FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C.  20549



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

   For the Quarterly Period Ended September 30, 1999

OR

[ ]	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
[S]
For the transition period from ____ to ____
[S]
Commission File Number 1-7411
[S]
 	        ALLCITY INSURANCE COMPANY
		 (Exact name of registrant as specified in its charter)
[S]
       New York                                        13-2530665
(State or other jurisdiction of                      (I.R.S. Employer
 Incorporation or organization)                       Identification No.)

335 Adams Street, Brooklyn, N.Y                        11201-3731
(Address of principal executive offices)               (Zip Code)

Registrant's telephone number, including area code: (718)422-4000


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 [ ]

On November 8, 1999, there were 7,078,625 shares of Common Stock
outstanding.








<PAGE>
<TABLE>
ALLCITY INSURANCE COMPANY
<S>
INDEX

<C>                                                                           <C>
PART I	Financial Information								PAGE

Item 1.  Interim Consolidated Financial Statements (Unaudited)

Consolidated Balance Sheets - September 30, 1999
and December 31, 1998                                                             1

Consolidated Statements of Operations - Nine months ended
September 30, 1999 and September 30, 1998                                         2

Consolidated Statements of Operations - Three months ended
September 30, 1999 and September 30, 1998                                         3

Consolidated Statements of Cash Flows - Nine months
ended September 30, 1999 and September 30, 1998                                   4

Consolidated Statements of Changes in Shareholders' Equity  -
Nine months ended September 30, 1999 and September 30, 1998                       5

Notes to Interim Consolidated Financial Statements                              6-7

Item 2.  Management's Discussion and Analysis of Financial
         Condition and Interim Results of Operations                           8-13

PART II  Other Information

Item 6.  Exhibits and Reports on Form 8-K                                        14

Signature Page                                                                   15

</TABLE>










<PAGE>

<TABLE>
CONSOLIDATED BALANCE SHEETS
<S>
ALLCITY INSURANCE COMPANY AND SUBSIDIARY
(In thousands, except share and par value amounts)
<CAPTION>
<S>
                                                       September 30,        December 31,
                                                           1999                 1998
                                                        (Unaudited)
                                                         <C>                   <C>
<S>
ASSETS
  Investments:
    Available for sale at fair value
    (amortized cost of $160,058 in 1999
     and $181,214 in 1998)                               $157,762             $181,905
    Held to maturity at amortized cost
    (fair value of $483 in 1999 and $498
     in 1998)                                                 496	                 502
    Short-term                                              7,347               20,186
    Other invested assets                                  33,207               31,446
                           TOTAL INVESTMENTS              198,812              234,039

  Cash                                                      1,169                  390
  Agents' balances, less allowance for
    doubtful accounts ($1,895 in 1999 and
    $1,817 in 1998)                                         6,178               10,015
  Accrued investment income                                 1,666                3,662
  Reinsurance balances receivable                         255,917              295,994
  Prepaid reinsurance premiums                             24,976               37,691
  Deferred policy acquisition costs                         3,890                5,365
  Deferred income taxes                                    12,093               11,101
  Due from affiliates                                       9,512                3,010
  Other assets                                              5,305                4,437

