UNITED STATES
                       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 SEPTEMBER 30, 1996




                         Commission File Number: 0-2616



                         CONSUMERS FINANCIAL CORPORATION
                             1200 CAMP HILL BY-PASS
                               CAMP HILL, PA 17011

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



      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    XX         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                           October 31, 1996
          $.01 Stated Value                                  2,612,081 shares




                CONSUMERS FINANCIAL CORPORATION AND SUBSIDIARIES
                                      INDEX


                                                                               
Page
            Part I.  Financial Information                              Number

Item 1. Financial Statements:

        Consolidated Balance Sheets -                                         3
            September 30, 1996 and December 31, 1995        
            Consolidated Statements of Operations -
    4 - 5
            Nine and Three Months ended September 30, 1996 and 1995

        Consolidated Statements of Cash Flows -                               
    6
            Nine Months Ended September 30, 1996 and 1995

        Notes to Consolidated Financial Statements                            
    7 - 11

Item 2. Management s Discussion and Analysis of Results of              12 - 16
            Operations and Financial Condition


            Part II. Other Information

Item 1. Legal Proceedings                                                     
    17

Item 2. Changes in Securities                                                17

Item 3. Defaults upon Senior Securities                                      17

Item 4. Submission of Matters to a Vote of Security Holders                  17

Item 5. Other Information                                                     
    17

Item 6. Exhibits and Reports on Form 8-K                                17





                         PART I.  FINANCIAL INFORMATION
Item 1.  Financial Statements

                CONSUMERS FINANCIAL CORPORATION AND SUBSIDIARIES
                           CONSOLIDATED BALANCE SHEETS
<TABLE>
 <CAPTION>                                                   September 30, 1996            December 31, 1995
 (in thousands)                                                  (Unaudited)

 <S>                                                                     <C>                          <C>
 Assets
 Investments:
      Fixed maturities                                               $37,015                      $35,048
      Mortgage loans on real estate                                    3,493                        7,041      
      Investment real estate                                                                        1,020
      Policy loans                                                       496                          482
      Other invested assets                                            2,363                        2,512
      Short-term investments                                           4,040                        2,892

           Total investments                                          47,407                       48,995
 Cash                                                                    659                          451
 Accrued investment income                                               702                          653
 Receivables                                                          21,768                       23,820
 Prepaid reinsurance premiums                                         17,915                       18,604
 Deferred policy acquisition costs                                    21,499                       21,926
 Property and equipment                                                3,891                        4,118
 Other real estate                                                     1,471                        2,645
 Other assets                                                          2,374                        2,110

                                                                    $117,686                     $123,322
 Liabilities, Redeemable Preferred Stock and
 Shareholders  Equity <PAGE>
 Liabilities:
      Future policy benefits                                         $35,200                      $36,582
      Unearned premiums                                               58,089                       57,943
      Other policy claims and benefits                                 2,807                        2,851
      Other liabilities                                                5,726                        6,259
      Income taxes:
           Current                                                      (299)                         299           
           Deferred                                                      800                        1,180
      Notes payable                                                    1,857                        2,537

                                                                     104,180                      107,651

 Redeemable preferred stock:
      Series A, 8 1/2% cumulative          
      net of treasury stock                                       4,684                        4,657

 Shareholders  equity:
     Common Stock                                                         30                           30
     Capital in excess of stated value                                 7,968                        8,016
     Net unrealized appreciation
           of debt and equity securities                                (213)                         705
      Retained earnings                                                2,462                        3,688
      Treasury stock                                                  (1,425)                      (1,425)
                                                                       8,822                       11,014

                                                                    $117,686                     $123,322

</TABLE>                CONSUMERS FINANCIAL CORPORATION AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (Unaudited)
<TABLE>
 <CAPTION>                                               Nine Months Ended             Three Months Ended
 (in thousands, except per share data)                     September 30,                  September 30,

                                                           1996         1995           1996         1995

                                                                     (Restated                   (Restated
 <S>                                                          <C>          <C>            <C>          <C>
 Revenues:

      Premiums written and policy charges                 $27,273      $30,603         $8,769      $10,686
      Increase in unearned premiums                          (146)      (2,543)           261       (1,342)


      Gross premium income and policy charges              27,127       28,060          9,030       9,344 

