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

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

        For the Quarterly Period Ended:  MARCH 31, 1999
                                         --------------
                  Commission File Number: 0-10306
                                          -------

                    INDEPENDENCE HOLDING COMPANY
-----------------------------------------------------------------------
         (Exact name of registrant as specified in its charter)
                                     
                                     
              DELAWARE                            58-1407235
--------------------------------     ----------------------------------
      (State of Incorporation)      (I.R.S. Employer Identification No.)


         96 CUMMINGS POINT ROAD, STAMFORD, CONNECTICUT             06902
------------------------------------------------------------------------
          (Address of principal executive offices)             (Zip Code)

    Registrant's telephone number, including area code: (203)358-8000
                                     
                           NOT APPLICABLE
-----------------------------------------------------------------------
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 the past 90 days. Yes X.  No .
                                                              -     -
           7,311,800 SHARES OF COMMON STOCK, $1.00 PAR VALUE
-----------------------------------------------------------------------
                Common stock outstanding as of May 10, 1999

<PAGE>
          INDEPENDENCE HOLDING COMPANY AND SUBSIDIARIES

                              INDEX
                                     


PART I - FINANCIAL INFORMATION                      PAGE NO.
------------------------------                      --------
 Consolidated Balance Sheets -
  March 31, 1999(unaudited)and December 31, 1998..       3

 Consolidated Statements of Operations -
  Three Months Ended March 31, 1999
  and 1998(unaudited).............................       4

 Consolidated Statements of Cash Flows -
  Three Months Ended March 31, 1999
  and 1998(unaudited).............................       5

 Notes to Consolidated Financial Statements
 (unaudited)......................................   6 - 9

 Management's Discussion and Analysis of Results
  of Operations and Financial Condition...........  10 - 16

PART II - OTHER INFORMATION
---------------------------
 Item 6 - Exhibits and Reports on Form 8-K........       17

 Signatures.......................................       18

                             2

<PAGE>
INDEPENDENCE HOLDING COMPANY AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS                   MARCH 31,   DECEMBER 31,
                                                1999          1998
----------------------------------------------------------------------
ASSETS:                                      (UNAUDITED)
 Cash and cash equivalents..................$  3,505,000  $  7,889,000
 Investments:
  Short-term investments....................  20,238,000    25,250,000
  Securities purchased under
   agreements to resell.....................  20,095,000    11,681,000
  Fixed maturities.......................... 217,836,000   220,030,000
  Equity securities.........................  14,535,000    17,004,000
  Other investments.........................  53,327,000    52,191,000
                                             -----------   -----------
     Total investments...................... 326,031,000   326,156,000
 Deferred policy acquisition costs..........  14,824,000    14,247,000
 Due and unpaid premiums....................  14,693,000    10,313,000
 Due from reinsurers........................ 138,372,000   128,425,000
 Notes and other receivables................   5,855,000     3,844,000
 Other assets...............................  10,476,000     9,438,000
                                             -----------   -----------
     TOTAL ASSETS...........................$513,756,000  $500,312,000
                                             ===========   ===========
LIABILITIES AND STOCKHOLDERS' EQUITY:
 LIABILITIES:
 Future policy liabilities..................$230,945,000  $217,920,000
 Unearned premiums..........................  21,523,000    21,029,000
 Funds on deposit...........................  79,374,000    80,792,000
 Insurance policy claims....................   5,875,000     5,380,000
 Other policyholders' funds.................   3,606,000     3,370,000
 Financial instruments sold, but
  not yet purchased.........................       -           458,000
 Due to brokers.............................  19,390,000    18,933,000
 Due to reinsurers..........................  16,575,000    14,320,000
 Accounts payable, accruals and
  other liabilities.........................  21,010,000    21,235,000
 Income taxes...............................   6,288,000     7,348,000
                                             -----------   -----------
     TOTAL LIABILITIES...................... 404,586,000   390,785,000
                                             -----------   -----------
STOCKHOLDERS' EQUITY:
 Preferred stock (none issued)..............       -             -
 Common stock, 7,337,800 and 7,367,000
  shares issued and outstanding, net
  of 2,278,719  and 2,249,019 shares in
  treasury, respectively....................   7,338,000     7,367,000
 Paid-in capital............................  82,850,000    83,191,000
 Accumulated other comprehensive income:
  Unrealized gains on investments, net......     213,000     2,643,000
 Retained earnings .........................  18,769,000    16,326,000
                                             -----------   -----------
     TOTAL STOCKHOLDERS' EQUITY............. 109,170,000   109,527,000
                                             -----------   -----------
     TOTAL LIABILITIES AND
      STOCKHOLDERS' EQUITY..................$513,756,000  $500,312,000
                                             ===========   ===========

