SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C.  20549

                                    FORM 10-Q

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


For  Quarter  Ended  March  31,  1999           Commission  File  Number  0-6964

                             20TH CENTURY INDUSTRIES
--------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)



        CALIFORNIA                                         95-1935264
--------------------------------------------------------------------------------
(State  or  other  jurisdiction  of             I.R.S.  Employer  Identification
incorporation  or  organization)                             Number)


Suite 700,  6301 Owensmouth Avenue, Woodland Hills, California          91367
--------------------------------------------------------------------------------
         (Address of principal executive offices)                     (Zip Code)

Registrant's  telephone  number,  including  area  code          (818)  704-3700
                                                                ----------------

                                      None
--------------------------------------------------------------------------------
   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  _______________
     ------------

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

                   Class                       Outstanding  at  April  27,  1999
       Common Stock, Without Par Value                 87,635,364  shares


                                        1
<PAGE>

                          PART I - FINANCIAL INFORMATION

ITEM  1.     FINANCIAL  STATEMENTS

<TABLE>
<CAPTION>

                                     20TH  CENTURY INDUSTRIES AND SUBSIDIARIES
                                            CONSOLIDATED BALANCE SHEETS

                                                       ASSETS

                                                   March 31,       December 31,
                                                     1999              1998
                                                 ------------      ------------
                                                  (Unaudited)
                                                      (Amounts in thousands)
<S>                                              <C>               <C>
Investments, available-for-sale, at fair value:
      Fixed maturities                           $    999,148      $  1,067,248
      Equity securities                                 1,775             1,373
                                                 ------------      ------------
          Total investments - Note 3                1,000,923         1,068,621
Cash and cash equivalents                             205,098           167,856
Accrued investment income                              17,914            19,542
Premiums receivable                                    68,078            70,884
Reinsurance receivables and recoverables               66,177            66,823
Prepaid reinsurance premiums                           33,304            31,589
Deferred income taxes - Note 4                         78,029            74,330
Deferred policy acquisition costs                      19,369            16,100
Other assets                                           72,550            77,411
                                                 ------------      ------------
                                                 $  1,561,442      $  1,593,156
                                                 ============      ============

</TABLE>



       See  accompanying  notes  to  financial  statements.

                                        2
<PAGE>

<TABLE>
<CAPTION>

                                       20TH CENTURY INDUSTRIES AND SUBSIDIARIES
                                        CONSOLIDATED BALANCE SHEETS (continued)

                                         LIABILITIES AND STOCKHOLDERS' EQUITY

                                                   March 31,       December 31,
                                                     1999              1998
                                                 ------------      ------------
                                                  (Unaudited)
                                      (Amounts in thousands, except share data)
<S>                                              <C>               <C>
Unpaid losses and loss adjustment expenses       $    338,224      $    382,003
Unearned premiums                                     235,070           233,689
Bank loan payable                                     101,250           112,500
Claims checks payable                                  41,266            34,311
Reinsurance payable                                    26,564            20,628
Other liabilities                                      39,004            24,423
                                                 ------------      ------------
      Total liabilities                               781,378           807,554

Stockholders' equity
   Capital Stock
      Preferred stock, par value $1.00 per share;
      authorized 500,000 shares, none issued                -                 -

      Series A convertible preferred stock, par value
      $1.00 per share, stated value $1,000 per share;
      authorized 376,126 shares, none outstanding
      in 1999 and 1998                                      -                 -

      Common stock, without par value;  authorized
      110,000,000 shares, outstanding 87,635,364
      in 1999 and 87,624,531 in 1998                  462,436           462,268

   Accumulated other comprehensive income               2,789            23,387

   Retained earnings                                  314,839           299,947
                                                 ------------      ------------
      Total stockholders' equity                      780,064           785,602
                                                 ------------      ------------
                                                 $  1,561,442      $  1,593,156
                                                 ============      ============

</TABLE>

See  accompanying  notes  to  financial  statements.