      Less reinsurance ceded                              (11,450)     (11,590)        (3,618)      (3,656)


      Net premium income and policy charges                15,677       16,470          5,412        5,688
      Net investment income                                 1,916        2,194            608          728

      Net realized investment losses                         (158)         (36)          (136)         (13)
      Fees and other income                                 1,123        1,240            321          389

                                                           18,558       19,868          6,205        6,792
 Benefits and expenses:

      Death and other benefits                              6,807        5,179          2,548          459
      Increase in future policy benefits                    1,755        3,690            491        2,739

      Amortization of deferred policy
           acquisition costs                                7,854        8,029          2,587        2,714

      Operating expenses                                    3,768        4,410          1,262        1,476
                                                           20,184       21,308          6,888        7,388 
                                                           
Loss from continuing operations

      before income tax benefit                            (1,626)      (1,440)          (683)        (596)
 Income tax benefit                                          (385)        (276)          (375)        (156)


 Loss from continuing operations                           (1,241)      (1,164)          (308)        (440)

 Discontinued operations:
      Income from operations of the Auto Auction

           Division (net of income taxes)                     349          465             83          227


 Net loss                                                   ($892)       ($699)         ($225)       ($213)

</TABLE>

                CONSUMERS FINANCIAL CORPORATION AND SUBSIDIARIES
                CONSOLIDATED STATEMENTS OF OPERATIONS (continued)
                                   (Unaudited)

<TABLE>

 <CAPTION>                                                 Nine Months Ended              Three Months Ended
 (in thousands, except per share data)                       September 30,                   September 30,
                                                           1996          1995             1996         1995

                                                                      (Restated                     (Restated
 <S>                                                        <C>           <C>              <C>          <C>

 Income (loss) per common and common equivalent
      share:

           Loss from continuing operations                 ($0.60)       ($0.57)          ($0.16)      ($0.21)
           Discontinued operations                            0.13         0.18              0.03         0.09

           Net loss                                        ($0.47)       ($0.39)          ($0.13)      ($0.12)



 Loss per common share - assuming full dilution             *             *                 *           *

      * Anti-dilutive



 Cash dividends declared per common share                  None          None             None         None


</TABLE>



                CONSUMERS FINANCIAL CORPORATION AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                  NINE MONTHS ENDED SEPTEMBER 30, 1996 AND 1995
                                   (Unaudited)
<TABLE>
 <CAPTION>(in thousands)                                                     1996                 1995


 <S>                                                                             <C>                 <C>
 Cash flows from operating activities:

      Net loss                                                                 ($892)              ($699)<PAGE>
      Adjustments to reconcile net loss to net
           cash provided by operating activities
                Deferred policy acquisition costs                             (7,427)             (8,644)
                Amortization of deferred policy                                7,854               8,029
                Other amortization and depreciation                              351                 402                
                Change in future policy benefits                                (102)              3,357
                Change in unearned premiums                                      146               2,543
                Amounts due reinsurers                                          (232)                441
                Income taxes                                                    (426)               (644)
                Change in accounts receivable                                  2,695                (639)
                Change in other liabilities                                     (242)                (51)
                Other                                                           (608)                844

           Total adjustments                                                   2,009               5,638

      Net cash provided by operating activities                                1,117               4,939

 Cash flows from investing activities:
      Purchase of investments                                                 (7,038)             (6,647)
      Maturity of investments                                                  4,929               5,557
      Sale of investments                                                      3,541                 881
      Purchase of property and equipment                                         (27)               (304)

      Net cash provided by (used in) investing activities                      1,405                (513)

 Cash flows from financing activities:
      Principal payments on debt                                                (680)               (687)
      Receipts from universal life and investment                              3,656               3,936
      Withdrawals on universal life and investment                            (4,935)             (7,162)
      Purchase of treasury stock                                                 (48)               (209)
      Cash dividends to shareholders                                            (307)               (307)

      Net cash used in financing activities                                   (2,314)             (4,429)

 Net increase (decrease) in cash                                                 208                  (3)

 Cash at beginning of period                                                     451               1,254

 Cash at end of period                                                          $659              $1,251


</TABLE>

                CONSUMERS FINANCIAL CORPORATION AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                  NINE MONTHS ENDED SEPTEMBER 30, 1996 AND 1995
                                   (Unaudited)

1.  General:
    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
    financial position as of September 30, 1996, the consolidated results ofits
    operations for the nine months ended September 30, 1996 and 1995 and the
    consolidated changes in its cash flows for the nine months ended September
    30, 1996 and 1995.  Certain prior year amounts have been reclassified to
    conform with classifications used for 1996.  Such reclassifications had no
    impact on operating results.
 