                           TOTAL ASSETS                  $519,518             $605,704
LIABILITIES
  Unpaid losses                                          $327,448             $382,109
  Unpaid loss adjustments expenses                         43,126               52,123
  Unearned premiums                                        44,428               63,972
  Drafts payable                                            2,573                3,912
  Unearned service fee income                               1,344                2,240
  Reserve for servicing carrier claim exp                   1,082                1,730
  Reinsurance balances payable                              2,159                  885
  Other liabilities                                         6,045                5,233
  Surplus note                                             15,707               15,300
                           TOTAL LIABILITIES              443,912              527,504
SHAREHOLDERS' EQUITY
  Common stock, $1.00 par value; 7,368,420
    shares authorized; 7,078,625 shares
    issued and outstanding in 1999 and 1998                 7,079                7,079
  Additional paid-in-capital                                9,331                9,331
  Accumulated other comprehensive (loss)/income,
    net of deferred taxes of $(804) and $242
    in 1999 and 1998, respectively                         (1,492)                 449
  Retained earnings                                        60,688               61,341
                 TOTAL SHAREHOLDERS' EQUITY                75,606               78,200
  TOTAL LIABILITIES AND SHAREHOLDERS'EQUITY              $519,518             $605,704
<S>
See Notes to Interim Consolidated Financial Statements
<S>
</TABLE>
<PAGE>
<TABLE>
CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)
<S>
ALLCITY INSURANCE COMPANY AND SUBSIDIARY
(In thousands, except share and per share amounts)
<CAPTION>
<S>
                                                                 Nine Months Ended
                                                                   September 30,
                                                             1999                 1998
                                                          <C>                  <C>
<S>
REVENUES
   Net earned premiums                                    $34,474              $52,403
   Net investment income                                    9,336               11,765
   Service fee income                                       1,649                2,623
   Net realized securities (losses)/ gains                 (1,339)                 955
   Other income                                               305                  449
                                                           44,425               68,195
LOSSES AND EXPENSES
   Losses                                                  25,025               46,720
   Loss adjustment expenses                                 6,575                5,512
   Other underwriting expenses less deferrals
     of $6,083 in 1999 and $9,624 in 1998                   6,915                6,294
   Amortization of deferred policy
     acquisition costs                                      7,558               10,374
   Interest on surplus note                                   407                  446
                                                           46,480               69,346

LOSS BEFORE FEDERAL INCOME TAXES                           (2,055)              (1,151)

FEDERAL INCOME TAXES
     Current tax benefit                                   (1,456)                (317)
     Deferred tax expense/(benefit)                            54                  (83)
                                                           (1,402)                (400)

                                   NET LOSS               $  (653)             $  (751)

Per share data, based on 7,078,625 average
  shares outstanding in 1999 and 1998:

            BASIC AND FULLY DILUTED
              LOSS PER SHARE                              $ (0.09)             $ (0.11)

<S>












See Notes to Interim Consolidated Financial Statements.
</TABLE>

<PAGE>
<TABLE>
CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)
<S>
ALLCITY INSURANCE COMPANY AND SUBSIDIARY
(In thousands, except share and per share amounts)
<CAPTION>
                                                               Three Months Ended
                                                                  September 30,
                                                             1999                 1998
                                                          <C>                  <C>
<S>
REVENUES
   Net earned premiums                                    $ 9,496              $16,245
   Net investment income                                    3,157                4,078
   Service fee income                                         483                  902
   Net realized securities (losses)/ gains                   (867)                 631
   Other income                                                84                  142
                                                           12,353               21,998
LOSSES AND EXPENSES
   Losses                                                   7,339               14,393
   Loss adjustment expenses                                 2,111                1,630
   Other underwriting expenses less deferrals
     of $1,494 in 1999 and $2,767 in 1998                   2,221                2,455
   Amortization of deferred policy
      acquisition costs                                     2,079                3,382
   Interest on surplus note                                   136                  149
                                                           13,886               22,009

LOSS BEFORE FEDERAL INCOME TAXES                           (1,533)                 (11)

FEDERAL INCOME TAXES
     Current tax benefit                                   (1,516)                  60
     Deferred tax expense                                     297                  (61)
                                                           (1,219)                  (1)
                                   NET LOSS               $  (314)             $   (10)

Per share data, based on 7,078,625 average
  shares outstanding in 1999 and 1998:

            BASIC AND FULLY DILUTED
            LOSS PER SHARE                                $ (0.04)             $ (0.01)
<S>
See Notes to Interim Consolidated Financial Statements.
</TABLE>
[S]