                                        3
<PAGE>

<TABLE>
<CAPTION>

                                       20TH CENTURY INDUSTRIES AND SUBSIDIARIES
                                          CONSOLIDATED STATEMENTS OF INCOME
                                                     (Unaudited)

                                                  Three Months Ended
                                                       March 31,
                                             ----------------------------
                                                 1999            1998
                                             ------------    ------------
                                  (Amounts in thousands, except per share data)
REVENUES
<S>                                          <C>             <C>
Net premiums earned                          $    194,345    $    193,501
Net investment income                              17,899          18,332
Realized investment gains                           7,248           3,234
                                             ------------    ------------
                                                  219,492         215,067

LOSSES AND EXPENSES

Net losses and loss adjustment expenses           154,679         152,409
Policy acquisition costs                           17,114          14,183
Other operating expenses                            2,610           2,869
Interest and fees expense                           1,952           2,838
                                             ------------    ------------
                                                  176,355         172,299
                                             ------------    ------------

Income before federal income taxes                 43,137          42,768
Federal income taxes - Note 4                      14,224          14,900
                                             ------------    ------------

   NET INCOME                                $     28,913    $     27,868
                                             ============    ============

EARNINGS PER COMMON SHARE - Note 2
----------------------------------

   BASIC                                     $       0.33    $       0.44
                                             ============    ============

   DILUTED                                   $       0.33    $       0.34
                                             ============    ============

</TABLE>

See  accompanying  notes  to  financial  statements.

                                        4
<PAGE>

<TABLE>
<CAPTION>

                           20TH CENTURY INDUSTRIES AND SUBSIDIARIES
                        CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY
                                         (Unaudited)
                              Three Months Ended March 31, 1999
                              ---------------------------------

                                                       Accumulated
                                                          Other
                               Common     Retained    Comprehensive
                               Stock      Earnings        Income        Total
                             ---------   ----------   -------------   ---------
                                        (Amounts in thousands)
<S>                          <C>         <C>          <C>             <C>
Balance at January 1, 1999   $ 462,268   $  299,947   $      23,387   $ 785,602
Comprehensive income:
Net income                                   28,913                      28,913
Change in accumulated other
   comprehensive income, net -
   Note 3                                                   (20,598)    (20,598)
Total comprehensive income                                                8,315 
Cash dividends declared                     (14,021)                    (14,021)
Other                              168                                      168
                             ---------   ----------   -------------   ---------
Balance at March 31, 1999    $ 462,436   $  314,839   $       2,789   $ 780,064
                             =========   ==========   =============   =========

</TABLE>

See  accompanying  notes  to  financial  statements.

                                        5
<PAGE>

<TABLE>
<CAPTION>

                     20TH CENTURY INDUSTRIES AND SUBSIDIARIES
                       CONSOLIDATED STATEMENTS OF CASH FLOWS

                                                  Three Months Ended
                                                       March 31,
                                             ----------------------------
                                                 1999            1998
                                             ------------    ------------
                                                       (Unaudited)
                                                 (Amounts in thousands)
OPERATING ACTIVITIES:
<S>                                          <C>             <C>
Net income                                   $     28,913    $     27,868
Adjustments to reconcile net income
   to net cash provided by operating
   activities:

   Provision for depreciation and amortization      3,239           1,812
   Provision for deferred income taxes              7,393          14,070
   Realized gains on sale of investments           (7,346)         (3,234)
   Federal income taxes                            10,932             750
   Reinsurance balances                             4,867             760
   Unpaid losses and loss adjustment expenses     (43,779)        (19,249)
   Unearned premiums                                1,381            (483)
   Claims checks payable                            6,955          (2,555)
   Other                                           17,219           7,147
                                             ------------    ------------
     NET CASH PROVIDED BY
        OPERATING ACTIVITIES                 $     29,774    $     26,886

</TABLE>

                                        6
<PAGE>

<TABLE>
<CAPTION>

                     20TH CENTURY INDUSTRIES AND SUBSIDIARIES
                 CONSOLIDATED STATEMENTS OF CASH FLOWS (continued)

                                                  Three Months Ended
                                                       March 31,
                                             ----------------------------
                                                 1999            1998
                                             ------------    ------------
                                                       (Unaudited)
                                                 (Amounts in thousands)
<S>                                          <C>             <C>
INVESTING ACTIVITIES:
   Investments available-for-sale:
     Purchases                               $   (232,493)   $   (169,304)
     Calls or maturities                            5,040           8,062
     Sales                                        270,463         161,069
   Net purchases of property and equipment        (10,271)         (6,159)
                                             ------------    ------------
       NET CASH PROVIDED BY (USED IN)
          INVESTING ACTIVITIES                     32,739          (6,332)

FINANCING ACTIVITIES:
   Bank loan principal repayment                  (11,250)        (11,250)
   Dividends paid                                 (14,021)        (10,231)
                                             ------------    ------------
       NET CASH USED IN
          FINANCING ACTIVITIES                    (25,271)        (21,481)
                                             ------------    ------------

Net increase (decrease) in cash                    37,242            (927)

Cash and cash equivalents, beginning of year      167,856          31,268
                                             ------------    ------------
Cash and cash equivalents, end of year       $    205,098    $     30,341
                                             ============    ============

</TABLE>

See  accompanying  notes  to  financial  statements.

