SECURITIES AND EXCHANGE COMMISSION
                                  Washington, D.C. 20549

                                    FORM 10-Q



[X]  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
     ACT  OF  1934  FOR  THE  QUARTERLY  PERIOD  ENDED  JUNE  30,  2001,  OR

[_]  TRANSITION  REPORT  PURSUANT  TO  SECTION  13  OR  15(d)  OF THE SECURITIES
     EXCHANGE  ACT  OF  1934  FOR  THE  TRANSITION  PERIOD  FROM ____ TO ____


Commission  File  Number:  0-2616



                        CONSUMERS FINANCIAL CORPORATION
             (Exact name of registrant as specified in its charter)


         Pennsylvania                                        23-1666392
(State or other jurisdiction of                           (I.R.S. Employer
incorporation or organization)                           Identification  No.)



1513 Cedar Cliff Drive, Camp Hill, PA                            17011
(Address of principal executive offices)                       (Zip Code)


                                  717-730-6306
              (Registrant's telephone number, including area code)

     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
filing  such  requirements  for  the  past  90  days.

                            Yes    X         No
                                  ---            ---


     Indicate  the  number of shares outstanding of each of the issuer's classes
of  common  stock,  as  of  the  latest  practicable  date.

                                                       Outstanding  at
     Class  of  Common  Stock                          July  31,  2001
     ------------------------                         -----------------
       $.01  Stated  Value                            2,577,433  shares


<PAGE>
<TABLE>
<CAPTION>
                 CONSUMERS FINANCIAL CORPORATION AND SUBSIDIARY
                                TABLE OF CONTENTS

                                                                                PAGE
             PART I. FINANCIAL INFORMATION                                     NUMBER
             -----------------------------                                     ------
<S>                                                                            <C>
Item 1.  Financial Statements:

         Consolidated Statements of Net Assets in Liquidation -
           June 30, 2001 and December 31, 2000                                  3

         Consolidated Statements of Changes in Net Assets in Liquidation -
           For the Six and Three Months Ended June 30, 2001 and 2000            4

         Notes to Consolidated Financial Statements                             5 - 8

Item 2.  Management's Discussion and Analysis of Financial Condition
         and  Results of Operations                                            9 - 13

Item 3.  Quantitative and Qualitative Disclosure About Market Risk             14


                PART II. OTHER INFORMATION
                --------------------------

Item 1.  Legal Proceedings                                                     15

Item 2.  Changes in Securities                                                 15

Item 3.  Defaults upon Senior Securities                                       15

Item 4.  Submission of Matters to a Vote of Security Holders                   15

Item 5.  Other Information                                                     15

Item 6.  Exhibits and Reports on Form 8-K                                      16
</TABLE>


<PAGE>
<TABLE>
<CAPTION>
                          PART I. FINANCIAL INFORMATION

ITEM  1.     FINANCIAL  STATEMENTS

                         CONSUMERS FINANCIAL CORPORATION AND SUBSIDIARY
                      CONSOLIDATED STATEMENTS OF NET ASSETS IN LIQUIDATION

                                                                      JUNE 30,     DECEMBER 31,
(IN THOUSANDS)                                                          2001           2000
-----------------------------------------------------------------------------------------------
                                                                    (UNAUDITED)
<S>                                                                 <C>           <C>
Assets
------
Investments:
     Fixed maturities                                               $        953  $          951
     Mortgage loans on real estate                                            35              50
     Short-term investments                                                2,297           2,471
                                                                    ------------  --------------
          Total investments                                                3,285           3,472

Cash                                                                          27               7
Accrued investment income                                                     11              27
Reinsurance recoverable                                                    5,327           7,866
Other receivables                                                                            307
Prepaid reinsurance premiums                                               9,049          13,466
Deferred policy acquisition costs                                             20              40
Other assets                                                                  98             120
                                                                    ------------  --------------
          Total assets                                                    17,817          25,305
                                                                    ------------  --------------
Liabilities and Redeemable Preferred Stock
------------------------------------------
Liabilities:
     Future policy benefits                                                4,407           6,536
     Unearned premiums                                                     9,049          13,466
     Other policy claims and benefits payable                                920           1,369
     Other liabilities                                                       488             614
                                                                    ------------  --------------
                                                                          14,864          21,985

Redeemable preferred stock:
     Series A, 8 1/2% cumulative convertible, authorized 632,500
        shares; issued and outstanding 2001, 454,614 shares;
        2000, 456,061 shares; net of $1,593 reduction in 2001
        and $1,241 in 2000 to reflect estimated liquidation value          2,953           3,320
                                                                    ------------  --------------

          Total liabilities and redeemable preferred stock                17,817          25,305
                                                                    ------------  --------------

Net assets in liquidation                                           $          0  $            0
                                                                    ============  ==============
</TABLE>

