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 APRIL 30, 2000
                       COMMISSION FILE NO. 1-9015


                           MORGAN KEEGAN, INC.
       (Exact name of Registrant as specified in its charter)


        Tennessee                                62-1153850
 (State or other jurisdiction of              (I.R.S. Employer
 incorporation or organization)              Identification No.)

     Fifty Front Street
     Memphis, Tennessee                             38103
   (Address of principal                         (Zip Code)
     executive offices)

                            901-524-4100
        (Registrant's telephone number, including area code)

                               N/A
        (Former name, former address and former fiscal year,
                  if changed since last report)

  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 at least the past 90 days.  Yes  X     No     .



                APPLICABLE ONLY TO CORPORATE ISSUERS:

   Indicate the number of shares outstanding of each of the
 issuer's classes of Common Stock, as of the latest practical date.

          Class                     Outstanding at April 30, 2000
  Common Stock $.625 par value                28,562,566
<PAGE>

INDEX

MORGAN KEEGAN, INC. and Subsidiaries



Part I.  FINANCIAL INFORMATION

Item 1.  Financial Statements (Unaudited).

  Consolidated Statements
    of Financial Condition. . . . . . . . April 30, 2000 and July 31, 1999

  Consolidated Statements
    of Income . . . . . . . . . . . . . . Three months and Nine months ended
                                          April 30, 2000 and 1999

  Consolidated Statements
    of Cash Flows . . . . . . . . . . . . Nine months ended
                                          April 30, 2000 and 1999

  Notes to Consolidated
    Financial Statements. . . . . . . . . April 30, 2000

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

Item 3.  Quantitative and Qualitative Disclosures about Market Risk.



Part II.  Other Information

Item 1.  Legal proceedings

Item 2.  Changes in Securities

Item 3.  Defaults upon Senior Securities

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

Item 5.  Other Information

Item 6.  Exhibits and Reports on Form 8-K

Signatures

<PAGE>

Part I.  FINANCIAL INFORMATION

Item 1.

CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION

MORGAN KEEGAN, INC. and Subsidiaries

<TABLE>
<CAPTION>

                                                 April 30      July 31
                                                   2000          1999
                                                (unaudited)
                                                     (in thousands)
<S>                                             <C>           <C>
ASSETS
  Cash                                          $   23,459    $   16,102
  Securities segregated for regulatory
    purposes, at market                            186,200       246,000
  Deposits with clearing organizations
    and others                                       8,585         9,792
  Receivable from brokers and dealers and
    clearing organizations                          19,446        12,781
  Receivable from customers                        731,396       557,678
  Securities purchased under agreements
    to resell                                      256,312       184,852
  Securities owned, at market                      434,952       480,662
  Memberships in exchanges, at cost
    (market value-$5,615,000 at 4-30-00;
     $6,456,000 at 7-31-99)                          2,428         2,428
  Furniture, equipment and leasehold
    improvements, at cost (less allowances for
    depreciation and amortization $28,003,000
    at 4-30-00; $27,402,000 at 7-31-99)             25,908        26,167
  Other assets                                      70,546        61,903

                                                $1,759,232    $1,598,365

LIABILITIES AND STOCKHOLDERS' EQUITY
  Short-term borrowings                         $  197,300    $  115,100
  Commercial paper                                  41,666        65,111
  Payable to brokers and dealers and
    clearing organizations                          21,114         7,959
  Payable to customers                             847,865       733,725
  Customer drafts payable                           20,860        16,076
  Securities sold under agreements to
    repurchase                                     191,247       239,019
  Securities sold, not yet purchased,
    at market                                      105,349        58,755
  Other liabilities                                 83,543        83,558
                                                 1,508,944     1,319,303
Stockholders' equity
  Common Stock, par value $.625 per share:
  authorized 100,000,000 shares;
  shares issued and outstanding 28,562,566
  at 4-30-00; 31,859,258 at 7-31-99                 17,851        19,911
  Retained earnings                                232,437       259,151
                                                   250,288       279,062

                                                $1,759,232    $1,598,365

</TABLE>
[FN]
See accompanying notes.
</FN>

<PAGE>

CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED)

MORGAN KEEGAN, INC. and Subsidiaries

<TABLE>
<CAPTION>

                               Three Months Ended       Nine Months Ended
                                   April 30                 April 30
                                (in thousands, except per share amounts)