                                        7
<PAGE>

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

                                 March 31, 1999
                                   (Unaudited)

1.   Basis  of  Presentation

The  accompanying unaudited consolidated financial statements have been prepared
in  accordance  with  generally  accepted   accounting  principles  for  interim
financial  information  and  the  instructions  to  Form  10-Q and Article 10 of
Regulation  S-X.  Accordingly,  they  do  not include all of the information and
footnotes  required  by  generally  accepted  accounting principles for complete
financial statements.  In the opinion of management, all adjustments (consisting
of normal, recurring accruals) considered necessary for a fair presentation have
been  included.  Operating  results  for  the three month period ended March 31,
1999, are not necessarily indicative of the results that may be expected for the
year   ending  December  31,  1999.  For   further  information,  refer  to  the
consolidated financial statements and notes thereto included in the 20th Century
Industries  Annual  Report  on  Form  10-K for the year ended December 31, 1998.

Certain  amounts  in  the  1998  financial  statements have been reclassified to
conform  to  the  1999  presentation.

                                        8
<PAGE>

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (Unaudited)

2.   Earnings  Per  Common  Share

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

<TABLE>
<CAPTION>

                                             Three Months Ended March 31,
                                             ----------------------------
                                                 1999            1998
                                             ------------    ------------
                                   (Amounts in thousands, except per share data)
<S>                                          <C>             <C>
Numerator:
Net income                                   $     28,913    $     27,868
Preferred stock dividends                               -          (5,061)
                                             ------------    ------------
Numerator for basic earnings per share:
   Income available to common stockholders         28,913          22,807

Effect of dilutive securities:
   Dividends on convertible preferred stock             -           5,061
                                             ------------    ------------
Numerator for diluted earnings per share:
   Income available to common stockholders
   after assumed conversions                 $     28,913    $     27,868
                                             ============    ============

Denominator:
Denominator for basic earnings per share:
   Weighted-average shares outstanding             87,633          51,555

Effect of dilutive securities:
   Restricted stock grants                              -             135
   Employee stock options                              75             367
   Warrants                                             -          10,721
   Convertible preferred stock                          -          19,854
                                             ------------    ------------
Dilutive potential common shares                       75          31,077

Denominator for diluted earnings per share:
   Adjusted weighted-average shares
      outstanding                                  87,708          82,632
                                             ============    ============

Basic earnings per share                     $       0.33    $       0.44
                                             ============    ============

Diluted earnings per share                   $       0.33    $       0.34
                                             ============    ============

</TABLE>

                                        9
<PAGE>

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (Unaudited)

2.   Earnings  per  Common  Share  (Continued)

As  a result of AIG's conversion of preferred stock and exercise of common stock
warrants  in  the third quarter of 1998, the complexity of the Company's capital
structure  has  been  significantly reduced.  Accordingly, the Company's diluted
earnings  per  share  calculation  has  been greatly simplified since the fourth
quarter  of  1998.

3.   Investments

The  amortized  cost, gross unrealized gains  and  losses,  and  fair  values of
investments  as  of  March  31,  1999,  are  as  follows:

<TABLE>
<CAPTION>

                                              Gross        Gross
                               Amortized   Unrealized   Unrealized      Fair
                                  Cost        Gains       Losses       Value
                               ----------  -----------  -----------  ----------
                                             (Amounts in thousands)
<S>                            <C>         <C>          <C>          <C>
U.S. Treasury securities and
    obligations of U.S. government
    government corporations and
    agencies                   $   15,909  $        52  $       138  $   15,823
Obligations of states and
    political subdivisions        381,371        2,589        4,132     379,828
Public utilities                   92,196        2,790          110      94,876
Corporate securities              506,906        9,633        7,918     508,621
                               ----------  -----------  -----------  ----------
    Total fixed maturities        996,382       15,064       12,298     999,148
 Equity securities                    250        1,525            -       1,775
                               ----------  -----------  -----------  ----------
    Total investments          $  996,632   $   16,589  $    12,298  $1,000,923
                               ==========   ==========  ===========  ==========