     See Accompanying Notes to Consolidated Financial Statements.
                             3

<PAGE>
INDEPENDENCE HOLDING COMPANY AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
THREE MONTHS ENDED MARCH 31,              1999           1998
----------------------------------------------------------------------
REVENUES:
 Premiums earned.....................$ 20,210,000   $ 21,059,000
 Net investment income...............   5,650,000      5,921,000
 Net realized and unrealized gains...     432,000        213,000
 Equity loss.........................      (8,000)       (67,000)
 Other income........................   2,210,000      1,152,000
                                       ----------     ----------
                                       28,494,000     28,278,000
                                       ----------     ----------
EXPENSES:
 Insurance benefits, claims and
  reserves...........................  14,606,000     16,387,000
 Amortization of deferred
  acquisition costs..................   1,257,000      1,192,000
 Selling, general and administrative
  expenses...........................   8,889,000      7,605,000
                                       ----------     ----------
                                       24,752,000     25,184,000
                                       ----------     ----------
 Operating income before
  income taxes.......................   3,742,000      3,094,000
 Income tax expense..................   1,299,000        603,000
                                       ----------     ----------
NET INCOME...........................$  2,443,000   $  2,491,000
                                       ==========     ==========
BASIC INCOME PER COMMON SHARE........$        .33   $        .34
                                       ==========     ==========
WEIGHTED AVERAGE COMMON SHARES
 OUTSTANDING.........................   7,361,000      7,430,000
                                       ==========     ==========
DILUTED INCOME PER COMMON SHARE......$        .33   $        .33
                                       ==========     ==========
WEIGHTED AVERAGE DILUTED SHARES
 OUTSTANDING.........................   7,488,000      7,553,000
                                       ==========     ==========
                       
  See Accompanying Notes to Consolidated Financial Statements.

                             4
<PAGE>
INDEPENDENCE HOLDING COMPANY AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
THREE MONTHS ENDED MARCH 31,                   1999           1998
---------------------------------------------------------------------
CASH FLOWS FROM OPERATING ACTIVITIES:
 Net income............................... $ 2,443,000   $  2,491,000
 Adjustments to reconcile net income to
  net cash provided (used) by operating
  activities:
  Amortization of deferred policy
   acquisition costs......................   1,257,000      1,192,000
  Realized gains on sales of investments..    (591,000)       (18,000)
  Unrealized losses (gains) on trading
   securities.............................     159,000       (195,000)
  Equity loss.............................       8,000         67,000
  Depreciation............................     161,000        110,000
  Deferred tax expense....................     467,000        103,000
  Other...................................    (239,000)         4,000
 Changes in assets and liabilities:
  Net sales (purchases) of trading
   securities.............................     356,000       (171,000)
  Increase in future policy liabilities,
   claims and other policy liabilities....  13,101,000     10,367,000
  Additions to deferred policy
   acquisition costs......................  (1,209,000)      (560,000)
  Change in net amounts due from and to
   reinsurers.............................  (7,692,000)    (5,710,000)
  Change in income tax liability..........    (230,000)        61,000
  Change in due and unpaid premiums.......  (4,380,000)    (6,583,000)
  Other...................................  (1,292,000)    (3,570,000)
                                           -----------    -----------
      Net cash provided (used) by
       operating activities...............   2,319,000     (2,412,000)
                                           -----------    -----------
CASH FLOWS FROM INVESTING ACTIVITIES:
 Change in net amount due from and to
  brokers.................................     716,000    (23,637,000)
 Sales and maturities of short-term
  investments.............................  30,970,000     22,159,000
 Purchases of short-term investments...... (25,933,000)   (25,776,000)
 Net (purchases) sales of resale
  agreements..............................  (8,414,000)    13,928,000
 Sales and maturities of fixed maturities.  14,311,000     39,547,000
 Purchases of fixed maturities............ (15,474,000)   (39,998,000)
 Sales of equity securities...............  13,684,000      6,979,000
 Purchases of equity securities........... (12,380,000)   (12,767,000)
 Proceeds on sales of other investments...   3,534,000      3,807,000
 Additional investments in other
  investments, net of distributions.......  (4,677,000)    (4,073,000)
 Other....................................  (2,033,000)       499,000
                                           -----------    -----------
      Net cash used by investing
       activities.........................  (5,696,000)   (19,332,000)
                                           -----------    -----------
CASH FLOWS FROM FINANCING ACTIVITIES:
 Exercise of common stock options.........       5,000          6,000
 Payments of investment-type insurance
  contracts...............................    (268,000)      (268,000)
 Repurchase of common stock and warrants..    (376,000)         -
 Dividends paid...........................    (368,000)      (372,000)
                                           -----------    -----------
       Net cash used by financing
        activities........................  (1,007,000)      (634,000)
                                           -----------    -----------
 Decrease in cash and cash equivalents....  (4,384,000)   (22,378,000)
 Cash and cash equivalents, beginning
  of year.................................   7,889,000     23,028,000
                                           -----------    ----------- 
Cash and cash equivalents, end of period..$  3,505,000   $    650,000
                                           ===========    ===========
                  