                 See Notes to Consolidated Financial Statements


Consumers  Financial  Corporation                                        Page  3
Form  10-Q                                                       June  30,  2001
<PAGE>
<TABLE>
<CAPTION>
                          CONSUMERS FINANCIAL CORPORATION AND SUBSIDIARY
                 CONSOLIDATED STATEMENTS OF CHANGES IN NET ASSETS IN LIQUIDATION
                                               (UNAUDITED)

                                           SIX MONTHS    SIX MONTHS    THREE MONTHS    THREE MONTHS
                                             ENDED         ENDED          ENDED           ENDED
                                            JUNE 30,      JUNE 30,       JUNE 30.        JUNE 30,
(IN THOUSANDS)                                2001          2000           2001            2000
----------------------------------------------------------------------------------------------------
<S>                                       <C>           <C>           <C>             <C>

Revenues:
     Net investment income                $        89   $       175   $          42   $         106
     Net fees from sale of customer
        accounts                                                132                              78
     Joint venture income (loss)                   (3)           33                              26
     Miscellaneous                                 87            46              45              15
                                          ------------  ------------  --------------  --------------
                                                  173           386              87             225
                                          ------------  ------------  --------------  --------------

Benefits and expenses:
     Rent and related costs                        12            29               6              16
     Salaries and employee benefits                88           153              42              76
     Professional fees                             84            94              49              34
     Taxes, licenses and fees                      28            35              20              14
     Miscellaneous                                 78           131              49              57
                                          ------------  ------------  --------------  --------------
                                                  290           442             166             197
                                          ------------  ------------  --------------  --------------

Excess of revenues over (under)
   benefits and expenses                         (117)          (56)            (79)             28
Adjustment of assets to estimated
   realizable value                               (53)                          (53)
Adjustment of liabilities to estimated
  settlement amounts                                             63                              26
Change in unrealized appreciation of
  debt securities                                   2             7               7               3
Preferred stock dividends                        (193)         (196)            (96)            (98)
Adjustment of preferred stock to
  estimated realizable value                      352           382             221             255

Increase in liability for under funded
  pension plan                                                 (225)                           (225)

Retirement of treasury shares-preferred             9            25                              11
                                          ------------  ------------  --------------  --------------

Decrease in net assets for the period               0             0               0               0


Net assets at beginning of period                   0             0               0               0
                                          ------------  ------------  --------------  --------------

Net assets at end of period               $         0   $         0   $           0   $           0
                                          ============  ============  ==============  ==============
</TABLE>

                 See Notes to Consolidated Financial Statements


Consumers  Financial  Corporation                                        Page  4
Form  10-Q                                                       June  30,  2001
<PAGE>

                 CONSUMERS FINANCIAL CORPORATION AND SUBSIDIARY
                          (IN PROCESS OF LIQUIDATION)
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                    SIX MONTHS ENDED JUNE 30, 2001 AND 2000
                                  (UNAUDITED)


1.   OVERVIEW  AND  BASIS  OF  ACCOUNTING:

     The  operating  losses  incurred  by  the  Company  from  1993  to  1997
     significantly reduced its net worth and liquidity position. As a result, in
     1998,  the  Company  sold  its  core  credit insurance and related products
     business,  which  had been its only remaining business operation, following
     the  sales in 1994 and 1997 of all of its universal life insurance business
     and  the  1996  sale  of  its  auto auction business. Since the sale of its
     credit  insurance  business,  the Company's revenues, benefits and expenses
     have  consisted  principally  of (i) fee revenues received from Life of the
     South  Corporation  (LOTS),  which  acquired the Company's credit insurance
     business  and  its  customer  accounts, (ii) investment income on remaining
     assets  and  (iii)  corporate expenses. However, see Note 4 for information
     concerning  the  discontinuation  of  the  fee  revenues  .

     On  March  24,  1998,  the  Company's  shareholders  approved  a  Plan  of
     Liquidation and Dissolution, as discussed in Note 2 below. Accordingly, the
     Company adopted a liquidation basis of accounting for periods subsequent to
     March  24,  1998.  Under  the  liquidation  basis of accounting, assets are
     stated  at their estimated net realizable values and liabilities are stated
     at  their  anticipated  settlement  amounts.  Prior  to March 25, 1998, the
     Company  reported the results of its operations and its asset and liability
     amounts  using  accounting principles applicable to going concern entities.

     The  consolidated  financial  statements  include the accounts of Consumers
     Financial  Corporation  and  its  wholly-owned  subsidiary,  Consumers Life
     Insurance  Company  (Consumers  Life).

     In  the  opinion  of  management,  the  accompanying unaudited consolidated
     financial  statements  contain  all  adjustments (consisting only of normal
     recurring items) necessary to present fairly the Company's consolidated net
     assets  in  liquidation as of June 30, 2001 and the consolidated changes in
     its  net assets for the six and three month periods ended June 30, 2001 and
     2000.