</TABLE>

                                       10
<PAGE>

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (Unaudited)

3.   Investments  (Continued)

Details  follow  concerning  the  change during the three months ended March 31,
1999,  in the after-tax net unrealized gain on investments, which is included in
accumulated  other  comprehensive  income  in  the  consolidated  balance  sheet
(amounts  in  thousands):

<TABLE>
<CAPTION>

<S>                                                                   <C>
Unrealized loss on available-for-sale investments, net of income
   tax benefit of $8,520                                              $(15,823)
Less:  reclassification adjustment for gains included in net income,
   net of income tax expense of $2,571                                  (4,775)
                                                                      ---------
Total                                                                 $(20,598)
                                                                      =========

</TABLE>

4.   Federal  Income  Taxes

Income  taxes  do  not   bear  the  expected   relationship  to  pre-tax  income
because of tax-exempt investment income and other differences in the recognition
of  revenue and expenses for tax and financial statement purposes.  At March 31,
1999,  the Company had a net operating loss carryforward of approximately $124.1
million  for  regular  tax  purposes  and  an  alternative  minimum  tax  credit
carryforward of $23.8 million.  The net operating loss carryforwards will expire
in 2009.  Alternative minimum tax credits may be carried forward indefinitely to
offset  future  regular  tax  liabilities.

     Federal  income  tax  expense  consists  of:

<TABLE>
<CAPTION>

                                             Three Months Ended March 31,
                                             ----------------------------
                                                 1999            1998
                                             ------------    ------------
                                                 (Amounts in thousands)
<S>                                          <C>             <C>
Current tax expense                          $      6,831    $        830
Deferred tax expense                                7,393          14,070
                                             ------------    ------------
                                             $     14,224    $     14,900
                                             ============    ============

</TABLE>

                                       11
<PAGE>

                    20TH CENTURY INDUSTRIES AND SUBSIDIARIES

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

Financial  Condition
--------------------

The  core  automobile business experienced continued growth in the first quarter
of  1999  despite increased competition in the industry.  During the 4th quarter
of  1998,  the  Company  began  writing private passenger automobile policies in
Nevada,  Oregon  and  Washington, insuring more than 1,800 vehicles at March 31,
1999.  These  new  markets  collectively  represent  approximately  six  million
vehicles.

In August 1996, 20th Century Insurance Company of Arizona, a joint venture owned
51%  by  American  International  Group,  Inc.  ("AIG")  and 49% by 20th Century
Industries,  began  writing private passenger automobile policies in that state.
As of March 31, 1999, insured vehicles totaled 17,064, an increase of 33.9% over
the  total  at March 31, 1998.  The Company's investment in and advances to this
venture totaled $4,006,000 at March 31, 1999, and is included in other assets in
the  consolidated  balance  sheet.  The Company's equity in the net loss of this
venture  was $(125,000) and $(165,000) for the three months ended March 31, 1999
and 1998, respectively, and is included in investment income in the consolidated
statement of income. The statistical and other information presented hereinafter
do  not  include  the  activities  of 20th Century Insurance Company of Arizona.

Invested  assets  as  of  March  31,  1999 were approximately $1.2 billion.  All
investments  in  fixed  maturities are investment grade.  Of the Company's total
investments  at  March  31,  1999,  59.6%  were invested in taxable fixed-income
securities  compared  to 97.4% at March 31, 1998. To the extent practicable, the
Company's  investment  portfolio  is  being  switched from taxable to nontaxable
securities  in  order  to  minimize future tax payments in anticipation of fully
utilizing  its  remaining  net  operating  loss  carryforward  during  1999.

                                       12
<PAGE>
 
ITEM  2. (CONTINUED)

Loss and loss expense payments are the most significant cash flow requirement of
the  Company.  The  Company  continually  monitors   loss  payments  to  provide
projections  of future cash requirements.  Additional  cash requirements include
servicing  the  bank  debt and paying dividends as approved from time to time by
the  Company's  Board  of Directors. Cash flow from operations, which rose 10.7%
for  the  first  three  months  of  1999  compared  to the same 1998 period, has
continued  to  be  sufficient  to  fund  the  Company's needs and planned future
expenditures.

