible notes due July 1, 1999 (the "Convertible Notes") in the principal
amount of $11,449,771 into shares of CenCor's common stock at a ratio of one
share of common stock for each $20 principal amount of Convertible Notes.  As
a result of the conversion, the holders of the Convertible Notes were entitled
to 572,554 shares of CenCor common stock upon surrender of their Convertible
Notes.  The outstanding share amount reflected in the financial statements 
assumes all 572,554 shares issued as a result of the conversion of the
Convertible Notes are outstanding.  However, as of May 6, 1999,
8,080 shares issuable remain unclaimed by the holders of the Convertible 
Notes.

On February 2, 1998, CenCor announced a partial liquidating distribution of
$5.35 per share to shareholders of record on February 16, 1998.  On 
March 9, 1998 CenCor distributed $7,159,049 to its 1,338,140 outstanding 
shareholder of record as of February 16, 1998.

The outstanding shares of stock at February 16, 1998 that received the partial
liquidating distribution on March 9, 1998 did not include 11,713 of common
shares issuable to holders of Convertible Notes who had failed to surrender
their Convertible Notes in exchange for common stock.  Subsequently 3,634 shares
of common stock and the underlying partial liquidating distribution of $5.35
per share have been issued as a result of the surrender of Convertible Notes.
The Company is attempting to contact the remaining unsurrendered Convertible
Noteholders and advise them of the partial liquidating distribution that 
they would be entitled to receive upon surrender of their Convertible Notes.  
If the shares of common stock and partial liquidating distribution underlying
the unsurrendered Convertible Notes are not claimed, the Company expects to
release the unclaimed funds based upon the applicable escheat laws.
The partial liquidation distribution payable recorded in the financial 
statements at March 31, 1999 and December 31, 1998 includes the partial
liquidating distribution due to the holders of unsurrendered Convertible Notes.


(The remainder of this page is intentionally blank)		


<PAGE>
Item 2.	Management's Discussion and Analysis of 
	Financial Condition and Results of Operations

Financial Condition

Sale of Century 

	Effective June 30, 1995, Century consummated the sale of its 
consumer finance business to Fidelity Acceptance Corporation ("Fidelity").

	Under the terms of the sale, Century received $128.7 million 
for substantially all of its assets.  In accordance with the 
provisions of the sales agreement, $5 million of the sale 
proceeds were placed in escrow to secure certain indemnification 
obligations of the Company that expired on July 1, 1998. During the
quarter ended September 30, 1998, Fidelity withdrew all of its claims
against the escrow account and the Company received approximately $5.6
million from the escrow account.  The funds received from the escrow account
were distributed to CenCor through an intercompany dividend and were
immediately invested in short-term government and government agency
instruments.

<PAGE>

Plan of Liquidation

	With the sale of its consumer finance business, CenCor's 
business purpose no longer exists.  For that reason, CenCor's 
Board of Directors (the "Board") adopted a resolution on January 22, 1996
that CenCor be liquidated and that the Plan of Liquidation be 
submitted to the stockholders for approval.  The Company's 
Stockholders approved the Plan of Liquidation at the Company's 
annual meeting of Stockholders held on September 12, 1996 and a 
Certificate of Dissolution was subsequently filed with the State 
of Delaware.

  	Under Delaware law, CenCor will continue as a corporate 
entity for three years after the effective date of the 
dissolution (October 1, 1996) or for such longer period as the 
Delaware Court of Chancery directs, in its own discretion, for the 
purpose of prosecuting and defending suits by or against CenCor 
and winding up the business and affairs of CenCor, but not for 
the purpose of continuing the business of CenCor.

	The Plan of Liquidation provides that the implementation of 
the plan is intended to be completed by October 1, 1999.  During 
this three year period, CenCor will not engage in any business 
activities, except for preserving the value of its assets, 
adjusting and winding up its business and affairs, and 
distributing its assets in accordance with the Plan of 
Liquidation.  CenCor's debts and liabilities, whether fixed, 
conditioned or contingent, will either be paid as they become due 
or provided for.

The Board determined that a partial liquidating distribution of $5.35 per
share would be issued to stockholders of record as of February 16, 1998.
The Board has authorized the issuance of a second liquidating distribution
during the second quarter of 1999.  At such time as the Board has determined
all claims and liabilities have been identified and paid or provided for,
the Board will determine a record date and issue a final liquidating 
distribution.

<PAGE>
	During the period of liquidation CenCor's directors and 
officers are authorized to implement and carry out the 
provisions of the Plan of Liquidation and will receive 
compensation for their services.  The Board determined 
that, in addition to the regular directors fees paid to each 
member of the Board of Directors, each Director shall receive a 
payment equal to $75,000 immediately prior to the final 
distribution of the liquidation proceeds to the shareholders
as additional consideration for the performance of 
services to CenCor.  In addition, the Vice President of  
CenCor will receive a bonus of $100,000 if the officer is still
employed by CenCor on the date CenCor makes its final
liquidation distribution to its shareholders. 
The purpose of the additional payments is to encourage these individuals
to continue their service to CenCor through CenCor's final 
liquidation and to recognize the directors for their past performance. 
The additional payments have been recorded as a liability in the March
31, 1999 and December 31, 1998 financial statements.