<PAGE>
<TABLE>


CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)
<S>
ALLCITY INSURANCE COMPANY AND SUBSIDIARY
(In thousands)
<CAPTION>
                                                                 Nine Months Ended
                                                                   September 30,
                                                             1999             1998
                                                         <C>                 <C>
<S>
NET CASH FLOWS FROM OPERATING ACTIVITIES
   Net loss                                              $   (653)           $    (751)
     Adjustment to reconcile net loss to net
       cash used for operations:
       Deferred income taxes expense/(benefit)                 54                  (83)
       Amortization of deferred policy acquisition
        costs                                               7,558               10,374
       Provision for doubtful accounts                         78                   (4)
       Net realized securities losses/(gains)               1,339                 (955)
       Policy acquisition costs incurred and
         deferred                                          (6,083)              (9,624)
       Net changes in:
         Agents' balances                                   3,759                  394
         Reinsurance balances receivable                   40,077              (11,356)
         Prepaid reinsurance premiums                      12,715               10,888
         Unpaid losses and loss adjustment
           expenses                                       (63,656)               4,201
         Unearned premiums                                (19,545)             (15,214)
         Drafts payable                                    (1,339)              (1,046)
         Due to/from affiliates                            (6,502)             (18,135)
         Unearned service fees                               (896)              (2,123)
         Reserve for servicing carrier claim
           expenses                                          (649)              (1,396)
         Reinsurance balances payable                       1,274               (1,274)
         Other                                              3,396               (1,352)

NET CASH USED FOR OPERATING ACTIVITIES                    (29,073)             (37,456)
<S>
NET CASH FLOWS FROM INVESTING ACTIVITIES
   Available for sale:
      Acquisition of fixed maturities                    (165,798)             (98,543)
      Proceeds from sale of fixed maturities              170,079              161,924
      Proceeds from maturities of fixed maturities         14,493               12,494
   Net change in other invested assets                     (1,761)             (31,310)
   Net change in short-term investments                    12,839               (7,864)
<S>
NET CASH PROVIDED BY INVESTING ACTIVITIES                  29,852               36,701
NET INCREASE/(DECREASE) IN CASH                               779                 (755)

      Cash, at beginning of period                            390                2,863
      Cash, at the end of period                         $  1,169             $  2,108


<S>
See Notes to Interim Consolidated Financial Statements.
</TABLE>
<PAGE>
<TABLE>


CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY (Unaudited)
<S>
ALLCITY INSURANCE COMPANY AND SUBSIDIARY
(In thousands, except par value amounts)
<CAPTION>
                                                              Accumulated
                                     Common                      Other
                                      Stock     Additional   Comprehensive
                                     $1 Par      Paid-in        Income/         Retained
                                      Value      Capital        (Loss)          Earnings        Total
                                     <C>          <C>         <C>                <C>          <C>
<S>
Balance, January 1, 1998             $7,079       $9,331      $   917            $60,837      $78,164
Comprehensive income:
  Net loss                                                                          (751)        (751)
  Other comprehensive income:
     Net change in unrealized
      gains on investments
      (net of deferred tax of $2,602)                           4,833                           4,833
     Less: reclassification of
      net securities gains
      included in net loss
      (net of tax of $334)                                       (621)                           (621)
<S>
  Comprehensive income                                                                          3,461
<S>
Balance, September 30, 1998          $7,079       $9,331      $ 5,129            $60,086      $81,625
<S>
Balance, January 1, 1999             $7,079       $9,331      $   449            $61,341      $78,200
<S>
Comprehensive loss:
  Net loss                                                                          (653)        (653)
  Other comprehensive loss:
     Net change in unrealized
      gains/(losses) on investments
      (net of deferred tax benefit
       of $1,331)                                              (2,473)                         (2,473)
     Less: reclassification of
      net securities losses
      included in net loss
      (net of tax benefit of $286)                                532                             532
  Comprehensive loss                                                                           (2,594)
Balance, September 30, 1999          $7,079       $9,331      $(1,492)           $60,688      $75,606