At  April  1, 1999, the Company has a variable rate credit line available of $90
million,  all  of  which  is  outstanding.  Presently, interest is paid monthly;
interest  payments  for  the  first  three  months of 1999 totaled $1.5 million.

Funds required by 20th Century Industries to pay dividends, debt obligations and
holding company expenses are provided by the insurance subsidiaries. The ability
of  the  insurance  subsidiaries  to  pay  dividends  to  the holding company is
regulated  by  state  law.  As  of  March  31,  1999,  the  Company's  insurance
subsidiaries  had  a  combined  statutory  surplus  of  $634.0 million and a net
written  premium  to  surplus  ratio  of  1.2:1.

                                       13
<PAGE>

ITEM  2. (CONTINUED)

Results  of  Operations
-----------------------

UNITS  IN  FORCE

Units  in  force  for  the  Company's  insurance programs as of March 31 were as
follows:

<TABLE>
<CAPTION>

                                  1999         1998
                                ---------    ---------
<S>                             <C>          <C>
Private Passenger Automobiles
   (number of vehicles)         1,139,681    1,098,248
Homeowner (number of policies)     54,524       59,781
Personal Umbrella
   (number of policies)            12,600       11,961
                                ---------    ---------
Total                           1,206,805    1,169,990
                                =========    =========

</TABLE>

The Company's voluntary auto units in force increased by 4.3% compared to a year
ago  from 1,089,188 units in force at March 31, 1998 to 1,135,822 units in force
at  March  31,  1999.  Voluntary auto units grew in the quarter by 10,278 (0.9%)
from  December  31,  1998, compared to an increase in units of 24,445 (2.3%) for
the  same period in 1998.  In view of favorable trends in loss costs in 1997 and
1998,  the  Company  lowered  overall rate levels approximately 3.4% and 3.2% in
1998  and  1997,  respectively, and by an additional 6.8% in February 1999.  The
Company's  average  customer retention rate for the first quarter of 1999 was an
excellent  96%  despite  a  very  competitive  business  climate.

                                       14
<PAGE>

ITEM  2. (CONTINUED)

The  Company's  position  in  the  homeowners market has always been intended to
complement  its  auto  business  and  facilitate  growth in that line. While the
Company  has  continued  to  renew  its existing homeowners policies, it has not
marketed  home  insurance for new customers since mid-1994 in accordance with an
agreement  reached  with  the California Department of Insurance ("CDOI").  As a
result, units in force for the homeowners program declined by 8.8% between March
31,  1998,  and  March  31,  1999.  In late April 1999, the Company and the CDOI
reached  a  mutual  agreement  whereby  the  Company  will  resume  sales of new
homeowners policies in California, expected to begin in the second half of 1999.
The  Company will record a pre-tax charge to its second quarter 1999 earnings of
$6.85  million  for  payments  it will be obligated to make under the agreement.
Prior  to  its  suspension of homeowner sales in 1994, 20th Century insured more
than  210,000  residences  in California, of which more than 40 percent also had
their  automobiles  insured  by  the  Company.

                                       15
<PAGE>

ITEM  2. (CONTINUED)

UNDERWRITING  RESULTS

Premium  revenue,  underwriting  results  and  combined ratios for the Company's
insurance  programs  were  as  follows:

<TABLE>
<CAPTION>

                                             Three Months Ended March 31,
                                             ----------------------------
                                                 1999            1998
                                             ------------    ------------
                                                 (Amounts in thousands)
<S>                                          <C>             <C>
Gross Premiums Written
   Automobile                                $    215,333    $    212,255
   Homeowners                                       8,025           8,586
   Personal Umbrella                                  587             545
                                             ------------    ------------
   Total                                     $    223,945    $    221,386
                                             ============    ============

Net Premiums Earned
   Automobile                                $    194,126    $    193,283
   Homeowners                                           -               -
   Personal Umbrella                                  219             218
                                             ------------    ------------
   Total                                     $    194,345    $    193,501
                                             ============    ============

Underwriting Profit (Loss)
   Automobile                                $     20,869    $     25,330
   Homeowners                                      (1,055)         (1,469)
   Personal Umbrella                                  128             179
                                             ------------    ------------
   Total                                     $     19,942    $     24,040
                                             ============    ============

Combined Ratios (GAAP)
   Automobile                                      89.25%          86.89%
   Homeowners                                          -               -
   Personal Umbrella                               41.58%          18.08%
   Total                                           89.74%          87.58%

</TABLE>

                                       16
<PAGE>

ITEM  2. (CONTINUED)

AUTOMOBILE

Automobile  insurance is the primary line of business written by the Company and
has  been  consistently  profitable. The majority of the Company's insured autos
are located in southern California; however, the Company continues to expand its
coverage throughout the state by aggressively marketing its business in northern
California  and  San  Diego County, which accounted for approximately 49% of all
new  business  written  in  the  first  three  months  of  1999.