     Certain information and footnote disclosures normally included in financial
     statements  prepared  in  accordance  with  generally  accepted  accounting
     principles  have  been  condensed  or  omitted.  These financial statements
     should  be  read  in  conjunction  with  the financial statements and notes
     thereto  included  in  the  Company's  2000  Form  10-K.

     The  changes  in  net assets for the six and three month periods ended June
     30,  2001  are not necessarily indicative of the changes to be expected for
     the  full  year.

2.   DISCONTINUED  OPERATIONS  AND  PLAN  OF  LIQUIDATION:

     At  a Special Meeting of Shareholders held on March 24, 1998, the Company's
     shareholders  approved  the sale of the Company's in force credit insurance
     business  as  well  as  a  Plan  of


Consumers  Financial  Corporation                                        Page  5
Form  10-Q                                                       June  30,  2001
<PAGE>

                 CONSUMERS FINANCIAL CORPORATION AND SUBSIDIARY
                          (IN PROCESS OF LIQUIDATION)
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
                    SIX MONTHS ENDED JUNE 30, 2001 AND 2000
                                  (UNAUDITED)


2.   DISCONTINUED  OPERATIONS  AND  PLAN  OF  LIQUIDATION  (CONTINUED):

     Liquidation  and  Dissolution,  pursuant  to  which  the  Company  is  now
     liquidating  its  remaining  assets  and providing for its liabilities. The
     Company  eventually  intends  to  distribute  its  remaining  cash  to  its
     preferred  shareholders. The Company does not expect to be able to make any
     payment  to  its  common  shareholders.

3.   INCOME  TAXES:

     Deferred  income taxes reflect the net tax effects of temporary differences
     between  the  carrying  amounts  of  assets  and  liabilities for financial
     reporting  purposes  and  the amounts used for income tax purposes. At June
     30,  2001  and  December 31, 2000, the Company had no material deferred tax
     liabilities  and  only  one  material  deferred  tax  asset relating to net
     operating  loss  carry  forwards.  This  deferred  tax asset, which totaled
     $1,863,000  and  $1,869,000  at  June  30,  2001  and  December  31,  2000,
     respectively,  has  been  fully  offset  by  a  valuation  allowance.

4.   COMMITMENTS  AND  CONTINGENCIES:

     Reinsured  risks  would  give rise to liability to the insurance subsidiary
     only  in  the  event  that  the  reinsuring  company  is unable to meet its
     obligations  under  the  reinsurance  agreements  in  force.

     In  November  1997,  the Company and a third party reinsurer were sued by a
     former  general  agency  with whom the Company had a partnership agreement.
     The  partnership  agreement provided that the agency would market universal
     life  insurance  business  for  the  Company, pursuant to specific criteria
     established  by  the  Company, and would also be entitled to a share of the
     profits,  if  any,  which arose from the business produced. The claimant is
     seeking monetary damages to compensate it for the Company's alleged failure
     to  share profits and for other alleged losses resulting from the Company's
     rejection  of  policy  applications  involving  unacceptable  risks.  While
     management  believes  this claim is without merit and intends to vigorously
     defend  the  Company  in  this  matter,  the ultimate outcome of this claim
     cannot  be determined at this time. The Company has filed two counterclaims
     against  this  agency seeking damages for losses the Company sustained as a
     result  of  the agency's alleged breach of the partnership agreement and to
     recover  an unpaid loan made to the agency. In December 2000, the trial for
     the  Company's  claim  for  recovery of the unpaid loan took place, and, in
     January 2001, the court awarded a $90,000 judgment in favor of the Company.

     During  1999,  a dispute arose between the Company and LOTS relating to the
     payment  of  investment income on the assets which were transferred to LOTS
     in  connection  with  the  sale  of the in force credit insurance business.
     Subsequent to the closing of the transaction, LOTS claimed that the Company
     owed  it  approximately  $1,400,000  for  investment  earnings  on  the


Consumers  Financial  Corporation                                        Page  6
Form  10-Q                                                       June  30,  2001
<PAGE>

                 CONSUMERS FINANCIAL CORPORATION AND SUBSIDIARY
                           (IN PROCESS OF LIQUIDATION)
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
                     SIX MONTHS ENDED JUNE 30, 2001 AND 2000
                                   (UNAUDITED)


4.   COMMITMENTS  AND  CONTINGENCIES  (CONTINUED):

     amount  transferred.  In  October  1999,  LOTS informed the Company that it
     would  begin  withholding  from  the Company the fee revenue payments which
     were contractually due to the Company from the sale of the credit insurance
     accounts. As of September 30, 2000, fee revenues totaling $421,000 had been
     withheld  by  LOTS.  In  October  2000,  the  parties settled this dispute.
     Pursuant  to  the  terms of the settlement agreement, LOTS paid the Company
     $250,000  in  settlement  of  all prior amounts withheld and in lieu of any
     future fee revenue payments. In addition, the Company agreed to permit LOTS
     to  withdraw $500,000 from a contingency fund established by the parties at
     the  time  of  the  sale.