       See Accompanying Notes to Consolidated Financial Statements.
                             5

<PAGE>
INDEPENDENCE HOLDING COMPANY AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
-----------------------------------------------------------------
NOTE 1.  SIGNIFICANT ACCOUNTING POLICIES AND PRACTICES

     (A)  BUSINESS AND ORGANIZATION

      Independence  Holding Company ("IHC") is a holding  company
engaged  principally  in the life and health  insurance  business
through  its  wholly-owned subsidiaries, Standard  Security  Life
Insurance Company of New York ("Standard Life"), Madison National
Life  Insurance Company, Inc. ("Madison Life") and First Standard
Security   Insurance   Company  ("First  Standard")   and   their
subsidiaries (collectively, the "Insurance Group").  IHC and  its
subsidiaries  (including  the Insurance Group)  are  collectively
referred to as the "Company".
     Geneve Corporation, a diversified financial holding company,
and  its  affiliated  entities hold approximately  56%  of  IHC's
outstanding common stock.

       (B)   PRINCIPLES  OF  CONSOLIDATION  AND  PREPARATION   OF
FINANCIAL STATEMENTS

      The consolidated financial statements have been prepared in
accordance with the requirements for quarterly reports on Form 10-
Q.   In  the  opinion of management, all adjustments  (consisting
only  of normal recurring accruals) that are necessary for a fair
presentation  of the consolidated results of operations  for  the
interim periods have been included.  The consolidated results  of
operations  for  the three months ended March 31,  1999  are  not
necessarily indicative of the results to be anticipated  for  the
entire  year.   The consolidated financial statements  should  be
read  in  conjunction with the consolidated financial  statements
and  the  notes included in IHC's Annual Report on Form 10-K  for
the  year  ended December 31, 1998. Certain amounts in the  prior
year's  consolidated financial statements and notes thereto  have
been restated to conform to the 1999 presentation.
      The  preparation of financial statements in conformity with
generally  accepted accounting principles requires management  to
make  estimates  and assumptions that affect:  (i)  the  reported
amounts  of  assets  and  liabilities;  (ii)  the  disclosure  of
contingent  assets and liabilities at the date of  the  financial
statements;  and  (iii)  the reported  amounts  of  revenues  and
expenses  during  the  reporting period.   Actual  results  could
differ from those estimates.



                             6




<PAGE>
INDEPENDENCE HOLDING COMPANY AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
-----------------------------------------------------------------
NOTE 2.  OTHER INVESTMENTS

      The  Company  had invested $18,870,000 and  $16,710,000  at
March  31,  1999  and  1998,  respectively,  in  Dolphin  Limited
Partnership-A ("DLP-A"), a limited partnership which  invests  in
relatively "market neutral" strategies, such as merger arbitrage,
convertible  arbitrage and distressed situations.  The  condensed
statements  of  operations for DLP-A for the three  months  ended
March 31, 1999 and 1998 are as follows:

                                             1999         1998
                                           --------------------
                                               (IN THOUSANDS)

Revenues..................................$  2,552     $  2,168
Net income................................$  1,862     $  1,501

IHC's share of
 net income...............................$    711     $    653

NOTE 3.  INCOME PER COMMON SHARE

      Included in the diluted earnings per share calculation  for
1999  and 1998, respectively, are 127,000 and 123,000 shares from
the  assumed exercise of options using the treasury stock method.
Net income does not change as a result of the assumed dilution of
options. Warrants to purchase 1,939,739 shares of common stock at
$16.37 per share were not included in the computation  of diluted
earnings per share because the warrants' strike price was greater
than  the  average market price of the common shares  during  the
first quarter of 1999 and 1998.