<S>
See Notes to Interim Consolidated Financial Statements.
<S>
</TABLE>
<PAGE>
<TABLE>



ALLCITY INSURANCE COMPANY AND SUBSIDIARY
<S>
NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS
<S>
1.	The unaudited interim consolidated financial statements, which reflect
all adjustments (consisting only of normal recurring items) that management
believes necessary to fairly present interim results of operations, should
be read in conjunction with the Notes to Consolidated Financial Statements
(including the Summary of Significant Accounting Policies) included in the
Company's audited consolidated financial statements for the year ended
December 31, 1998, which are included in the Company's Annual Report filed
on Form 10-K for such year (the "1998 10-K").  Results of operations for
interim periods are not necessarily indicative of annual results of
operations.  The consolidated balance sheet at December 31, 1998 was
extracted from the audited annual financial statements and does not include
all disclosures required by generally accepted accounting principles for
annual financial statements.

2.	Certain amounts for prior periods have been reclassified to conform
with the 1999 presentation.

3.	In 1998, the Company adopted Statement of Financial Accounting Standards
No. 131, "Disclosures about Segments of an Enterprise and Related
Information", ("SFAS No. 131").  At the time the Company adopted SFAS No.
131, the Company had identified three reportable segments: 1) automobile
lines; 2) commercial lines; and 3) miscellaneous and personal lines.
Beginning in 1999, the Company's business was reorganized into three
segments: 1) Personal Lines and Residual Markets;  2) Mid-Market; and 3)
Small Business. Each of these segments has separate management teams
responsible for all marketing, sales and underwriting decisions within their
units.  The reorganization is designed to provide a greater degree of
accountability for underwriting results and to create a closer relationship
with agents and customers of the Company.  The Personal Lines and Residual
Market segment will primarily concentrate on personal automobile and
homeowners insurance; the Mid-Market segment will focus on commercial auto,
commercial package and workers' compensation insurance for larger accounts;
and the Small Business segment will primarily focus on commercial package
products for small businesses. Further segment information is provided in
Note 4 in this Report.
<S>
<PAGE>
In January 1998, the Accounting Standards Executive Committee of the
American Institute of Certified Public Accountants issued Statement of
Position 97-3, "Accounting by Insurance and Other Enterprises for Insurance-
Related Assessments" ("SOP 97-3"), which is effective for fiscal years
beginning after December 15, 1998, and provides guidance for determining
when an insurance company should recognize a liability for guaranty-fund and
other insurance related assessments and how to measure that liability.  In
1999, the Company adopted SOP 97-3; the financial position and operating
results of the Company have not been materially affected.

4. 	Selected information concerning the Company's segments, as restated (see
Note 3 above) for the three and nine month periods ended September 30, 1999
and 1998 is as follows (in thousands):
<CAPTION>

                                   Three Months Ended         Nine Months Ended
                                      September 30,             September 30,
                                    1999        1998           1999       1998
                                 <C>         <C>            <C>        <C>
Net Earned Premiums
   Personal Lines &
     Residual Markets            $ 5,048     $ 9,713        $18,510    $31,093
   Mid-Market                      2,944       4,853         10,933     16,336
   Small Business                  1,504       1,679          5,031      4,974
Total Net Earned Premiums        $ 9,496     $16,245        $34,474    $52,403


Losses
   Personal Lines &
     Residual Markets            $ 3,967     $ 6,470        $13,522    $24,585
   Mid-Market                      2,596       6,715          8,838     18,528
   Small Business                    776       1,208          2,665      3,607
Total Losses                     $ 7,339     $14,393        $25,025    $46,720


Loss Adjustment Expenses
   Personal Lines &
     Residual Markets            $ 1,159     $ 1,223        $ 3,608    $ 4,137
   Mid-Market                        746         254          2,325        858
   Small Business                    206         153            642        517
Total Loss Adjustment
  Expenses                       $ 2,111     $ 1,630        $ 6,575    $ 5,512

</TABLE>

<PAGE>








Item 2.:
[S]
Management's Discussion and Analysis of Financial Condition and Interim Results
of Operations

    The following should be read in conjunction with the Management's
Discussion and Analysis of Financial Condition and Results of Operations
included in the 1998 10-K.