    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 1995 Form 10-K.    
    The results of operations for the nine months ended September 30, 1996 are
    not necessarily indicative of the results to be expected for the full year.

2.  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. 
    Significant components of the Company's deferred tax liabilities and assets
    are as follows (in 000's):

<TABLE>
 <CAPTION>                                          September          December
                                                       30,                 31,
                                                      1996                1995 

 <S>                                                    <C>                   <C> 
 Deferred tax liabilities:
      Fixed maturities                                                       $347
      Deferred policy acquisition costs              $7,244                 7,426
      Other                                             478                   437

                                                      7,722                 8,210
 Deferred tax assets:
      Fixed maturities                                   74
      Future policy benefits and financial            6,087                 5,827
      Net operating loss carryforwards                1,873                 2,143
      Other                                             186                   284

                                                      8,220                 8,254
      Valuation allowance for deferred tax           (1,298)               (1,224)
                                                      6,922                 7,030

 Net deferred tax liability                            $800                $1,180
                                                                                 
</TABLE>

                CONSUMERS FINANCIAL CORPORATION AND SUBSIDIARIES
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
                  NINE MONTHS ENDED SEPTEMBER 30, 1996 AND 1995
                                   (Unaudited)

2.  Income Taxes (continued):

    Significant components of the provision for income taxes are as follows (in
    000's):
<TABLE>


 <CAPTION>                                               Nine Months                     Three Months

                                                     1996            1995              1996        1995

 <S>                                                    <C>              <C>             <C>         <C> Current:
      Federal                                         ($357)           ($194)           ($25)       ($86)
      State                                               5               44             (38)         27

      Total current                                    (352)            (150)            (63)        (59)
 Deferred                                               (33)            (126)           (312)        (97)

 Income tax benefit related to
      continuing operations                            (385)            (276)           (375)       (156)

 Income taxes related to
      discontinued operations                           227              289              57         137

 Total income taxes (benefit)                         ($158)             $13           ($318)       ($19)<PAGE>
</TABLE>
    The reconciliation of the provision for income taxes and the amount which
    would have been provided at statutory rates is as follows (in 000's):

<TABLE>
 <CAPTION>                                                    1996         1995

 <S>                                                                   <C>               <C> 
 Loss before income taxes                                         ($1,050)            ($686)

 Income tax benefit at 34% statutory rate on
      Pre-tax loss                                                  ($357)            ($233)
 Special life insurance company deductions                                               31

 Adjustments of prior years  income tax expense                                          85
 Dividends received deduction                                        (114)              (10)
 Effect of rate difference on net
      operating loss carryback                                        242
 State income taxes                                                    53                58

 Items not includable for tax purposes                                 68                10
 Other, net                                                           (50)               72
 Actual income tax expense (benefit)                                ($158)              $13


</TABLE>

                CONSUMERS FINANCIAL CORPORATION AND SUBSIDIARIES
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
                  NINE MONTHS ENDED SEPTEMBER 30, 1996 AND 1995
                                   (Unaudited)


3.  Contingencies:

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

    The lawsuit filed in an Alabama state court in 1994 against the Company
    alleging breach of contract and fraud in the sale of credit life insurance
    has been settled by the parties for a nominal amount.

4.  Reinsurance:

    The effect of reinsurance on premiums written and earned for the periods
    ended September 30, 1996 and 1995 was as follows:

<TABLE>
 <CAPTION>                     1996                              1995

 (in 000's)          Written           Earned          Written           Earned

 <S>                       <C>              <C>              <C>              <C> 
 Direct                $25,531          $25,340         $28,285          $25,706 

 Assumed                 1,742            1,787           2,318            2,354 

 Ceded                (10,761)         (11,450)         (11,759)         (11,590)

 Net                   $16,512          $15,677          $18,844          $16,470


/TABLE
<PAGE>
                CONSUMERS FINANCIAL CORPORATION AND SUBSIDIARIES
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
                  NINE MONTHS ENDED SEPTEMBER 30, 1996 AND 1995
                                   (Unaudited)


4.  Reinsurance (continued):

    Ceded benefits incurred through September 30, 1996 and 1995 are $7,622,896
    and $9,116,516, respectively.  These losses were deducted in arriving at
    death and other benefits and the increase in future policy benefits in the
    Consolidated Statements of Operations.