NOTE 4.  INCOME TAXES

      The  provision  for income taxes shown in the  consolidated
statements  of  operations was computed based  on  the  Company's
estimate of the effective tax rates expected to be applicable for
the  current  year,  including the expected  tax  impact  of  the
life/nonlife consolidation.

      The income tax expense for the three months ended March 31,
1999  allocated to stockholders' equity for unrealized  gains  on
investment  securities was $169,000, representing the  change  in
deferred  tax  liability of $1,297,000 at  March  31,  1999  from
$1,466,000 at December 31, 1998.

NOTE 5.  SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION

      Cash  payments for income taxes were $592,000 and  $439,000
for the three months ended March 31, 1999 and 1998, respectively.


                             7

<PAGE>
INDEPENDENCE HOLDING COMPANY AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
-----------------------------------------------------------------
NOTE 6.  COMPREHENSIVE INCOME

      The  Company adopted SFAS No. 130, "Reporting Comprehensive
Income,  effective  January 1, 1998.  SFAS  No.  130  establishes
standards  for the reporting and display of comprehensive  income
and  its  components.  The  components  of  comprehensive  income
include  net  income  and  certain  amounts  previously  reported
directly in equity.

      Comprehensive income for the three months ended  March  31,
1999 and 1998 is as follows:

                                               1999         1998
                                            --------------------  
                                               (IN THOUSANDS)

Net income.................................$  2,443     $  2,491
Unrealized (losses) gains, on
 securities, net of reclassification.......  (2,430)         184
                                            -------      -------
     Comprehensive income .................$     13     $  2,675
                                            =======      =======
NOTE 7.  NEW ACCOUNTING PRONOUNCEMENTS

      In  June  1998,  the Financial Accounting  Standards  Board
issued  SFAS No. 133, "Accounting for Derivative Instruments  and
Hedging  Activities."  The requirements  for  SFAS  No.  133  are
effective  for  financial statements for periods beginning  after
June 15, 1999.  The Company is currently evaluating the impact of
SFAS No. 133 but does not expect it to have a material impact  on
the Company.

NOTE 8.  SEGMENT REPORTING

      The  Insurance Group engages principally in  the  life  and
health  insurance business. Interest expense, taxes, and  general
expenses  associated with parent company activities are  included
in  Corporate.  Information by business  segment  for  the  three
months ended March 31, 1999 and 1998 is as follows:

                             8

<PAGE>
INDEPENDENCE HOLDING COMPANY AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

NOTE 8.  SEGMENT REPORTING (CONTINUED)

                                      1999            1998
                                    -------------------------
                                         (IN THOUSANDS)

REVENUES:
 Medical Stop-Loss.................$  6,851        $  5,741
 DBL...............................   5,500           5,414
 Group Term Disability and
  Term Life........................   3,059           2,403
 Credit Life and Disability........   5,085           6,259
 Managed Health Care...............     627           1,456
 Special Disability................      16              51
 Acquired Blocks
  /Other Business..................   6,293           6,058
 Corporate.........................     631             683
                                     ------          ------
                                     28,062          28,065
 Net Realized and Unrealized
  Gains............................     432             213
                                     ------          ------
                                   $ 28,494        $ 28,278
                                     ======          ======
OPERATING INCOME (LOSS):
 Medical Stop-Loss.................$   (695)       $    603
 DBL...............................   1,445             178
 Group Term Disability and
  Term Life........................    (190)             48
 Credit Life and Disability........     604             939
 Managed Health Care...............     661             286
 Special Disability................     216             179
 Acquired Blocks
  /Other Business..................   1,324             671
 Corporate.........................     (55)            (23)
                                     ------          ------
                                      3,310           2,881
 Net Realized and Unrealized
  Gains............................     432             213
                                     ------          ------
                                   $  3,742        $  3,094
                                     ======          ======

                             9

<PAGE>
ITEM 7.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF
         FINANCIAL CONDITION AND RESULTS OF OPERATIONS
         ---------------------------------------------
       Independence  Holding  Company,  a  Delaware   corporation
("IHC"), is a holding company engaged principally in the life and
health  insurance business through its wholly-owned subsidiaries,
Standard  Security Life Insurance Company of New York  ("Standard
Life"),  Madison National Life Insurance Company, Inc.  ("Madison
Life")  and  First  Standard Security Insurance  Company  ("First
Standard")  and their subsidiaries (collectively, the  "Insurance
Group"). IHC and its subsidiaries (including the Insurance Group)
are  collectively  referred to as the  "Company."  All  remaining
income,  principally income from parent company liquidity  (cash,
cash  equivalents, resale agreements, marketable  securities  and
partnership investments) and expense items associated with parent
company  activities, the Company's remaining real estate holdings
and  certain  other investments of the Company, are  included  in
Corporate.