     Certain  claims,  suits  and  complaints  arising in the ordinary course of
     business  have  been  filed  or  are  pending  against  the  Company or its
     subsidiary.  In  the  opinion  of  management,  based  on opinions of legal
     counsel,  adequate reserves, if deemed necessary, have been established for
     these  matters, and their outcome will not have a significant effect on the
     net  assets  or changes in net assets of the Company or its subsidiary. The
     Company  has  taken  certain income tax positions in previous years that it
     believes  are  appropriate.  If  such  positions  were  to  be successfully
     challenged  by  the  Internal  Revenue  Service,  the  Company  could incur
     additional  income  taxes  as  well  as  interest and penalties. Management
     believes  that  the ultimate outcome of any such challenges will not have a
     material  effect  on  the  Company's  financial  statements.

5.   REINSURANCE:

     The  sale  of the credit insurance business of Consumers Life was completed
     pursuant  to  an  indemnity  reinsurance  agreement with the reinsurer. The
     reinsurance  transactions  through  which  Consumes  Life  and  its  former
     subsidiaries sold their individual life insurance business included the use
     of  both  indemnity  and  assumption  agreements.  Consumers  Life  remains
     contingently  liable  for insurance risks ceded under indemnity agreements,
     while  such  risks are legally transferred to the reinsurer when assumption
     reinsurance  agreements  are  utilized.

     Effective  December  31,  2000,  Consumers  Life  converted one of its four
     remaining  indemnity  agreements  to  assumption  reinsurance,  thereby
     eliminating  the contingent risk on that block of reinsured business. As of
     January  1,  2001,  a  similar  conversion  to  assumption  reinsurance was
     completed  on  another indemnity agreement. The conversion of the remaining
     two  indemnity agreements is currently in process. The elimination of these
     indemnity  agreements is expected to facilitate the sale of Consumers Life,
     and  will also permit the dissolution of Consumers Life in the event a sale
     of  the  subsidiary  cannot  be  completed.

6.   REDEEMABLE  PREFERRED STOCK:

     The  terms  of  the  Company's  8.5% redeemable preferred stock require the
     Company  to  make annual payments to a sinking fund. The first such payment
     was  due  in  July  1998.  The  preferred


Consumers  Financial  Corporation                                        Page  7
Form  10-Q                                                       June  30,  2001
<PAGE>

                 CONSUMERS FINANCIAL CORPORATION AND SUBSIDIARY
                           (IN PROCESS OF LIQUIDATION)
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
                     SIX MONTHS ENDED JUNE 30, 2001 AND 2000
                                   (UNAUDITED)


6.   REDEEMABLE  PREFERRED  STOCK  (CONTINUED):

     stock  terms  also  provide  that  any  purchase of preferred shares by the
     Company  will  reduce the sinking fund requirements by the redemption value
     of the shares acquired. As a result of the Company's purchases of preferred
     stock  prior  to  1998,  no  sinking  fund payment was due in 1998, and the
     required  payment  due  for 1999 was reduced from $550,000 to $414,610. The
     purchase  of  18,000  preferred  shares  in 1999, 7,400 shares in 2000, and
     1,447  shares  in 2001 has further reduced the 1999 sinking fund deficiency
     to  $146,140.  On July 1, 2000, an additional $550,000 sinking fund payment
     became  due  but  was  not  paid. Consequently, at June 30, 2001, the total
     sinking  fund  deficiency  was  $696,140. On July 1, 2001, another $550,000
     sinking  fund  payment  became  due  but  was also not paid. Because of the
     Company's  inability  to make the sinking fund payments, it may not pay any
     dividends  to common shareholders and may not purchase, redeem or otherwise
     acquire  any  common  shares.


Consumers  Financial  Corporation                                        Page  8
Form  10-Q                                                       June  30,  2001
<PAGE>

ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
         OF  OPERATIONS

     A review of the significant factors which affected the Company's net assets
in liquidation at June 30, 2001 and the changes in its net assets in liquidation
for  the  six  and  three  month periods ended June 30, 2001 is presented below.
Information  relating  to 2000 is also presented for comparative purposes.  This
analysis  should  be  read  in  conjunction  with  the  Consolidated  Financial
Statements  and  the  related Notes appearing elsewhere in this Form 10-Q and in
the  Company's  2000  Form  10-K.

     The  Private  Securities  Litigation  Reform  Act  of 1995 provides a "safe
harbor"  for  forward-looking  statements.  This  Form  10-Q  may  include
forward-looking  statements  which  reflect  the  Company's  current  views with
respect  to  future  events  and  financial  performance.  These forward-looking
statements  are  identified by their use of such terms and phrases as "intends",
"intend",  "intended",  "goal",  "estimate",  "estimates",  "expects", "expect",
"expected",  "project",  "projected",  "projections",  "plans",  "anticipates",
"anticipated",  "should",  "designed  to",  "foreseeable  future",  "believe",
"believes"  and  "scheduled" and similar expressions.  Readers are cautioned not
to  place undue reliance on these forward-looking statements which speak only as
of  the  date  the  statement was made.  The Company undertakes no obligation to
publicly update or revise any forward-looking statements, whether as a result of
new  information,  future  events  or  otherwise.