                                 2000      1999          2000      1999

<S>                           <C>       <C>           <C>       <C>
REVENUES
  Commissions                 $ 45,715  $ 32,739      $112,848  $ 89,699
  Principal transactions        39,184    41,007       107,490   112,376
  Investment banking            16,912     9,276        40,962    30,305
  Interest                      26,484    20,812        73,124    57,910
  Investment management fees    10,086     7,356        26,679    18,833
  Other                          3,427     3,338        10,109     8,987
          TOTAL                141,808   114,528       371,212   318,110
EXPENSES
  Compensation                  73,216    60,122       190,264   165,052
  Floor brokerage and
     clearance                   1,887     1,814         5,283     4,923
  Communications                 6,970     6,208        19,442    16,996
  Travel and promotional         3,123     2,802        10,689     9,062
  Occupancy and equipment
     costs                       5,882     5,327        18,026    15,811
  Interest                      19,157    13,896        51,650    36,179
  Taxes, other than income
     taxes                       3,544     2,774         9,933     8,527
  Other operating expense        3,938     1,885         9,472     6,576
                               117,717    94,828       314,759   263,126

INCOME BEFORE INCOME TAXES      24,091    19,700        56,453    54,984
INCOME TAX EXPENSE               9,200     7,500        21,300    21,300

NET INCOME                    $ 14,891  $ 12,200      $ 35,153  $ 33,684

NET INCOME PER SHARE:
     Basic                    $   0.52  $   0.38      $   1.19  $   1.04
     Diluted                  $   0.52  $   0.37      $   1.19  $   1.03
DIVIDENDS PER SHARE           $   0.08  $   0.07      $   0.24  $   0.21


WEIGHTED AVERAGE COMMON
 SHARES OUTSTANDING:
     Basic                      28,760    32,497        29,454    32,484
     Diluted                    28,803    32,585        29,505    32,585


</TABLE>
<PAGE>
CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
MORGAN KEEGAN, INC. and Subsidiaries

<TABLE>
<CAPTION>
                                                         Nine Months Ended
                                                              April 30
                                                        2000           1999
                                                         (in thousands)
<S>                                                   <C>          <C>
CASH FLOWS FROM OPERATING ACTIVITIES
  Net Income                                          $  35,153    $  33,684
  Adjustments to reconcile net income to
      cash used for operating activities:
    Depreciation and amortization                         7,638        7,220
    Deferred income taxes                                  (900)         850
    Amortization of gain on sale of building
      and related assets                                 (1,035)      (1,035)
    Amortization of restricted stock                      5,749        6,800
                                                         46,605       47,519
 (Increase) decrease in operating assets:
    Receivable from brokers and dealers and
      clearing organizations                             (6,665)     (27,176)
    Deposits with clearing organizations and others       1,207        1,207
    Receivable from customers                          (173,718)     (66,481)
    Securities segregated for regulatory purposes        59,800       14,600
    Securities owned                                     45,710     (240,253)
    Other assets                                         (7,743)      (6,086)
  Increase (decrease) in operating liabilities:
    Payable to brokers and dealers and clearing
      organizations                                      13,155       29,880
    Payable to customers                                114,140       50,199
    Customer drafts payable                               4,784        4,758
    Securities sold, not yet purchased                   46,594      (18,734)
    Other liabilities                                     1,020      (17,975)
                                                         98,284     (276,061)
  Cash provided by (used for)
    operating activities                                144,889     (228,542)

CASH FLOWS FROM FINANCING ACTIVITIES
  Commercial paper                                      (23,445)      20,386
  Issuance of Common Stock                                5,529        4,942
  Retirement of Common Stock                            (68,220)     (24,181)
  Dividends paid                                         (6,985)      (6,798)
  Short-term borrowings                                  82,200      230,000
  Securities purchased under agreements to resell       (71,460)       2,309
  Securities sold under agreements to repurchase        (47,772)       7,916
    Cash (used for) provided by financing activities   (130,153)     234,574

CASH FLOWS FROM INVESTING ACTIVITIES
  Payments for furniture, equipment and
    leasehold improvements                               (7,379)      (7,710)
    Cash used for investing activities                   (7,379)      (7,710)
      Increase (decrease) in Cash                         7,357       (1,678)
Cash at Beginning of Period                              16,102       22,172
Cash at End of Period                                  $ 23,459     $ 20,494


</TABLE>
[FN]
Income tax payments were approximately $15,499,000 and $22,997,000 for
the nine month periods ending April 30, 2000, and 1999, respectively.
Interest payments were approximately $50,302,000 and $36,564,000 for
the same periods, respectively.

See accompanying notes.