5.  Discontinued Operations:

    In late September 1996, the Company finalized a plan to dispose of the
    operating assets and business of its Interstate Auto Auction subsidiary as
    part of an overall plan to merge or otherwise combine its core insurance
    operations with those of another insurance company. On November 1, 1996, 
    the
    Company entered into an agreement to sell Interstate s business and all of
    its property, plant and equipment and inventories to ADESA Pennsylvania,
    Inc. for cash of $4,850,000. Closing on the sale took place on November 6,
    1996. The sale resulted in a fourth quarter after-tax gain  of 
    approximately
    $1.9 million. Accordingly, in the accompanying financial statements,
    Interstate s operating results have been reported as discontinued 
    operations
    for all periods presented. Interstate s non-operating net assets,
    principally cash, receivables, investments and trade payables will remain
    with the Company.

    A summary of the results of operations of the discontinued business is
    presented below:
<TABLE>

                          <CAPTION>                                                Nine Months Ended
                          (in thousands)                                             September 30,

                                                                                  1996          1995
                          <S>                                                       <C>            <C>   <

                          Revenues                                               $2,385         $2,482


                          Income before income taxes                               $576           $754
                          Income taxes                                              227            289


                          Net income                                               $349           $465


</TABLE>


                CONSUMERS FINANCIAL CORPORATION AND SUBSIDIARIES
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
                  NINE MONTHS ENDED SEPTEMBER 30, 1996 and 1995
                                       (Unaudited)


5.  Discontinued Operations (continued):

    The assets of the discontinued business which are included in the Company s
    September 30, 1996 and December 31, 1995 consolidated balance sheets are as
    follows (in 000's):

<TABLE>                        <CAPTION>                                         September            December
                                                                             30,                  31,
                                                                            1996                 1995 

                        <S>                                                   <C>                    <C>                        
Inventories                                           $64                    $97
                        Property, plant and equipment                       1,686                  1,791

                                                                           $1,750                 $1,888
                                                                                                        
</TABLE>

6.  Subsequent Events:

    On October 30, 1996, the Company entered into an Agreement and Plan of
    Merger with LaSalle Group, Inc. ( LaSalle ), a Delaware corporation, and
    Consumers Acquisition Corp. ( CAC ), a Pennsylvania corporation, whereby 
    CAC
    will be merged with and into the Company. As the surviving corporation in
    the merger, the Company will become a wholly-owned subsidiary of LaSalle.
    The merger is subject to, among other things, the approval of insurance
    regulators in various states and the approval of the common shareholders of
    the Company. As a result of the merger, the holders of the Company s
    outstanding common stock will receive cash in the amount of $3.92 per 
    share,
    subject to certain adjustments. The total consideration to be paid by
    LaSalle to the common shareholders will be approximately $11.9 million. 

    On November 6, 1996, the Company sold the operating assets and business of
    Interstate Auto Auction, Inc. Approximately one-half of the after-tax
    proceeds from the sale were used to repay in full the Company s $1.7 
    million
    bank debt. (see Note 5). 



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


                                    OVERVIEW

The Company's third quarter net loss of $225,000 was about level with the
$212,000 net loss reported in the same period of 1995.  However, on a year-to-
date basis, the Company's net loss increased from $699,000 ($.39 per share) in
1995 to $892,000 ($.47 per share) in the current year, as a result of increased
losses in the Automotive Resource Division and reduced profits from the
Company's Auto Auction Division.  

Because of the recurring losses in its core credit insurance business, the
Company announced in March 1996 that it would evaluate various alternatives for
preserving shareholder value.  After considering many initial offers and 
several
post-due diligence offers, the Company signed a letter of intent on September
27, 1996 to merge with LaSalle Group, Inc., a private insurance and financial
management firm.  On October 30, 1996, the Company entered into an Agreement 
and
Plan of Merger whereby the Company would become a wholly-owned subsidiary of
LaSalle.  This matter is also discussed below under  Pending Merger  and in the
Notes to Consolidated Financial Statements appearing elsewhere in this Form 10-
Q.