As discussed below, on February 2, 1998, CenCor announced a partial
liquidating distribution in the amount of $5.35 per share to be paid
on March 9, 1998.  After the partial liquidating distribution 
and assuming CenCor had fully liquidated and distributed its assets by
March 31, 1999 and the Company's actual realizable value of its assets 
and liabilities is identical to the Company's estimated realized value of these 
items, CenCor's stockholders would have received an additional
$10,193,000 in distributions or approximately $7.55 per share, less costs to 
liquidate.  The actual amount to be received upon complete 
liquidation may be adversely affected by unanticipated tax liabilities, 
liquidating costs, or other unforeseen factors. 

In accordance with Section 280 of Delaware General Corporation Law  ("DGCL"),
on February 26, 1999 CenCor mailed a 60-day bar date notice to all known or
possible creditors of CenCor.  The same bar date notice was also published
on March 11, 1999, and March 18, 1999, in the Kansas City Star, Wall Street 
Journal, and Wilmington News Journal.  The bar date notice required all 
persons who believed they had a claim or potential claim against CenCor to 
present such claim to CenCor and its outside legal counsel no later than
4:00 p.m. Central Standard Time on April 27, 1999.  Individuals or entities
holding stock of record of CenCor or the CenCor Non-Convertible Notes due
July 1, 1999, were advised that they 
did not need to file a claim unless they believed they had 
other claims unrelated to their ownership of common stock or Non-Convertible
Notes.  CenCor was required to respond to or reject any filed claims by May
4, 1999.  CenCor subsequently accepted and paid one claim of an immaterial
amount.  All other claims received by the April 27 bar date were rejected
on the basis that they were from holders of CenCor's common stock or Non-
Convertible Notes and which did not state a claim unrelated to stock
ownership.
CenCor expects to make a second liquidating distribution in the second
quarter of 1999 and a final distribution by October 1999.  If the Company
determines that it is necessary to establish a reserve for potential 
claims by the IRS, which was exempt from the necessity to file a claim
under Section 280 of DGCL, the Company would then establish a reserve for
potential IRS claims and then make (subject to cost and expense 
considerations) a final distribution if the potential IRS claims are 
ultimately settled for less than the amount of the reserve.  Due to the
current uncertainty of this issue, the Company is not able to estimate a 
reserve amount, if any.


<PAGE>

Partial Liquidating Distribution

	CenCor's 1993 plan of reorganization entitled holders of Old
Notes to receive Non-Convertible Notes, Convertible Notes, and 
common stock in exchange for their Old Notes.  The Convertible Notes
were converted into shares of common stock at a ratio of one share of 
common stock for each $20 principal amount of Convertible Notes on 
April 1, 1996.

	On February 2, 1998 CenCor announced payment of a partial
liquidating distribution on March 9, 1998 in the amount of $5.35
per share to common stockholders of record as of February 16, 1998.
The Company distributed $7,159,049 on 1,338,140 outstanding shares
of common stock on March 9, 1998.

	The outstanding shares of stock at February 16, 1998 that 
received the partial liquidating distribution on March 9, 1998 did
not include 11,713 of common shares issuable to holders of Convertible
Notes who have failed to surrender their Convertible Notes in exchange
for common stock.  Subsequently, 3,639 shares of common stock and the
underlying partial liquidating distribution of $5.35 per share have been
issued as a result of the surrender of Convertible Notes.  The Company 
is attempting to contact the remaining unsurrendered Convertible 
Noteholders and advise them of the partial liquidating distribution that
they would be entitled to receive upon surrender of their Convertible
Notes.  If the shares of common stock and partial liquidating distribution
underlying trhe unsurrendered Convertible Notes are not claimed, the 
Company expects to release the unclaimed funds based upon the applicable
escheat laws.  The partial
liquidation distribution payable recorded in the financial statements
at March 31, 1999 and December 31, 1998 reflects the partial liquidating
distribution due to the holders of unsurrendered Convertible Notes.
		
<PAGE>

Conversion of Convertible Notes 

	On December 31, 1995, CenCor had outstanding non-interest 
bearing convertible notes due July 1, 1999 in the principal amount 
of $11,449,771.  Effective April 1, 1996, CenCor converted these Convertible
Notes into shares of CenCor's common stock at a ratio of one share of common
stock for each $20 principal amount of Convertible Notes.  As a result of 
this conversion, the holders of the Convertible Notes are entitled to be issued
572,554 shares of CenCor common stock upon surrender of their Convertible Notes.
As of May 6, 1999, 8,080 shares issuable remain unclaimed by the holders
of the Convertible Notes.