                      RESULTS OF OPERATIONS
                      ---------------------
THREE MONTHS ENDED MARCH 31, 1999 COMPARED TO THREE MONTHS ENDED
MARCH 31, 1998
-----------------------------------------------------------------
      The  Company's operating income increased $.6  million,  or
21%,  to  $3.7 million for the period ended March 31,  1999  from
$3.1  million for the same period in 1998.  The Company  had  net
realized  and  unrealized gains of $.4 million in  1999  and  $.2
million  in 1998. Decisions to sell securities are based on  cash
flow  needs,  investment opportunities and  economic  and  market
conditions,  thus  creating fluctuations in gains  (losses)  from
year  to  year. Excluding net realized and unrealized gains,  the
Company  had operating income of $3.3 million in 1999 as compared
to  $2.9  million  in 1998 which approximately consisted  of:  an
increase  in  all lines of business of $1.1 million offset  by  a
decrease in yields on investable assets of $.7 million (see  Note
8  of Notes to Consolidated Financial Statements). Net income was
$2.4  million, or $.33 per share, diluted, for the quarter  ended
March  31,  1999  compared to $2.5 million, or  $.33  per  share,
diluted, for the quarter ended March 31, 1998. Income tax expense
increased  to $1.3 million in 1999 from $.6 million in 1998  (see
Capital Resources).

Insurance Group
---------------
     The Insurance Group's operating income increased $.7 million
to  $3.8  million  in 1999 from $3.1 million in  1998.  Operating
income  includes net realized and unrealized gains of $.3 million
in  1999  compared  to  $.2  million in  1998.  Operating  income
excluding  net realized and unrealized gains was $3.5 million  in
1999 compared to $2.9 million in 1998.

                             10

<PAGE>
      Premium revenues decreased $.8 million to $20.2 million  in
1999  from $21.0 million in 1998; premium revenues decreased  $.3
million  at  Madison Life and $.5 million at Standard  Life.  The
decrease at Madison Life is comprised of: a $1.0 million decrease
in  the credit lines of business, primarily due to the runoff  of
acquisitions  of two single premium blocks of business  effective
in  1997;  and  a  $.2 million decrease in dental premiums;  such
decreases  are  offset  by: a $.6 million increase  in  long-term
disability  ("LTD")  premiums as  a  result  of  an  increase  in
retention  on this line of business and an increase  in  premiums
written  in  1999;  a $.2 million increase in ordinary  life  and
individual  accident  and  health premiums;  and  a  $.1  million
increase in other life and health lines of business. The decrease
at  Standard Life is comprised of: a $.7 million decrease in  HMO
premiums due to lower written premiums and a $.3 million decrease
in  an  accident and health reinsurance facility; such  decreases
are  offset by: a $.1 million increase in its DBL line; and a $.4
million  increase  in  the closed blocks  of  life,  annuity  and
individual and group accident and health lines of business.

      Total net investment income decreased $.3 million primarily
due  to  lower  returns  on certain equity investments  partially
offset  by  an  increase  in  assets. The  annualized  return  on
investments of the Insurance Group in the first quarter  of  1999
was  6.5% compared to 7.3% in the first quarter of 1998 resulting
in $.6 million of the decrease in investment income.

     Other income increased $1.1 million due to fee income earned
by the managing general underwriter ("MGU") in which Madison Life
acquired a controlling interest effective December 31, 1997; such
fee  income was offset by expenses described below in general and
administrative   expenses.   Equity  income   from   partnerships
increased $.1 million from 1998 to 1999.