</FN>
<PAGE>
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

MORGAN KEEGAN, INC. and Subsidiaries

April 30, 2000

NOTE A - BASIS OF PRESENTATION

The consolidated financial statements include the accounts of
Morgan Keegan, Inc. and its subsidiaries (collectively referred
to as the Registrant).  The accompanying unaudited consolidated
financial statements have been prepared in accordance with the
instructions to Form 10-Q and Rule 10-01 of Regulation S-X.
Accordingly, they do not include all of the information
and footnotes required by generally accepted accounting
principles for complete financial statements.  In the opinion
of management, all adjustments (consisting of normal recurring
accruals) considered necessary for a fair presentation have been
included.  Operating results for the three months and nine months
ended April 30, 2000, are not necessarily indicative of the results
that may be expected for the year ending July 31, 2000.
For further information, refer to the financial statements and
notes thereto included in the Registrant's annual report on Form
10-K for the year ended July 31, 1999.

NOTE B - NET CAPITAL REQUIREMENT

As a registered broker/dealer and member of the New York Stock
Exchange, the registrant's brokerage subsidiary, Morgan Keegan
& Company, Inc. (M.K. & Co.) is subject to the Securities
and Exchange Commission's (SEC) uniform net capital rule.
The broker/dealer subsidiary has elected to operate under the
alternative method of the rule, which prohibits a broker/dealer
from engaging in any securities transactions when its net
capital is less than 2% of its aggregate debit balances, as
defined, arising from customer transactions.  The SEC may
also require a member firm to reduce its business and restrict
withdrawal of subordinated capital if its net capital is
less than 4% of aggregate debit balances, and may prohibit a
member firm from expanding its business and declaring cash
dividends if its net capital is less than 5% of aggregate debit
balances.  At April 30, 2000, M.K. & Co. had net capital
of $124,975,514 which was 17% of its aggregate debit
balances and $110,312,042 in excess of the 2% net capital
requirement.

NOTE C - INCOME TAXES

The principal reason for the difference between the
Registrant's effective tax rate and the federal statutory
rate is the non-taxable interest earned on municipal bonds.

<PAGE>
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

MORGAN KEEGAN, INC. and Subsidiaries


NOTE D - NET INCOME PER SHARE

The following table sets forth the computation of basic
and diluted earnings per share:

<TABLE>
<CAPTION>
                               Three Months Ended        Nine Months Ended
                                    April 30                 April 30
                                2000        1999         2000        1999

                                 (in thousands, except per share amounts)
<S>                           <C>         <C>          <C>        <C>
Numerator

  Net Income                  $14,891     $12,200      $35,153     $33,684

Denominator

  Denominator for basic
   earnings per share -
   weighted average shares     28,760      32,497       29,454      32,484


  Effect of dilutive
   securities - stock
   options                         43          88           51         101

  Denominator for diluted
   earnings per share -
   adjusted weighted
   average shares and
   assumed conversations       28,803      32,585       29,505      32,585

  Basic earnings per share    $  0.52     $  0.38      $  1.19     $  1.04
  Diluted earnings per
   share                      $  0.52     $  0.37      $  1.19     $  1.03


</TABLE>


NOTE E - OTHER ACCOUNTING PRONOUNCEMENTS

The Financial Accounting Standards Board issued in June 1998 its
new standard on derivatives - Statement No. 133, "Accounting for
Derivative Instruments and Hedging Activities" (Statement 133).
The new Statement resolves the inconsistencies that existed with
respect to derivatives accounting, and dramatically changes
the way many derivatives transactions and hedged items are
reported.  The Statement is effective for years beginning
after June 15, 2000.  The Registrant has not yet determined
the effect, if any, Statement 133 will have on the earnings
and financial condition of the Registrant.
<PAGE>
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

MORGAN KEEGAN, INC. and Subsidiaries


NOTE F - Business Segment Information


The Registrant provides financial services through five
business segments: Investment Advisory; Private Client;
Equity Capital Markets; Fixed Income Capital Markets;
and Other.  Segment results include all direct revenues
and expenses of the operating units in each segment
and allocations of indirect expenses based on specific
methodologies.

Investment Advisory provides investment advisory
services to Company-sponsored mutual funds and asset
management for institutional and individual clients.

Private Client distributes a wide range of financial
products through its branch distribution network,
including equity and fixed income securities,
proprietary and non-affiliated mutual funds and
annuities.  Net interest income for customers'
margin loan and credit account balances is included
in this segment.

