<PAGE>

                      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 MARCH 31, 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)


     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                      April 30, 2001
     ---------------------                      --------------
       $.01 Stated Value                       2,578,295 shares
<PAGE>

                CONSUMERS FINANCIAL CORPORATION AND SUBSIDIARY
                               TABLE OF CONTENTS



<TABLE>
<CAPTION>
                                                                                 PAGE
          PART I. FINANCIAL INFORMATION                                         NUMBER
          -----------------------------                                         ------
<S>        <C>                                                                <C>
Item 1.   Financial Statements:
           Consolidated Statements of Net Assets in Liquidation -                   3
             March 31, 2001 and December 31, 2000

           Consolidated Statements of Changes in Net Assets in Liquidation -        4
             For the Three Months Ended March 31, 2001 and 2000

           Notes to Consolidated Financial Statements                           5 - 7

Item 2.    Management's Discussion and Analysis of Financial Condition
              and  Results of Operations                                       8 - 11

Item 3.    Quantitative and Qualitative Disclosure About Market Risk               12


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

Item 1.    Legal Proceedings                                                       13

Item 2.    Changes in Securities                                                   13

Item 3.    Defaults upon Senior Securities                                         13

Item 4.    Submission of Matters to a Vote of Security Holders                     13

Item 5.    Other Information                                                       13

Item 6.    Exhibits and Reports on Form 8-K                                   13 - 14

</TABLE>
<PAGE>

                         PART I. FINANCIAL INFORMATION

ITEM 1.   FINANCIAL STATEMENTS

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

<TABLE>
<CAPTION>
                                                                     March 31,     December 31,
                                                                       2001           2000
                                                                   ---------------------------
(in thousands)                                                       (unaudited)
<S>                                                                  <C>          <C>
Assets
------
Investments:
     Fixed maturities                                                   $   946        $   951
     Mortgage loans on real estate                                           43             50
     Short-term investments                                               2,269          2,471
                                                                   ---------------------------
          Total investments                                               3,258          3,472

Cash                                                                         21              7
Accrued investment income                                                    39             27
Reinsurance recoverable                                                   7,249          7,866
Other receivables                                                           285            307
Prepaid reinsurance premiums                                             11,074         13,466
Deferred policy acquisition costs                                            30             40
Other assets                                                                166            120
                                                                   ---------------------------
          Total assets                                                   22,122         25,305
                                                                   ---------------------------


Liabilities and Redeemable Preferred Stock
------------------------------------------
Liabilities:
     Future policy benefits                                               6,071          6,536
     Unearned premiums                                                   11,074         13,466
     Other policy claims and benefits payable                             1,217          1,369
     Other liabilities                                                      586            614
                                                                   ---------------------------
                                                                         18,948         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 $1,372 reduction in 2001
        and $1,241 in 2000 to reflect estimated liquidation value         3,174          3,320
                                                                   ---------------------------

          Total liabilities and redeemable preferred stock               22,122         25,305
                                                                   ---------------------------
Net assets in liquidation                                                    $0             $0
                                                                   ===========================
</TABLE>
<PAGE>

                CONSUMERS FINANCIAL CORPORATION AND SUBSIDIARY
        CONSOLIDATED STATEMENTS OF CHANGES IN NET ASSETS IN LIQUIDATION
              FOR THE THREE MONTHS ENDED MARCH 31, 2001 AND 2000
                                  (UNAUDITED)

<TABLE>
<CAPTION>
(in thousands)                                                  2001    2000
----------------------------------------------------------------------------
<S>                                                            <C>     <C>
Revenues:
     Net investment income                                     $  47   $  69
     Net fees from sale of customer accounts                              54
     Joint venture income (loss)                                  (3)      7
     Miscellaneous                                                42      31
                                                             ---------------
                                                                  86     161
                                                             ---------------
Benefits and expenses:
     Rent and related costs                                        6      13
     Salaries and employee benefits                               46      77
     Professional fees                                            35      60
     Taxes, licenses and fees                                      8      21
     Miscellaneous                                                29      74
                                                             ---------------
                                                                 124     245
                                                             ---------------

Excess of benefits and expenses over revenues                    (38)    (84)
Adjustment of liabilities to estimated settlement amounts                 37
Change in unrealized appreciation of debt securities              (5)      4
Preferred stock dividends                                        (97)    (98)
Adjustment of preferred stock to estimated realizable value      131     127
Retirement of treasury shares - preferred                          9      14
                                                             ---------------

Decrease in net assets for the period                              0       0
Net assets at beginning of period                                  0       0
                                                             ---------------
Net assets at end of period                                    $   0   $   0
                                                             ===============
</TABLE>
<PAGE>

                CONSUMERS FINANCIAL CORPORATION AND SUBSIDIARY
                          (IN PROCESS OF LIQUIDATION)
                  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                  THREE MONTHS ENDED MARCH 31, 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.