The  Company's  voluntary  automobile program realized an underwriting profit of
$20.9  million  for  the  three  months  ended March 31, 1999, compared to $25.0
million  for  the  comparable  1998 period.  These results were achieved despite
increased  competition  and  the  effects  of premium rate reductions previously
mentioned.  The  1999  increase  in  gross  premiums  written  reflects the 4.3%
increase  in  insured units offset by the effect of the premium rate reductions.
The  combined ratio for the first quarter of 1999 was 89.2% versus 86.9% for the
same  period  last  year.  Unallocated loss adjustment expenses and underwriting
expenses  for  the  first  three  months  of 1999 include approximately $590,000
incurred  to modify computer systems to make them "Year 2000 compliant" compared
to  $1.1 million for the first three months of 1998.  Underwriting expenses also
include  an  increase in depreciation expense of $1.1 million as a result of the
Company's  strategy to upgrade its technology infrastructure and systems as well
as an increase in advertising expense of $2.8 million compared to the same prior
year  period.

Assigned  Risk  units  produced  an  underwriting  loss of $14,000 for the three
months  ending  March 31, 1999, compared to an underwriting gain of $301,000 for
the  same  period  in  1998.  The decreased underwriting profit reflects a 57.4%
decline  in  the  number  of  Assigned  Risk  vehicles coupled with a 28.3% rate
reduction  effective  February  1,  1999.

                                       17
<PAGE>

ITEM  2. (CONTINUED)

HOMEOWNERS

In  December  1996,  the  Company  was  granted  authority  to offer renewals of
policies  for  approximately  68,000  homeowner  insurance  customers  beginning
February  15,  1997.  This  renewal  business  is  covered  by  a  quota  share
reinsurance  agreement,  which  cedes  100%  of all risk to three reinsurers, as
follows:

<TABLE>
<CAPTION>

<S>                                                                  <C>
Reinsurer                                                            Participation
----------------------------------------------------                 -------------
National Union Fire Insurance Co. of Pittsburgh, PA
(A subsidiary of AIG)                                                     50%
United States Fidelity & Guaranty Company                                 25%
Risk Capital Reinsurance Company                                          25%

</TABLE>

Earthquake  coverage,  which the Company is obliged to offer in conjunction with
its  homeowner  policies, is provided through American Home Assurance Company, a
subsidiary  of  AIG;  no earthquake exposures are assumed by the Company.  As of
March  31,  1999,  more  than  54,000  policies  had  been  renewed,  which  are
approximately  80%  of those eligible.  Homeowners policies in force on June 30,
1996,  or  renewed  before  July  23,  1996,  (which  do  not include earthquake
coverage)  were  ceded  100% in equal participations to United States Fidelity &
Guaranty  Company  and  Risk  Capital  Reinsurance  Company.  This  coverage was
effective  until  the  underlying  policies  expired  or  were  renewed.

Because  of  the  reinsurance  agreements  in  place,  the Company's exposure to
weather-related  and  disaster  claims  has  been significantly reduced, and its
remaining  exposure  under  these  programs  primarily relates to development on
policies  incepted prior to July 1, 1996.  The underwriting losses for this line
were  $1.1  million  and $1.5 million for the three months ending March 31, 1999
and 

                                       18
<PAGE>

ITEM  2. (CONTINUED)

1998,   respectively.   The   Company  plans  to   reevaluate  its   reinsurance
arrangements  prior  to  resuming  homeowners  insurance  sales  later  in 1999.

The  Company  remains  exposed  to  possible  further  upward development in the
estimated  cost  to  resolve  certain  claims  stemming from the 1994 Northridge
Earthquake.  Although  management  believes  current  reserves are adequate, the
outcome  of  future  events  could  require  changes  in  previous  estimates.