Equity Capital Markets consists of the Registrant's
equity institutional sales and trading, syndicate,
and corporate finance activities.  Sales credits
associated with underwritten offerings are reported in
the Private Client segment when sold through retail
distribution channels and in the Equity Capital Markets
segment when sold through institutional distribution
channels.

Fixed Income Capital markets consists of the Registrant's
fixed income institutional sales and trading, syndicate,
and public finance activities.

Other businesses are principally the Registrant's
Athletic Resource Management business and unallocated
corporate revenues and expenses.

<PAGE>
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

MORGAN KEEGAN, INC. and Subsidiaries


NOTE F - Business Segment Information (continued)


Business segment financial results for the periods ending
April 30, 2000 and 1999 are as follows:

<TABLE>
<CAPTION>
                                Three Months Ended    Nine Months Ended
                                     April 30               April 30
                                  2000       1999        2000      1999

<S>                             <C>        <C>         <C>       <C>
Revenues:
  Private Client                $ 67,010   $ 56,428    $178,632  $146,458
  Fixed Income Capital Markets    37,119     39,982     110,083   116,524
  Equity Capital Markets          21,993      9,263      47,191    29,842
  Investment Advisory              9,430      7,372      25,408    19,090
  Other                            6,256      1,483       9,898     6,196
   Total                        $141,808   $114,528    $371,212  $318,110


Income before income taxes:
  Private Client                $ 12,834   $ 11,178    $ 28,889  $ 29,551
  Fixed Income Capital Markets     4,591      5,312      13,170    16,753
  Equity Capital Markets           4,438      1,975       9,322     5,284
  Investment Advisory              1,821      1,070       3,964     2,678
  Other                              407        165       1,108       718
   Total                        $ 24,091   $ 19,700    $ 56,453  $ 54,984


</TABLE>

Segment data includes charges allocated to each segment.
Intersegment revenues and charges are eliminated between
segments.  The Registrant evaluates the performance of
its segments and allocates resources to them based on return
on investment.

The Registrant has not disclosed asset information by
segment as the information is not produced internally.
All long-lived assets are located in the U.S.

The Registrant's business is predominantly in the U.S.,
with less than 1% of revenues and net income from
international operations.



<PAGE>
Part I.  FINANCIAL INFORMATION
Item 2.
MANAGEMENT'S DISCUSSION & ANALYSIS
  OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

MORGAN KEEGAN, INC. and Subsidiaries

Morgan Keegan, Inc. (The Registrant) operates a full
service regional brokerage business through its principal
subsidiary, Morgan Keegan & Company, Inc. (M.K. & Co.).
M.K. & Co. is involved in the highly competitive business
of origination, underwriting, distribution, trading and
brokerage of fixed income and equity securities and also
provides investment advisory services. While M.K.
& Co. regularly participates in the trading of some derivative
securities for its customers, this trading is not a major
portion of M.K. & Co.'s business.  M.K. & Co. typically
does not underwrite high yield securities, and normally
is not involved in bridge loan financings or any
other ventures that management believes may not be
appropriate for its strategic approach.  Many highly
volatile factors affect revenues, including general
market conditions, interest rates, investor sentiment and
world affairs, all of which are outside the Registrant's
control.  However, certain expenses are relatively fixed.
As a result, net earnings can vary significantly from
quarter to quarter, regardless of management's efforts
to enhance revenues and control costs.

Results of Operations

The Registrant recognized record-level revenues, net
income and earnings per share for the quarter ended
April 30, 2000.  Revenues totaled $141,808,000 for the
quarter surpassing the previous record of $126,369,000
set in the second quarter of the current year.  Current
quarter revenues exceeded the same period of the
previous year by $27,280,000, an increase of 24%, when
revenues totaled $114,528,000.  The largest components
of this increase were in commission revenues (40% increase)
and investment banking (82% increase).  Commission revenues
increased as a result of the increase in retail activity
for the quarter and investment banking revenues increased
primarily due to mergers and acquisitions fee based business.

Operating expenses were $117,717,000 for the quarter ended
April 30, 2000 versus $94,828,000 for the quarter ended
April 30, 1999.  The largest component of this increase
was employee compensation that increased 22% to $73,216,000.
This increase is in direct proportion to the noted increase
in revenues.

Net income for the quarter was $14,891,000 exceeding the
Registrant's previous net income record set in the second
quarter of fiscal 2000 when net income totaled $12,796,000.
Net income for the quarter ended April 30, 1999 totaled
$12,200,000.  Income per share was $0.52 and $0.38 for the
quarters ended April 30, 2000 and 1999, respectively.