                                    OVERVIEW

     At  the  Special  Meeting  of  Shareholders  held  on  March  24, 1998, the
Company's  preferred  and common shareholders approved the sale of the Company's
credit  insurance  and  related  products business, which was the Company's only
remaining  business  operation.  In  connection  with  the  sale of its in force
credit  insurance  business, the Company also sold its credit insurance customer
accounts  and  one  of its life insurance subsidiaries.  At the Special Meeting,
the  shareholders  also approved a Plan of Liquidation and Dissolution, pursuant
to  which the Company is now liquidating its remaining assets so that it can pay
or  provide  for all of its liabilities and distribute its remaining cash to its
preferred  shareholders.  It  is  unlikely  that  any cash will be available for
distribution  to  the  common  shareholders.

     As a result of the approval of the Plan of Liquidation and Dissolution, the
Company  adopted  a  liquidation basis of accounting in its financial statements
for  periods  subsequent to March 24, 1998.  Under liquidation accounting rules,
assets  are  stated at their estimated net realizable values and liabilities are
stated  at  their  anticipated settlement amounts.  Prior to March 25, 1998, the
Company  reported  the  results  of  its  operations and its asset and liability
amounts  using  accounting  principles  applicable  to  going  concern entities.

     As  discussed  below,  the  Company's  net  assets  in  liquidation,  which
represent  the  amount  available  for distribution to common shareholders, were
reduced  to  zero in 1999.  All decreases in the Company's net assets since that
time  have  reduced  the  estimated  liquidation  value  of the preferred stock.
Similarly,  any  future decreases during the remainder of the liquidation period
will  continue  to reduce the amount available for distribution to the preferred
shareholders.  During  the  first  six months of  2001, this  reduction  totaled
$352,000  compared  to  a  reduction  in  the  same  period  of  2000  of


Consumers  Financial  Corporation                                        Page  9
Form  10-Q                                                       June  30,  2001
<PAGE>

$382,000.  The  declines  in both periods were, in part, the result of preferred
shareholder  dividends,

which  totaled  $193,000  and  $196,000  in  2001 and 2000, respectively, and an
excess  of  benefits  and expenses over revenues.  For the six months ended June
30,  2001,  the  Company's  excess  of  benefits  and expenses over revenues was
$117,000  compared  to excess benefits and expenses of $56,000 in the first half
of  2000.  In  addition,  in the first half of 2000, the estimated liability for
the Company's under funded Pension Plan (which was terminated later in the year)
was  increased  by  $225,000.


                 RESULTS OF OPERATIONS AND CHANGES IN NET ASSETS

     Since  the sale of its remaining insurance business and the adoption of the
Plan  of  Liquidation,  the  Company's  revenues,  benefits  and  expenses  have
consisted  principally  of  (  i)  fee  revenues  from the sale of the Company's
customer accounts, (ii) investment income on existing assets and (iii) corporate
expenses,  primarily  salaries,  pension  expense  and  professional  fees.  A
discussion  of  the material factors which affected the Company's changes in net
assets  in  liquidation  for the six and three month periods ended June 30, 2001
and  2000  is  presented  below.

SIX  AND  THREE  MONTHS  ENDED  JUNE  30,  2001

     As  indicated  above,  since  the  Company  has no net assets available for
common  shareholders,  all  decreases  in  net  assets must be deducted from the
estimated  liquidation value of the Company's preferred stock.  In the first six
months  of 2001, the estimated liquidation value of the preferred stock declined
by  $352,000.  As  a  result,  at June 30, 2001, the 454,614 shares of preferred
stock outstanding had an estimated liquidation value of $2,953,000, or $6.50 per
share.

     The  decrease  in the liquidation value of the preferred stock in the first
six  months  of 2001 was primarily due to $193,000 in dividends to the preferred
shareholders,  a  $53,000 reduction in the estimated realizable value of certain
assets  and  an  excess of benefits and expenses over revenues of $117,000.  The
excess  of  benefits and expenses over revenues is partially attributable to the
fact  that  the Company is no longer receiving any fee revenues from the sale of
its  credit  insurance customer accounts, as discussed below.  In the first half
of  2000,  the  Company  reported  $132,000  in  fee revenues.  In addition, the
Company  incurred  approximately  $37,000  in  legal  fees  during the period in
connection  with  several  ongoing  litigation  matters.

     For  the  three months ended June 30, 2001, the estimated liquidation value
of the preferred stock  declined by $221,000.  All of the factors which affected
the  liquidation value during the first six months of the year were also factors
in  the  decrease  which  occurred in the second quarter.  Preferred shareholder
dividends  totaled  $96,000,  the reduction in the estimated realizable value of
certain  assets  was  $53,000  and  benefits  and  expenses exceeded revenues by
$79,000.