PERSONAL  UMBRELLA  POLICY  (PUP)

Units in force increased by 5.3% compared to a year ago to 12,600 units in force
at  March 31, 1999 from 11,961 units in force at March 31, 1998.  Gross premiums
written  in  the  first  quarter  of 1999 increased by 7.8% compared to the same
period  in  1998.  The  growth  in  this business is primarily attributable to a
cross-selling campaign, which began late in 1997.  Underwriting profits for this
line can vary significantly with the number of claims, which occur infrequently.
The PUP line is subject to two quota share reinsurance agreements resulting in a
net  retention  by  the  Company  of  approximately  36%.

POLICY  ACQUISITION  COSTS  AND  OTHER  OPERATING  EXPENSES

The  Company's policy acquisition and other operating expense ratio continues to
be  one of the lowest in the industry.  As a direct writer, the Company does not
incur  agent  commissions  and thus enjoys an expense advantage over most of its
competitors.  Net  underwriting  expenses,  which  consist of policy acquisition
costs  and  other  operating expenses, increased by $2.7 million (15.7%) for the
first  quarter  of  1999  compared  to  the  same  period in 1998.  Underwriting
expenses  included  

                                       19
<PAGE>

ITEM  2. (CONTINUED)

increases  in  depreciation  expense  of $1.1 million and advertising expense of
$2.8  million  compared  to  the  same  prior  year  period.  The  ratio  of net
underwriting  expenses (excluding loan interest and fees) to net premiums earned
for  the  three  months  ended  March  31,  1999  and  1998, was 10.1% and 8.8%,
respectively.

IMPACT  OF  YEAR  2000

The  Y2K problem arose because some computer programs and hardware were designed
to  use two digits rather than four to define the applicable year.  As a result,
these  systems,  programs  and hardware ("Information Technology systems" or "IT
systems")  may  not properly calculate dates beyond 1999, which may cause errors
or  system  failures.  In  addition,  today's business environment contains many
non-IT  systems,  ranging  from  elevators  to  automobiles,  which  utilize
microprocessors,  and these devices are also potentially susceptible to the same
or  similar  types  of  date  problems.

The  following  discussion summarizes the Company's state of readiness, costs to
address  its  Y2K  issues, the risks inherent in these issues, and the Company's
contingency  plans.

State  of  Readiness
The  Company  has  taken  what  it  believes  is  a  comprehensive  approach  to
remediating  its  Y2K  issues  as  summarized  in  the  following  table:

                                       20
<PAGE>

ITEM  2. (CONTINUED)

<TABLE>
<CAPTION>

<S>                                                              <C>
MILESTONE                                                        COMPLETION YEAR
---------                                                        ---------------
CRITICAL MAINFRAME APPLICATIONS
High level risk assessment                                             1997
Upgrade of base information systems to be Year 2000 compliant          1998
Complete integration testing of 56 mainframe applications              1998
Replacement of 14 systems with packaged software warranted to 
   be Y2K compliant                                                    1999
OTHER IT HARDWARE (mainframe, client/server, network,
   telecommunications, etc.) Assessment, installation or
   conversion, test, and implementation                                1999
NON-IT SYSTEMS - including IT systems maintained by third
   parties (e.g., banks, vendors, etc.) Inventory and 
   assessment; identify alternate sources, if required; and
   implement alternative sources as needed                             1999

</TABLE>

The  Company plans to complete its compliance testing of all critical components
in  the  summer  of  1999.

Y2K  Remediation  Costs
The  total Year 2000 project cost is estimated to be approximately $9.7 million,
which  is  being  expensed  as incurred.  Approximately one third of that amount
represents  the  direct  cost of personnel in the Company's Information Services
department  who  have been dedicated to this project, with most of the remainder
representing  external  consultants.  Costs  incurred  during the quarters ended
March  31,  1999  and  1998 were $590,000 and $1.1 million, respectively.  Total
costs  incurred  as  of  March  31,  1999  were  $7.8  million.