Total revenue for the nine-months ended April 30, 2000 was
$371,212,000, or 17% higher than the same period of the
previous year, when revenues totaled $318,110,000.  The
largest components of this increase were commissions
(26% increase) and investment banking revenues (35% increase).
Changes in investor sentiment throughout the year, as noted
in the range of the Dow Jones Industrial Average (11,750 to
9,732), along with the Registrant's efforts to continue to
grow its retail business segment, gave rise to the noted
increase.

<PAGE>
MANAGEMENT'S DISCUSSION & ANALYSIS
  OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

MORGAN KEEGAN, INC. and Subsidiaries

Results of Operations (continued)

Operating expenses totaled $314,759,000 for the nine-months
ended April 30, 2000 compared to $263,126,000 for the
nine-months ended April 30, 1999.  The largest component
of this increase was for employee compensation that
increased 15% over the same period of the prior year.

Net income for the nine months ended April 30, 2000
totaled $35,153,000 versus $33,684,000 for the nine
months ended April 30, 1999.  Earnings per share
total $1.19 and $1.04 year-to-date through April
30, 2000 and 1999, respectively.


Liquidity and Capital Resources

High liquidity is reflected in the Registrant's statement
of financial condition with approximately 95% of its
assets consisting of cash or assets readily convertible
into cash.  Financing resources include the Registrant's
equity capital, commercial paper, short-term
borrowings, repurchase agreements and other payables.
For the nine months ended April 30, 2000 cash flows
provided by operating activities were $144,889,000
primarily due to a $114,140,000 increase in the
balance payable to customers.

Cash flows used for financing activities were $130,153,000
for the nine months ended April 30, 2000 compared to cash
flows provided by financing activities of $234,574,000 for
the nine months ended April 30, 1999.  The largest
components of this change include a $71,460,000 increase
in securities sold under agreement to resell and a
$47,772,000 decrease in securities sold under agreements
to repurchase compared to the balances at July 31, 1999.

Cash flows used for investing activities during the nine
months ended April 30, 2000 were $7,379,000. This investing
activity is a continuation of the Registrant's efforts
to upgrade and maintain the broker/dealer subsidiary's
branch network.

The Registrant continued its stock buy back program
with the shares purchased during the current fiscal year
totaling more than 4.1 million shares at a cost of
$68,220,000.  Management continued the stock buy
back throughout the quarter at slower rate than was
used in the first six months of the fiscal year
when 3.6 million shares were purchased.  Management
expects to continue to repurchase the stock at the
slower rate utilized during the third quarter whenever
it is economically feasible to do so.


<PAGE>
MANAGEMENT'S DISCUSSION & ANALYSIS
  OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

MORGAN KEEGAN, INC. and Subsidiaries

Forward Looking Statements

This Form 10-Q may contain or incorporate by reference
statements which may constitute "forward-looking statements"
within the meaning of Section 27A of the Securities Act of
1933, as amended and Section 21E of the Securities Exchange
Act of 1934, as amended.  Prospective investors are cautioned
that any such forward-looking statements are not guarantees
for future performance and involve risks and uncertainties,
and that actual results may differ materially from those
contemplated by such forward-looking statements.


<PAGE>
Part I.  FINANCIAL INFORMATION

Item 3.

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

MORGAN KEEGAN, INC. and Subsidiaries


Interest Rate Sensitivity

No significant changes have occurred since July 31, 1999
in the Registrant's exposure to market risk.  See
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations.



<PAGE>
PART II. OTHER INFORMATION
MORGAN KEEGAN, INC. and Subsidiaries

Item 1.  Legal proceedings

         Morgan Keegan & Company, Inc. is subject to
         various claims incidental to its securities business.
         While the ultimate resolution of pending litigation
         and claims cannot be predicted with certainty,
         based upon the information currently known,
         management is of the opinion that it has
         meritorious defenses and has instructed
         its counsel to vigorously defend such lawsuits
         and claims, and that liability, if any, resulting
         from all litigation will have no material adverse
         effect on the Registrant's consolidated
         financial condition or results
         of operations.

Item 2.  Changes 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

         a.  Exhibits

             Exhibit 27 - Financial Data Schedule

         b.  Reports on Form 8-K

             No reports were filed during the quarter on Form 8-K.




<PAGE>
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, thereunto
duly authorized.

                                        Morgan Keegan, Inc.
                                           Registrant



                                  BY   /s/ Joseph C. Weller
                                             Joseph C. Weller
                                             EVP, CFO, Sec.-Treas.


Date:       June 13, 2000

</PAGE>
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