LIQUIDITY AND CAPITAL RESOURCES

    During each of the nine month periods ended September 30, 1999 and 1998 the
Company operated at a net loss.  For the nine month periods ended September 30,
1999 and 1998, net cash was used for operations principally due to decreased
premium writings from tighter underwriting standards, reunderwriting,
competition, and a decline in the number of assigned risk automobile contracts
under which the Company acquires assigned risk business from other insurance
companies combined with a depopulation of the related assigned risk pools.  For
the periods ended September 30,  1999 and 1998, cash required to fund
operations was provided primarily from the maturity of investments available
for sale and short-term investments as well as the sale of fixed maturity
securities.

At September 30, 1999 and 1998, the yield on the Company's fixed maturities
portfolio was 5.84% and 6.09%, respectively,  with an average maturity of 2.6
years and 3.5 years, respectively.  At September 30, 1999, a significant
portion of the Company's investment portfolio is invested in U.S. Government
and its agencies and other investment grade corporate and industrial issues.

The Company maintains cash, short-term and readily marketable securities and
anticipates that the cash flow generated from investment income and the
maturities and sales of short-term investments and fixed maturities will be
sufficient to satisfy its anticipated cash needs.  The Company does not
presently anticipate paying dividends in the near future and believes it has
sufficient capital to meet its currently anticipated level of operations.





<PAGE>
RESULTS OF OPERATIONS-NINE AND THREE MONTHS ENDED SEPTEMBER 30, 1999 COMPARED
TO THE NINE AND THREE MONTHS ENDED SEPTEMBER 30, 1998.
[S]
  Net earned premium revenues were $34,474,000 and $52,403,000 for the nine
month periods ended September 30, 1999 and 1998, respectively, and $9,496,000
and $16,245,000 for the three month periods ended September 30, 1999 and 1998,
respectively.  Net earned premiums declined in all lines of business, the most
significant reductions were in assigned risk automobile and voluntary private
passenger automobile lines.  Starting in 1998, the Company began to issue fewer
assigned risk automobile policies, both as a result of losing contracts for
this business to competitors and, with respect to those contracts entered into
with other insurance companies, as a result of a general depopulation of the
underlying assigned risk automobile pools.  The Company's underwriting results
in this line of business have also been poor in recent years.  As a result of
its reduced volume in this line of business and poor operating results, the
Company will no longer seek to enter into new assigned risk contracts with
other insurance companies.  The Company is currently evaluating the possible
disposition of its remaining assigned risk premium obligations.   Net written
and earned premiums for the assigned risk automobile business were
approximately $2,190,000 and $4,560,000, respectively, for the nine month
period ended September 30, 1999 and approximately $503,000 and $1,131,000 for
the three month period ended September 30,  1999.

  The decline in voluntary private passenger automobile premiums results from
the Company's tighter underwriting standards and increased competition. The
Company expects that this trend will continue as it reunderwrites private
passenger automobile policies at their renewal date, which in many cases may
result in the insured not renewing the policy to avoid premium increases.
Additionally, the Company discontinued accepting new voluntary private
passenger automobile policies from certain agents who have historically had
poor underwriting results.  Net earned premiums for the voluntary private
passenger business were approximately $7,790,000 and $13,875,000 for the nine
month periods ended September 30,  1999 and 1998, respectively, and
approximately $2,109,000 and $4,432,000 for the three month periods ended
September 30,  1999 and 1998, respectively.