     The  Company  is no longer receiving any fee revenues from the purchaser of
its  credit  insurance customer accounts.  In order to settle a dispute with the
purchaser  regarding  the payment of investment income on the assets transferred
to  the  purchaser  in the sale of the Company's in force insurance business, in
October 2000, the Company agreed to accept a $250,000 cash payment in settlement
of  all  prior  amounts  due  from  the  purchaser and in lieu of any future fee
revenue  payments.  In  the six and three month periods ended June 30, 2000, the
Company  reported  fee  revenues  of  $132,000  and  $78,000,  respectively.


Consumers  Financial  Corporation                                       Page  10
Form  10-Q                                                       June  30,  2001
<PAGE>

SIX  AND  THREE  MONTHS  ENDED  JUNE  30,  2000

     In  the  first  six  months of 2000, the estimated liquidation value of the
preferred  stock decreased by $382,000 as a result of (i) a $225,000 increase in
the  estimated  liability  for  the  Company's  under  funded pension plan, (ii)
$196,000  in preferred shareholder dividends and (iii) an excess of benefits and
expenses  over  revenues  of  $56,000.  Expenses  in  the first half of the year
included approximately $94,000 in audit, legal and actuarial fees and $50,000 in
pension  expense.  A  significant  portion  of the legal fees during this period
related  to  the  now-settled  fee  revenue  dispute  referred  to earlier.  The
Company's  investment  income benefitted from the collection of about $40,000 in
past  due  and  unaccrued  interest on a non performing mortgage loan, which was
repaid  in  full  following  the sale of the property.  Partially offsetting the
reductions  listed above were increases attributable to the reduction of certain
liabilities  to  their  estimated  settlement  amounts  and  other miscellaneous
increases.

     The  estimated  liquidation  value  of  the  preferred  stock  decreased by
$255,000  in  the  second quarter of 2000.  This decline was due to the $225,000
increase  in  the  pension  plan  liability  described  above  and  to preferred
shareholder  dividends  of $98,000.  These decreases were offset, in part, by an
excess  of  revenues  over  benefits  and  expenses  for the quarter of $28,000.

ESTIMATED NET EXPENSES AND OTHER CHANGES IN NET ASSETS DURING LIQUIDATION PERIOD

     The  time  frame for completing the liquidation of the Company is dependent
upon  a  number  of  factors,  the  most  significant  of  which  is the sale or
liquidation  of  the  Company's  life  insurance subsidiary.  Most of the assets
which  will be available for distribution to the preferred shareholders are held
by  the  subsidiary  and  are  restricted  as  to  their  use by state insurance
regulations.  Furthermore,  additional shareholder value could be generated from
the  sale  of  the  subsidiary  because  of  the value of its 25 state insurance
licenses.  The  Company  is  also  a defendant in several lawsuits which must be
settled  or resolved in court.  While management believes the plaintiffs' claims
in these cases are without merit, the ultimate outcome of these maters cannot be
determined  at  this time.  The Company may also be entitled to all or a portion
of the assets in a contingency fund established by the Company and the purchaser
of  its credit insurance business based on the claims experience of the in force
credit  insurance business from October 1, 1997 to September 30, 2002.  However,
based  on  the  claims experience to date, as provided by the purchaser, it does
not  appear  likely that the Company will receive any portion of the contingency
fund.

     As  a  result  of the foregoing, a final distribution cannot be made to the
preferred  shareholders  until  (i)  the life subsidiary is either sold (and the
time period of any required indemnifications given to the purchaser has expired)
or  liquidated,  (ii)  the Company has resolved all remaining litigation matters
and  (iii)  a determination is made regarding the amount of any contingency fund
distribution  which  might  be  payable  to  the  Company.

     Based  on  current estimates, management believes that the Company's future
expenses  and  other  changes  in  net  assets,  including preferred shareholder
dividends,  will  exceed  its  revenues  during the remainder of the liquidation
period  by approximately $800,000 to $900,000.  Actual revenues and expenses and


Consumers  Financial  Corporation                                       Page  11
Form  10-Q                                                       June  30,  2001
<PAGE>

other  net  asset  changes  could vary  significantly from the present estimates
due  to  uncertainties  regarding  (  i)  when  the remaining non liquid assets,
particularly  the  stock  of  the life insurance subsidiary, will be liquidated,
(ii)  when  the  distribution  to  the  preferred  shareholders  will

be  made, (iii) the level of actual expenses which will be incurred and (iv) the
ultimate resolution of all current contingencies and any contingencies which may
arise  in  the  future.