      Insurance  benefits,  claims and  reserves  decreased  $1.6
million, reflecting a decrease of $.2 million at Madison Life and
$1.4  million at Standard Life.  Madison Life's decrease resulted
from:  a $.9 million decrease in the credit line of business  due
to  the runoff of acquisitions; such decrease is offset by: a $.2
million  increase  in ordinary life and individual  accident  and
health  reserves and claims; a $.4 million increase in LTD claims
due  to  the increase in premiums; and a $.1 million increase  in
claims  and reserves in other life and health lines of  business.
The  change  at  Standard Life is comprised of:  a  $1.8  million
increase  in  stop-loss reserves due to higher claims experience;
such  increase  is  offset  by: a $.6  million  decrease  in  HMO
reinsurance  reserves  due  to a decrease  in  premiums;  a  $1.3
million  decrease  in  DBL claims and reserves  due  to  improved
experience;  a  $.6 million decrease in reserves  in  the  closed
blocks  of  life, annuity and individual and group  accident  and
health lines of business due to the continued runoff of this line
of  business; a $.3 million decrease in the accident  and  health
reinsurance facility due to the decrease in premiums; and  a  $.4
million decrease in point of service claims.

                             11

<PAGE>
      Amortization of deferred acquisition costs and general  and
administrative  expenses for the Insurance Group  increased  $1.2
million.  Madison  Life's  expenses increased  $1.2  million  and
Standard  Life's  expenses  remained constant.  The  increase  at
Madison Life is primarily due to increases in commissions of  $.2
million and other general expenses of $1.0 million related to the
MGU acquired in 1997.

Corporate
---------
      Operating  income  for the quarter  ended  March  31,  1999
decreased  by  $.1 million from 1998 to a loss  of  $.1  million.
Investment   income  remained  constant.  Selling,  general   and
administrative expenses increased by $.1 million.

                            LIQUIDITY
                            ---------
Insurance Group
---------------
      The  Insurance Group normally provides cash flow from:  (i)
operations;  (ii) the receipt of scheduled principal payments  on
its  portfolio of fixed income securities; and (iii) earnings  on
investments.  Such  cash  flow  is  used  partially  to   finance
liabilities  for  insurance  policy benefits.  These  liabilities
represent   long-term  and  short-term  obligations   which   are
calculated using certain assumed interest rates.

     Asset Quality

     The nature and quality of insurance company investments must
comply  with all applicable statutes and regulations  which  have
been  promulgated primarily for the protection of  policyholders.
Of   the  aggregate  carrying  value  of  the  Insurance  Group's
investment  assets, approximately 85% was invested in  investment
grade  fixed  income securities, resale agreements, policy  loans
and  cash and cash equivalents at  March 31, 1999.  Also at  such
date,   approximately  97.4%  of  the  Insurance  Group's   fixed
maturities  were investment grade. These investments  carry  less
risk  and,  therefore, lower interest rates than other  types  of
fixed maturity investments. At March 31, 1999, approximately 2.6%
of  the  carrying  value  of  fixed maturities  was  invested  in
diversified   non-investment  grade   fixed   income   securities
(investments  in  such  securities  have  different  risks   than
investment grade securities, including greater risk of loss  upon
default,  and  thinner trading markets). Less  than  .1%  of  the
carrying value of the Company's total investments was represented
by  real  estate  and  mortgage loans. The Company  has  no  non-
performing fixed maturities.

                             12

<PAGE>
     Risk Management

      The  Company  manages  interest rate  risk  by  seeking  to
maintain a portfolio with a duration and average life that  falls
within  the  band  of  the  duration  and  average  life  of  the
applicable  liabilities, and may utilize options  to  modify  the
duration and average life of such assets.

       The  Company  monitors  its  investment  portfolio  on   a
continuous basis and believes that the liquidity of the Insurance
Group  will not be adversely affected by its current investments.
This  monitoring  includes the maintenance of an  asset-liability
model  that  matches current insurance liability cash flows  with
current investment cash flows.

      In  the Company's analysis of the asset-liability model,  a
100 basis point change in interest rates on the Insurance Group's
liabilities  would  not be expected to have  a  material  adverse
effect  on  the  Company.  With respect to  its  liabilities,  if
interest rates were to increase, the risk to the Company is  that
policies  would be surrendered and assets would need to be  sold.
This  is  not  a material exposure to the Company since  a  large
portion of the Insurance Group's interest sensitive policies  are
burial  policies  that are not subject to the  typical  surrender
patterns  of other interest sensitive policies, and many  of  the
Insurance  Group's universal life and annuity policies come  from
liquidated companies which tend to exhibit lower surrender  rates
than  such policies of continuing companies. Additionally,  there
are  charges  to  help offset the benefits being surrendered.  If
interest  rates were to decrease substantially, the risk  to  the
Company is that some of its investment assets would be subject to
early  redemption.  This is not a material exposure  because  the
Company  would  have additional gains in its  portfolio  to  help
offset the future reduction of investment income. With respect to
its  investments,  the  Company employs (from  time  to  time  as
warranted)  investment strategies to mitigate interest  rate  and
other market exposures.