  The Company has experienced declines in written and earned premiums in all
other lines of business, due to reunderwriting its book of business in
selected lines, the termination of a number of agency relationships due to

<PAGE>

poor underwriting results and competition.  Over the past year the Company
has invested its resources to enhance and market its products, to upgrade
the quality of customer service and to provide its agents with the ability to
process applications, receive price quotes and obtain other policy and claim
information via the Internet.  While the Company expects these efforts will
continue and be successful,  no assurances can be given that the Company
will be able to profitably grow its premium volume in the future.

  Net investment income was $9,336,000 and $11,765,000 for the nine month
periods ended September 30, 1999 and 1998, respectively, and $3,157,000 and
$4,078,000 for the three month periods ended September 30, 1999 and 1998,
respectively.  The decline in both periods was principally the result of a
lower overall invested asset base principally due to lower premium volume,
and lower current period yields due to current market conditions.

  Service fee income was $1,649,000 and $2,623,000 for the nine month periods
ended September 30, 1999 and 1998, respectively, and $483,000 and $902,000
for the three month periods ended September 30, 1999 and 1998, respectively.
The decreases in both periods are largely the result of the decline in the
Company's assigned risk premium discussed above.

  Losses incurred were $25,025,000 and $46,720,000 for the nine month periods
ended September 30, 1999 and 1998, respectively, and $7,339,000 and
$14,393,000 for the three month periods ended September 30, 1999 and 1998,
respectively.  These decreases are primarily the result of lower earned
premium volume in the current year, increased reserve strengthening recorded
in 1998 for prior accident years and lower current accident year loss ratios
resulting from product mix and improved underwriting.

  Other underwriting expenses and the amortization of deferred policy
acquisition costs were $14,473,000 and $16,668,000 for the nine month periods
ended September 30, 1999 and 1998, respectively, and $4,300,000 and
$5,837,000 for the three month periods ended September 30, 1999 and 1998,
respectively.  The net decrease in both periods primarily relates to the
decline in premium revenue coupled with a reduction in operating expenses.
While the Company has reduced expenses during the current year,  they have
not been reduced at the same rate as the decline in premium volume, due in
part to expenditures related to the installation of new information systems
and providing Internet access to agents.  During the fourth quarter, the

<PAGE>

Company will implement further expense reductions in all areas of the Company
in order to improve its underwriting results.  However, the expense reductions
alone are not expected to result in underwriting profits, and any further
erosion in premium volume would necessitate further expense reductions in
the future.

Year 2000 and Information Technology Systems

  The Company continues to evaluate its information technology systems to
determine the potential impact of the year 2000.  The year 2000 issue is the
result of computer programs being written using two digits (rather than four)
to define the applicable year.  Any programs that have time-sensitive software
may recognize a date using "00" as the year 1900 rather than the year 2000,
which could result in miscalculations or system failures.  As a result, before
the end of 1999, computer hardware and software may need to be upgraded with
new hardware and software which can distinguish 21st century dates from 20th
century dates.

  As more fully described in the 1998 10-K, since 1996, the Company has been
evaluating its year 2000 readiness.  At that time,  the Company began to
evaluate its information technology systems and their ability to support
future business needs.  This led to a decision to acquire new policy
management and accounting systems.  These systems provide enhanced
functionality and improved processing for underwriting, claims, billing,
collection, reinsurance, reporting and accounting and are designed to be year
2000 compliant.  The Company's policy management system has been successfully
migrated into production for all new and renewal business.  The Company's
accounting system was also successfully migrated into production during the
first quarter of 1999.

  During September and October 1999, a substantial portion of the Company's
non-compliant historical claims system was converted to its new year 2000
compliant policy management system.  The Company will convert the remaining
information to its new policy management system during the fourth quarter of
1999.  If the remaining portion of the conversion is not successful, the
Company will maintain the necessary information in a simplified database file
and in hard copy.