Long - Term Debt

	On August 19, 1996 CenCor offered to redeem all of its 
outstanding Non-Convertible Notes due July 1, 1999 at a cash 
price equal to 74% of their principal amount.  Prior to the 
offer, the principal balance of the Non-Convertible Notes was 
$17,174,656.  CenCor redeemed outstanding Non-Convertible Notes 
in the principal amount of $9,970,930 as of the November 18, 1996 
offer expiration date at a cost of $7,374,415.  On May 30, 1997, 
pursuant to the indenture governing the Non-Convertible Notes, 
CenCor defeased its outstanding Non-Convertible Notes in the 
principal amount of $7,203,726 by delivering approximately $6.4 
million in U.S. Government Securities to the indenture trustee.
The Non-Convertible Notes will be paid in full on July 1, 1999 by the
indenture trustee.

<PAGE>

Assets and Liabilities Following Using Liquidation Accounting

	As a result of being in the process of liquidation, the Company
is required to adopt the liquidation basis of accounting.  Generally
accepted accounting principles require the adjustment of asset and 
liabilities to estimated fair value under the liquidation basis of 
accounting.  For information concerning the estimated fair values given
these items by the Company and the methods and assumptions used to arrive
at such values, see the Company's Financial Statments and the notes
thereto.
	
	The Company's assets at March 31, 1999 and December 31, 1998
consist primarily of cash and cash equivalents.  At December 31, 19997, 
the Company's assets also
included an income tax receivable fund.  The income tax refund was 
received by the Company in Februrary and March of 1999.

  
	The Company's liabilities at March 31, 1999 and
December 31, 1998 consist primarily of accounts payable and other
accrued liabilities, including the accrued additional payments 
due to the Company's officers and directors prior to liquidation.
At December 31, 1997 the Company has also recorded a liability 
for the partial liquidating distribution payable to its share-
holders on March 9, 1998.  The Company distributed $7,159,040 on 
March 9, 1998 to the stockholders of record on February 16, 1998.
The partial liquidating distribution payable at March 31, 1999 and
December 31, 1999
represents the balance due to holders of unsurrendered Convertible Notes.
	 
	
Results of Operations

	During the three months ended March 31, 1999, the Company's
source of income was from short-term government and government-
agency investments.  The Company also recorded income as a result of
actual refunds from the settlement of IRS examination.

	The Company's expenses for the three months ended March 31, 
1999 consisted mainly of salaries, professional and legal fees,
and other recurring expenses.  
<PAGE>

Activities During Liquidation Period

	The Company's expenses during the period of liquidation are 
expected to consist mostly of salaries, professional fees,   
stockholder communication expenses, income taxes and other 
liquidating expenses.  Until a distribution is made to stockholders,
management has invested the Company's cash in short-term government
or government agency instruments.

	The Company will be required to satisfy all timely asserted 
liabilities and any estimated post-liquidation costs, prior to any
final distribution on its outstanding common stock.  The Company
believes that it has adequate reserves for all of its material known
contingent tax and other liabilities.

<PAGE>

Internal Revenue Service Examination 

	As a result of a settlement with the IRS related to
the examination of the Company's 1990, 1991 and 1992 federal income tax
returns, the Company recorded in other assets a net recoverable for 
income taxes of $850,000 at December 31, 1998.  The receivable also
includes refunds to be received as a result of net operation lost  ("NOL")
carryovers to the Company's 1995 and 1996 federal income tax returns.  In
February 1999, the Company received from the IRS a refund of income taxes, 
including interest, of approximately $836,000 and an additional refund
of $48,000 in March 1999.  As a result of the receipt of the IRS refunds,
the Company believes it has resolved all known issues with the IRS with
respect to the Company's 1990, 1991 and 1992 federal income tax returns.

	 The Company's net operating loss  ("NOL") carryforward, 
for federal income tax purposes, at March 31, 1999 is approximately 
$295,000.  The NOL carryforward expires on December 31, 2008.  However,
the liquidation of the Company is expected to occur prior to the
expiration of the NOL carryforward.  The Company's alternative minimum 
tax ("AMT") credit carryforward is approximately $579,000 and can be
carried forward indefinitely.  Because of the uncertainty of the amount
and timing of the possible realization of the Company's income tax 
carryforward at March 31, 1999, no amount has been recorded as a 
receivable regarding these carryforwards. 

Capital Obligations
	
	The Company has no obligations for capital purchases.

Item. 3  Quantitative and Qualitative Disclosures About Market Risk.

Not applicable.

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<PAGE>
Part II

Item 1 Legal Proceedings - None

Item 2 Change in Securities - None

Item 3 Defaults Upon Senior Securities - None 
 
Item 4 Submission of Matters to a Vote of Security Holders - None

Item 5 Other Information - None

Item 6 Exhibits and Reports on Form 8-K

			EXHIBIT NUMBER			DESCRIPTION
			      27	         Financial Data Schedule




            (The remainder of this page is intentionally blank)


<PAGE>
                            SIGNATURES

Pursuant to the requirements of the Securities and Exchange Act 
of 1934, the registrant has duly caused this report to be signed 
by the undersigned, thereunto duly authorized.

				CENCOR, INC.

Dated May 17, 1999		/s/ Jack L. Brozman		
				Jack L. Brozman, President



				/s/ Terri L. Rinne			
				Terri L. Rinne, Vice President and CFO