       The  expected change in fair value of the Company's  fixed
income  portfolio at March 31, 1999 given a 100 basis point  rise
or decline in interest rates is not materially different than the
expected change at December 31, 1998.

     Balance Sheet

      The increase in due from and to reinsurers is offset by the
increase in future policy liabilities and is attributable to  the
increase in reserves in the stop-loss line of business of which a
large portion is reinsured. This increase in reserves is a result
of  the higher claims experience.  Future policy liabilities also
increased  $4.1  million due to the acquisition  of  a  block  of
individual life and annuity insurance policies in January 1999 by
Standard Life.

                             13

<PAGE>
      The  Company had net receivables from reinsurers of  $121.8
million  at  March 31, 1999.  Substantially all of  the  business
ceded  to  such  reinsurers is of short  duration.  All  of  such
receivables  are  current and are either due  from  highly  rated
companies  or  are adequately secured. Accordingly, no  allowance
for doubtful accounts was necessary at March 31, 1999.

Corporate
---------
      Corporate derives its funds principally from: (i) dividends
and  interest  income from the Insurance Group;  (ii)  management
fees  from  its  subsidiaries; and (iii) investment  income  from
Corporate  liquidity.  Regulatory constraints  historically  have
not affected the Company's consolidated liquidity, although state
insurance  laws  have provisions relating to the ability  of  the
parent company to use cash generated by the Insurance Group.

      Total  corporate liquidity (cash, cash equivalents,  resale
agreements  and marketable securities) amounted to $17.4  million
at  March  31, 1999. During the first three months of  1999,  IHC
repurchased 29,700 shares of common stock for $.4 million under a
repurchase program initiated in 1991.

Capital Resources
-----------------
      Due  to  its  superior capital ratios, broad licensing  and
excellent  asset  quality  and credit-worthiness,  the  Insurance
Group  remains  well  positioned to  increase  or  diversify  its
current activities, and to raise additional capital in the public
or  private  markets to the extent determined to be necessary  or
desirable,  in  order to pursue acquisitions or otherwise  expand
its operations.

      It  is  anticipated that future acquisitions will be funded
internally  from existing capital and surplus and parent  company
liquidity including a new $30.0 million credit facility.

       In  accordance  with  Statement  of  Financial  Accounting
Standards  ("SFAS") No. 115, the Company may carry its  portfolio
of fixed income securities either as held to maturity (carried at
amortized  cost), as trading securities (carried at  fair  market
value)  or as available-for-sale (carried at fair market  value);
the  Company  has chosen to carry all of its debt  securities  as
available-for-sale.  The  Company  experienced  a   decrease   in
unrealized gains of $2.4 million, net of deferred tax expense, in
total  stockholders' equity, reflecting unrealized gains  of  $.2
million  at  March 31, 1999 versus $2.6 million at  December  31,
1998.  From  time  to  time, as warranted,  the  Company  employs
investment strategies to mitigate interest rate and other  market
exposures.

                             14

<PAGE>
      The  results  of  the 1999 first quarter reflect  a  higher
effective tax rate than in the 1998 first quarter due to the loss
of  tax benefits associated with the utilization of net operating
loss carryforwards which are no longer available.

Year 2000
---------
     The Year 2000 issue is the result of computer programs being
written  using two digits rather than four digits to  define  the
applicable  year.  If not corrected, computer applications  could
fail  or  create  erroneous results by or at the Year  2000.  The
Company,  together with outside vendors engaged by  the  Company,
has  made  assessments  of  the  Company's  potential  Year  2000
exposure,  and  has  begun testing all of the Company's  systems.
Since  the Company has spent in excess of $1.3 million to  update
and  enhance  many  of its primary systems in  the  past  several
years, the Company does not believe that the Year 2000 issue will
pose  internal  operational difficulties. Most of  the  Company's
critical internal software and hardware have already been  tested
and  are  compliant, and the Company expects  that  all  internal
systems  will be Year 2000 compliant prior to June 30, 1999.  The
cost  of updating the Company's remaining systems is not expected
to exceed $100,000.