  The Company formed a year 2000 readiness team to further increase the
Company's  state of readiness.  The team, which  meets regularly, is

<PAGE>

evaluating contingency plans to address any actual failures that may occur
thereby minimizing any outages in operational functions.  The Company expects
to finalize these plans during the fourth  quarter of 1999.

  The Company has made inquiries of third parties with whom it has material
relationships as to the year 2000 compliance of such third parties.  Many of
such parties have reported  plans to be fully compliant by the end of 1999
and most  had  reported  substantial  progress  at the end  of 1998.  However,
at this time the Company cannot predict the effect of the year 2000 issue on
its material third parties or  the impact any deficiency in the year 2000
readiness of such parties could have on the Company.

  Through September 30, 1999, expenses incurred by the Company in connection
with the year 2000 issue (excluding expenses related to the Company's
acquisition of new systems, which was not motivated by year 2000 concerns) did
not exceed $100,000.  Based upon current information, the Company does not
expect that the year 2000 issue will have a material effect on its
consolidated financial position or consolidated results of operations.

Cautionary Statement for Forward-Looking Information

  Statements included in this Management's Discussion and Analysis of
Financial Condition and Results of Interim Operations may contain forward-
looking statements.  Such forward-looking statements are made pursuant to the
safe-harbor provisions of the Private Securities Litigation Reform Act of
1995.  Such statements may relate, but are not limited, to projections of
revenues, income or loss, capital expenditures, fluctuations in insurance
reserves, plans for growth and future operations (including year 2000
compatibility), competition and regulation as well  as assumptions relating
to the foregoing.  Forward-looking statements are inherently subject to risks
and uncertainties, many of which cannot be predicted or quantified.  When used
in this Management's Discussion and Analysis of Financial Condition and
Results of Interim Operations, the words "estimates", "expects", "anticipates",
"believes", "plans", "intends" and variations of such words and similar
expressions are intended to identify forward-looking statements that involve
risks and uncertainties.  Future events and actual results could differ
materially from those set forth in, contemplated by or underlying the forward-
looking statements.  The factors that could cause actual results to differ

<PAGE>

materially from those suggested by any such statements include, but are not
limited to, those discussed or identified from time to time in the Company's
public filings, including general economic and market conditions, changes in
domestic laws, regulations and taxes, changes in competition and pricing
environments, regional or general changes in asset valuation, the occurrence
of significant natural disasters, the inability to reinsure certain risks
economically, the adequacy of loss reserves, prevailing interest rate levels,
weather related conditions that may affect the Company's operations, the
difficulty in identifying hardware and software that may not be year 2000
compliant, the lack of success of third parties to adequately address the year
2000 issue, vendor delays and technical difficulties affecting the Company's
ability to upgrade or replace its hardware and/or software for year 2000
compliance, and changes in composition of the Company's assets and liabilities
through acquisitions or divestitures.  Undue reliance should not be placed on
these forward-looking statements, which are applicable only as of the date
hereof.  The Company undertakes no obligation to revise or update these
forward-looking statements to reflect events or circumstances that arise after
the date of this Management's Discussion and Analysis of Financial Condition
and Results of Interim Operations or to reflect the occurrence of
unanticipated events.


<PAGE>
[S]
                       Part II - Other Information
[S]
Item 6.	Exhibits and Reports on Form 8-K
[S]
            a) Exhibits
               The following exhibit is filed herewith:
               Exhibit Number         Description of Document
                       27             Financial Data Schedule
[S]
            b) Report on Form 8-K
               There were no reports on Form 8-K filed for the three and nine
               month periods ended September 30, 1999.


<PAGE>

                                   SIGNATURE
[S]
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.
[S]

                                   ALLCITY INSURANCE COMPANY
                                                  Registrant


Date: November 12, 1999            By: /s/Francis M. Colalucci
                                       Francis M. Colalucci
                                       Executive Vice President, CFO and
                                       Treasurer
                                       (Principal Financial and Accounting
                                        Officer)







<PAGE>