                                       21
<PAGE>

ITEM  2. (CONTINUED)

Risks
Without  regard  to  the  Company's  remediation   efforts,  given  the   highly
computerized  nature  of  the Company's operations, the Y2K problem would pose a
serious risk to the Company's ability to efficiently and effectively service its
customers,  or  to  conduct  its affairs in a profitable manner.  Because of the
nature of its operations and the availability of alternate suppliers and service
providers, the potential Y2K issues for the Company in the non-IT area generally
are  less  than  for  manufacturers  or  distributors of non-financial products.
Apart from written assurances the Company has or expects to receive, the Company
can  offer no assurances that the impact of the Y2K problem on certain services,
such  as those provided by third-party electric utilities, will be insignificant
or  within  the Company's ability to correct in a fashion timely enough to avoid
any  potentially  significant  adverse  impact.  Although no remediation plan is
capable  of  foreseeing every possible contingency that could have a potentially
significant  adverse  effect,  management  is  confident that the steps taken to
address the Company's Y2K issues will prevent or promptly detect and correct any
serious  instances  of  noncompliance  that  are reasonably within the Company's
ability  to  control.

Contingency  Plans
For all critical systems within the Company's control, revised contingency plans
that  take  account  of the Y2K issue are scheduled to be tested and in place by
June  1999.  These  contingency  plans  generally  cover steps the Company would
take,  such  as  use  of back-up computer facilities, in the event of a business
interruption  from  a  variety of causes, including the remote possibility of an
interruption  caused  by  one  or  more Y2K problems.  The Company's contingency
planning  team  is staffed by representatives from all key business departments.
Contingency  planning  currently  under  development  includes  the  following
considerations:

   - Defining  a  rapid response team including  identification of resources and
     responsibilities  at  a  departmental  level;

                                       22
<PAGE>

   - Identifying  manual  procedures  to  be  implemented  until  the  automated
     process is recovered,  if  necessary;
   - For  critical suppliers or service providers not expected to be  compliant,
     selecting  feasible  alternate  suppliers;
   - When  alternate suppliers are infeasible, addressing any means the  Company
     can  take  to  assist  key  suppliers  in  a  timely  manner;
   - Determining  key  mission  critical  contingency  plans  and  testing  when
     feasible  before  the  Year  2000.

INVESTMENT  INCOME

Net  pre-tax investment income decreased 2.4% during the quarter ended March 31,
1999,  compared  to  the same period in 1998.  Average invested assets increased
10.9%  for  the  quarter ended March 31, 1999, compared to the same 1998 period.
The increase in invested  assets is  primarily due to  additional cash  received
from the exercise of AIG's common stock warrants in the third  quarter of  1998.

The  average  annual pre-tax yield on invested assets for the three months ended
March  31,  1999  was  5.9%  compared  to 6.7% for the same period in 1998.  The
decrease  is  primarily due to the shift to non-taxable securities, which have a
lower  pre-tax  yield,  as  described  in  the  following  paragraph.

Realized  gains  on  sales of investments increased in the first three months of
1999  to  $7.2  million  from  $3.2  million  for  the same period in 1998.  The
increase  in  realized gains is primarily due to implementation of the Company's
decision  in  late 1998 to begin switching its investment portfolio from taxable
to  nontaxable  securities  in anticipation of fully utilizing its remaining net
operating  loss  carryforward in 1999.  At March 31, 1999, $359.8 million of the
Company's  total investments at fair value was invested in tax-exempt bonds with
the  balance  representing 66.5% of the portfolio invested in taxable securities
compared  to  98.5%  at  March  31,  1998.

                                       23
<PAGE>

                           PART II - OTHER INFORMATION


ITEM  6.     EXHIBITS  AND  REPORTS  ON  FORM  8-K

(b)   Reports  on  Form  8-K

      No  reports  on  Form  8-K  were  filed during the quarter ended March 31,
      1999.

                                       24
<PAGE>
                                   SIGNATURES


Pursuant  to  the  requirements  of the Securities and Exchange Act of 1934, the
registrant  has  duly  caused  this  report  to  be  signed on its behalf by the
undersigned  thereunto  duly  authorized.




                                           20TH  CENTURY  INDUSTRIES
                                           -------------------------
                                                (Registrant)




Date       May  7,  1999                     /s/ William L. Mellick
    --------------------------             -------------------------
                                              WILLIAM  L.  MELLICK
                                   President  and  Chief  Executive  Officer



Date       May  7,  1999                     /s/ Robert B. Tschudy
    --------------------------             -------------------------
                                              ROBERT  B.  TSCHUDY
                                         Senior  Vice  President  and
                                          Chief  Financial  Officer

                                       25
<PAGE>