                               FINANCIAL CONDITION

CAPITAL  RESOURCES

     Given  its plans to liquidate and eventually dissolve, the Company has made
no  commitments  for  capital  expenditures and does not intend to make any such
commitments  in  the  future.  For  the  six  months  ended  June  30, 2001, the
Company's cash and invested assets decreased by $167,000, from $3,479,000 at the
beginning  of  the year to $3,312,000 at June 30, 2001.  As indicated above, the
decrease  is  principally  the result of the preferred shareholder dividends and
the  excess  of  benefits  and  expenses  over  revenues.

     Invested  assets  at  June  30,  2001  consisted  principally  of ( i) U.S.
Treasury  Notes,  owned  by  the  Company's  insurance  subsidiary, which are on
deposit  with  numerous state insurance departments in connection with licensing
requirements,  (ii)  one mortgage loan, which is scheduled to be paid in full by
June  2002  and  (iii)  short-term  investments, principally money market funds.

     As  discussed  in  Note 5 of the Notes to Consolidated Financial Statements
appearing  elsewhere  in  this  Form  10-Q, as of January 1, 2001, the Company's
insurance  subsidiary  converted  one  of  its  remaining  indemnity reinsurance
agreements  to  assumption  reinsurance,  thereby  eliminating  the  contingent
insurance  risk  on  this  block  of  reinsured  business.  As  a  result,  the
Reinsurance  Recoverable asset and the corresponding liability for Future Policy
Benefits  relating  to  this block of business were eliminated from the June 30,
2001  amounts  appearing  on  the  Consolidated  Statements  of  Net  Assets  in
Liquidation.  At  December  31,  2000,  the asset and liability amounts for this
block  of  business  totaled  approximately  $1,023,000.

LIQUIDITY

     Historically,  the  Company's  subsidiaries  met  most  of  their  cash
requirements  from  funds generated from operations, while the Company generally
relied  on  its  principal  operating subsidiaries to provide it with sufficient
cash  funds  to  maintain  an  adequate  liquidity  position. As a result of the
Company's  decision  to  sell its remaining operations, liquidate all of its net
assets  and distribute cash to its shareholders, the Company's principal sources
of  cash  funds  are investment income and proceeds from the sales of non liquid
assets.  These funds must be used to settle remaining liabilities as they become
due,  to pay expenses until the Company is dissolved and to pay dividends on the
preferred  stock  until  a  final  distribution  is  made  to  the  preferred
shareholders.

     The  adequacy  of  the Company's liquidity position during the remainder of
the  liquidation period will be principally dependent on its ability to sell its
remaining  non  liquid  assets  and  the timing of such sales, as well as on the
level  of  expenses  the  Company must incur during the liquidation period.  The
Company's  liquidity  is  particularly dependent on its ability to sell its life


Consumers  Financial  Corporation                                       Page  12
Form  10-Q                                                       June  30,  2001
<PAGE>

insurance subsidiary, since all dividends and other distributions to the Company
from  that  subsidiary  must  be  approved by the Delaware Insurance Department.

SINKING  FUND  FOR  REDEEMABLE  PREFERRED  STOCK

     The  terms  of  the  Company's  8.5% redeemable preferred stock require the
Company  to  make annual payments to a sinking fund.  The first such payment was
due  in  July 1998.  The preferred stock terms also provide that any purchase of
preferred shares by the Company will reduce the sinking fund requirements by the
redemption value of the shares acquired.  As a result of the Company's purchases
of  preferred  stock prior to 1998, no sinking fund payment was due in 1998, and
the  required  payment  due for 1999 was reduced from $550,000 to $414,610.  The
purchase  of  18,000  preferred  shares  in
1999,  7,400  shares  in  2000, and 1,447 shares in 2001 has further reduced the
1999  sinking  fund  deficiency  to  $146,140.  On  July  1, 2000, an additional
$550,000  sinking  fund  payment  became due but was not paid.  Consequently, at
June  30, 2001, the total sinking fund deficiency was $696,140. On July 1, 2001,
another $550,000 sinking fund payment became due but was also not paid.  Because
of the Company's inability to make the sinking fund payments, it may not pay any
dividends  to  common  shareholders  and  may  not purchase, redeem or otherwise
acquire  any  common  shares.

INFLATION

     Because  of the Company's current plans to liquidate its assets, pay all of
its  liabilities,  distribute  any  remaining  cash  to  its  shareholders  and
ultimately dissolve within the next 12 to 18 months, the effects of inflation on
the  Company  are  not  material.


Consumers  Financial  Corporation                                       Page  13
Form  10-Q                                                       June  30,  2001
<PAGE>

ITEM  3.     QUANTITATIVE  AND  QUALITATIVE  DISCLOSURE  ABOUT  MARKET  RISK

     The  requirements for certain market risk disclosures are not applicable to
the  Company  because,  at  June  30,  2001  and  December 31, 2000, the Company
qualifies  as  a  "small  business  issuer"  under Regulation S-B of the Federal
Securities  Laws.  A  small  business  issuer is defined as any United States or
Canadian  issuer  with  revenues  or  public  float  of  less  than $25 million.