      The  Company believes that its greatest Year 2000  exposure
arises  from the possibility of non-compliance by, among  others,
its  MGUs,  MGAs,  HMOs,  agents,  TPAs,  producers,  reinsurers,
securities  brokers  and  bankers.   The  Company  has  requested
information from these third parties and is continuing to monitor
their  responses and evaluate any possible impact on the Company.
All of Standard Life's medical stop-loss and group life MGUs have
represented  that  they  are or will be Year  2000  compliant  by
December  31, 1999 and Madison Life's largest MGA for group  life
and  long-term disability has indicated that it will be compliant
by June 30, 1999. Standard Life has required that its MGUs obtain
Year  2000  compliance certifications from, and has supplied  the
MGUs  with  questionnaires to be completed by, TPAs and producers
with  whom  they  place business. In addition,  the  U.S.  Senate
Special  Committee on the Year 2000 Technology Problem determined
that  the  healthcare industry lags in its progress towards  Year
2000  preparedness.  In particular, the Committee cited  concerns
over  the  preparedness of large, rural and inner-city hospitals,
and doctor's offices, the availability of pharmaceuticals and the
preparedness of health claim billing systems.

      The  Company is in the development stages of formulating  a
contingency plan with respect to this exposure. With  respect  to
functions  performed internally by the Company,  if  one  of  the
Company's  systems is not compliant, the Company could resort  to
manual collection of premiums and processing of claims, or  could
temporarily   transfer   these   functions   to   affiliated   or
unaffiliated  entities.   With  respect  to  functions  currently
performed  externally,  the  Company could  consider  temporarily
performing  these  functions  internally,  or  transferring   the

                             15

<PAGE>
functions  to another of the Company's vendors that is Year  2000
compliant.

      The  dates  of  expected completion and the  costs  of  the
Company's Year 2000 remediation efforts are based on management's
estimates,  which  were derived utilizing assumptions  of  future
events,  including the availability of certain  resources,  third
party  remediation  plans  and other factors.  There  can  be  no
guarantee that these expectations will be achieved; if the actual
timing  and costs for the Company's Year 2000 compliance  program
differ materially from those anticipated, the Company's financial
results  and financial condition could be significantly affected.
Additionally,  despite  testing by  the  Company,  the  Company's
systems may contain undetected errors or defects associated  with
Year  2000  date  functions.  The inability  of  the  Company  to
correctly  identify significant Year 2000 issues for  remediation
or  to  complete  its Year 2000 remediation and  testing  efforts
prior  to  respective critical dates, as well as the  failure  of
third   parties   (with  whom  the  Company  has   an   important
relationship) to identify, remediate and test their own Year 2000
issues  and  the resulting disruption which could  occur  in  the
Company's  systems, could have material adverse  effects  on  the
Company's  business,  results  of  operations,  cash  flows   and
financial condition.

New Accounting Pronouncements
-----------------------------
      In  June  1998,  the Financial Accounting  Standards  Board
("FASB")   issued  SFAS  No.  133,  "Accounting  for   Derivative
Instruments  and Hedging Activities." SFAS No. 133  is  effective
for  fiscal  years beginning after June 15, 1999.  SFAS  No.  133
establishes standards for accounting and reporting for derivative
instruments  and  for  hedging activities. It  requires  that  an
entity  recognize all derivatives as either assets or liabilities
in  the  balance  sheet and measures those  instruments  at  fair
value.  The  Company  is evaluating the statement  but  does  not
expect it to have a material impact on the Company.

       Some   of  the  statements  included  within  Management's
Discussion  and Analysis may be considered to be forward  looking
statements  which are subject to certain risks and uncertainties.
Factors which could cause the actual results to differ materially
from  those suggested by such statements are described from  time
to  time  in the Company's Annual Report on Form 10-K  and  other
filings with the Securities and Exchange Commission.

                             16

<PAGE>
PART II.  OTHER INFORMATION
---------------------------
Item 6.   Exhibits and Reports on Form 8-K
          --------------------------------
     a)   1)   Exhibit 11.  Statement re:  computation
               of per share earnings.

          2)   Exhibit 27.  Financial Data Schedule.

     b)   No report on Form 8-K was filed during the quarter
          ended March 31, 1999.
     
                             17

<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.

                             INDEPENDENCE HOLDING COMPANY
                             ----------------------------
                                   (THE REGISTRANT)


Dated:  May 13, 1999          By:/s/ Roy T.K. Thung
                                 --------------------- 
                                Roy T.K. Thung
                                Executive Vice President,
                                Chief Financial Officer
                                and Treasurer


Dated:  May 13, 1999          By:/s/ Teresa A. Herbert
                                 ---------------------
                                Teresa A. Herbert
                                Vice President and
                                Controller

                             18