   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 March 31, 2001 and  the consolidated changes in
   its net assets for the three months ended March 31, 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 three months ended March 31, 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 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
<PAGE>

                CONSUMERS FINANCIAL CORPORATION AND SUBSIDIARY
                          (IN PROCESS OF LIQUIDATION)
            NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
                  THREE MONTHS ENDED MARCH 31, 2001 AND 2000
                                  (UNAUDITED)


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

   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 March 31,
   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
   $1,839,000 and $1,869,000 at March 31, 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 amount
   transferred. In October 1999, LOTS informed the Company that it would begin
<PAGE>

                CONSUMERS FINANCIAL CORPORATION AND SUBSIDIARY
                          (IN PROCESS OF LIQUIDATION)
            NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
                  THREE MONTHS ENDED MARCH 31, 2001 AND 2000
                                  (UNAUDITED)

4. COMMITMENTS AND CONTINGENCIES (CONTINUED):

   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. 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 March 31, 2001, the
   total sinking fund deficiency was $696,140. 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.
<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 March 31, 2001 and the changes in its net assets in
liquidation for the three months then ended 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 quarter
<PAGE>

of 2001, this reduction totaled $131,000 compared to a reduction in the same
period of 2000 of $127,000.  The declines in both periods were primarily
attributable to preferred shareholder dividends, which totaled $97,000 and
$98,000 in 2001 and 2000, respectively.  For the three months ended March 31,
2001, the Company's excess of benefits and expenses over revenues was $38,000
compared to excess benefits and expenses of $84,000 in the first quarter of
2000.


                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 three months ended March 31, 2001 and 2000 is
presented below.

THREE MONTHS ENDED MARCH 31, 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 quarter of
2001, the estimated liquidation value of the preferred stock declined by
$131,000.  As a result, at March 31, 2001, the 454,614 shares of preferred stock
outstanding had an estimated liquidation value of $3,174,000, or $6.98 per
share.

   The decrease in the liquidation value of the preferred stock in the first
three months of 2001 was primarily due to $97,000 in dividends paid to the
preferred shareholders and an excess of benefits and expenses over revenues of
$38,000.  The Company incurred $35,000 in audit, legal and actuarial fees during
the period in connection with year-end financial reporting matters and ongoing
litigation.  The Company's investment income also declined to $47,000 (compared
to $69,000 for the same period last year) due to a continuing reduction in
invested assets.

   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 first three months of 2000, the Company reported fee
revenues of $54,000.

THREE MONTHS ENDED MARCH 31, 2000

   In the first quarter of 2000, the estimated liquidation value of the
preferred stock decreased by $127,000, also due to preferred shareholder
dividends and an excess of benefits and expenses over revenues.  Preferred
dividends totaled $98,000, while benefits and expenses exceeded revenues by
$84,000.  First quarter expenses included $60,000 in audit, legal and actuarial
fees and $25,000 in pension expense.  Professional fees in 2000 included legal
fees related to the now-settled fee revenue
<PAGE>

dispute referred to earlier.  In addition, in late 2000, the Company terminated
its defined benefit pension plan, thereby eliminating future pension
contributions.

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 $900,000 to $1,000,000. Actual revenues and expenses and
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 three months ended March 31, 2001, the
Company's cash and invested assets decreased by $200,000, from $3,479,000 at the
beginning of the year to $3,279,000 at March 31, 2001.  The decrease is
principally the result of the preferred shareholder dividends and the excess of
benefits and expenses over revenues.
<PAGE>

     Invested assets at March  31, 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 secured by commercial real estate, which is
scheduled to be paid in full by June 2002 and  (iii) short-term investments,
principally money market funds.

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
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 March 31, 2001, the total sinking fund deficiency was
$696,140. 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 several years, the effects of inflation on
the Company are not material.
<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 March 31, 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.
<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 March 31, 2001.

ITEM 2.   CHANGES IN SECURITIES

          During the three months ended March 31, 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 5
          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 March 31, 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
          5 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 March 31, 2001.

ITEM 5.   OTHER INFORMATION

          None

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)
<PAGE>

ITEM 6.   EXHIBITS AND REPORTS ON FORM 8-K (CONTINUED)

                               Part I (continued)
                               ------------------
         (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 March 31, 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   May 10, 2001        By  /S/ James C. Robertson
       -------------           ----------------------
                               James C. Robertson
                               President and Chief Executive Officer



Date   May 10, 2001        By  /S/ R. Fredric Zullinger
       ------------            ------------------------
                               R. Fredric Zullinger
                               Senior Vice President and Chief Financial Officer