Consumers  Financial  Corporation                                       Page  14
Form  10-Q                                                       June  30,  2001
<PAGE>

                           PART II. OTHER INFORMATION


ITEM  1.  LEGAL  PROCEEDINGS

          Except  for  the  matters  discussed  in  Note  4  of  the  Notes  to
          Consolidated  Financial  Statements  included  elsewhere  in this Form
          10-Q,  neither  the  registrant nor its subsidiary are involved in any
          pending  legal proceedings other than routine litigation incidental to
          the  normal conduct of its business nor have any such proceedings been
          terminated  during  the  three  months  ended  June  30,  2001.

ITEM  2.  CHANGES  IN  SECURITIES

          During  the  three  months  ended  June  30,  2001, there have been no
          limitations  or  qualifications,  through  charter  documents,  loan
          agreements  or  otherwise, placed upon the holders of the registrant's
          common or preferred stock to receive dividends. As discussed in Note 6
          of  the Notes to Consolidated Financial Statements appearing elsewhere
          in  this Form 10-Q, the registrant is prohibited from paying dividends
          on  its common stock so long as the deficiency in the sinking fund for
          the  preferred  stock  exists.

ITEM  3.  DEFAULTS  UPON  SENIOR  SECURITIES

          As  of June 30, 2001, the registrant was not in default in the payment
          of  principal, interest or in any other manner on any indebtedness and
          was current with all its accounts. In addition, there was no arrearage
          in  the payment of dividends on its preferred stock. However, see Note
          6  of  the  Notes  to  Consolidated  Financial  Statements  appearing
          elsewhere  in  this  Form  10-Q  for  information  regarding  the
          deficiency  in  the  sinking fund for the preferred stock.

ITEM  4.  SUBMISSION  OF  MATTERS  TO  A  VOTE  OF  SECURITY  HOLDERS

          No  matters  were  submitted  to  a  vote  of  the stockholders of the
          registrant  during  the  three  months  ended  June  30,  2001.

ITEM  5.  OTHER  INFORMATION

          On  August  3, 2001, the registrant sent a request for proposal letter
          to  several  investor  groups  which  have  expressed  an  interest in
          acquiring  a  controlling  interest  in the registrant's common stock.
          Although  the  registrant  is  in  the process of completing a plan of
          liquidation  and  dissolution previously approved by its shareholders,
          the  registrant's  Board  of  Directors  is  willing  to  consider  a
          transaction  of  this  type  in  lieu  of  the planned liquidation and
          dissolution  because  it has the potential to produce future value for
          the  common  shareholders,  who are projected to receive nothing under
          the  planned  liquidation.  Any  such transaction, however, must offer
          some protection for the preferred shareholders. The Board also expects
          to  receive and will review proposals from other interested parties in
          addition  to  those  who  received  the  initial  request for proposal
          letter.


Consumers  Financial  Corporation                                       Page  15
Form  10-Q                                                       June  30,  2001
<PAGE>

ITEM  6.  EXHIBITS  AND  REPORTS  ON  FORM  8-K

          (a)  Exhibits:
                                     Part I
                                     ------
               (11) Statement  re  computation  of  per  share  earnings  (ii)
               (15) Letter  re  unaudited  interim  financial  information  (ii)
               (18) Letter  re  change  in  accounting  principles  (ii)
               (19) Report  furnished  to  security  holders  (ii)
               (23) Consents  of  accountants  (ii)


                                    Part II
                                    -------
               (2)  Plan  of  acquisition,  reorganization,  arrangement,
                    liquidation  or  succession  (i)
               (3)  Articles  of  incorporation  and  by-laws  (i)
               (4)  Instruments  defining  the  rights  of  security  holders,
                    including  indentures  (i)
               (10) Material  contracts  (ii)
               (22) Published  report  regarding  matters submitted to a vote of
                    security  holders  (ii)
               (23) Consents of experts and counsel (excluding accountants) (ii)
               (24) Power  of  attorney  (ii)
               (99) Additional  exhibits  (ii)

                    (i)  Information  or  document  provided  in previous filing
                         with  the  Commission
                    (ii) Information  or  document  not applicable to registrant

          (b)  No reports on Form 8-K were filed by the Company during the three
               months  ended  June  30,  2001.


Consumers  Financial  Corporation                                       Page  16
Form  10-Q                                                       June  30,  2001


<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.



                                  CONSUMERS  FINANCIAL  CORPORATION
                                  -----------------------------------------
                                  Registrant




Date      August 9, 2001         By   /S/
          --------------         ------------------------------------------
                                 James  C.  Robertson
                                 President  and  Chief  Executive  Officer




Date      August 9, 2001         By   /S/
          --------------         ------------------------------------------
                                 R.  Fredric  Zullinger
                                 Senior  Vice  President
                                 and  Chief  Financial  Officer


Consumers  Financial  Corporation                                       Page  17
Form  10-Q                                                       June  30,  2001

<PAGE>