In connection with the planned merger with LaSalle, the Company also solicited
offers for the sale of its auto auction operations. After negotiating with a
number of potential purchasers, the Company entered into an Asset Purchase
Agreement with an affiliate of ADESA Corporation on November 1, 1996 to sell 
the
operating assets and business of the auto auction.  Closing on the sale took
place on November 6, 1996.  The operating results of the auto auction have
consequently been presented in the accompanying financial statements as
discontinued operations.  The gain from disposal of the auction business of
approximately $1.9 million will be included in the Company's fourth quarter
financial statements.  This matter is discussed more fully in the Notes to
Consolidated Financial Statements appearing elsewhere in this Form 10-Q.



The table below compares revenues and operating results in 1996 with those in
1995.
<TABLE>
 <CAPTION>                                               Nine Months                      Third Quarter

 (in thousands, except per share amounts)            1996            1995              1996           1995

 <S>                                                    <C>              <C>             <C>            <C> 
 Total revenues by source:
      Premiums written and policy charges           $27,273          $30,603          $8,769        $10,686
      Net investment income                           1,916            2,194             608            728
      Realized investment losses                       (158)             (36)           (136)           (13)
      Fees and other income                           1,123            1,240             321            389
                                                    $30,154          $34,001          $9,562        $11,790

 Pre-tax income (loss):
      Automotive Resource Division                  ($1,217)         ($1,075)          ($405)         ($500)
      Individual Life Insurance Division                (41)             (98)            (98)           (28)
      Other                                            (210)            (231)            (44)           (55)

                                                     (1,468)          (1,404)           (547)          (583)
      Realized investment losses                       (158)             (36)           (136)           (13)
 Pre-tax loss from continuing operations             (1,626)          (1,440)           (683)          (596)
 Income tax benefit                                    (385)            (276)           (375)          (156)

 Loss from continuing operations                     (1,241)          (1,164)           (308)          (440)

 Discontinued operations, net of income                 349              465              83            227

 Net loss                                             ($892)           ($699)          ($225)         ($213)
 Income (loss) per common share:
      Loss from continuing operations                ($0.60)          ($0.57)         ($0.16)        ($0.21)

      Discontinued operations                          0.13             0.18            0.03           0.09 

      Net loss                                       ($0.47)          ($0.39)         ($0.13)        ($0.12)

</TABLE>

                              RESULTS OF OPERATIONS


A discussion of the most significant factors which affected the 1996 operating
results in each of the Company's three divisions, including the discontinued
auto auction division, is presented below.  Information relating to 1995 is 
also
presented for comparative purposes.  

Automotive Resource Division

Credit Insurance premium revenues decreased by 17% in the third quarter of 1996
and, for the year, premiums have declined 9% from $26.3 million last year to 
$24
million in the current year.  However, a substantial portion of the decline is 
a
result of the Company's cancellation, over the past 15 months, of all accounts
in two unprofitable states.  Excluding these states, premium revenues have
declined by 2% for the year.  The Division's credit insurance premium production
remains significantly below pre-1990 levels due to the declines which occurred 
during the economic recession of the early 1990's.  A consequence of the
reduction in written premiums has been a decline in earned premiums, which in
turn has resulted in a substantial increase in operating expense ratios since
1989.  Higher expense ratios have been a key reason for the unprofitable
operating results the Division has experienced in recent years.<PAGE>


The 1996 pre-tax operating results from the Division s credit insurance 
business
remained about level compared to the same period in 1995. Both periods produced
approximately $1.3 million in pre-tax losses. The majority of the Division s
increased loss  in 1996 arises from reduced commission income and higher
expenses on extended service contracts and from higher claims on one block of
service contract business for which the Company assumes the underwriting risk.
As indicated in the preceding paragraph, the $1.3 million pre-tax loss the
Division s credit insurance operation has produced in both 1996 and 1995 is
largely due to high expense ratios, which are the result of the decline in
premium revenues over the past five years. Profit margins have also been 
reduced
by increased claim ratios.

Effective July 31, 1996, the Company and its joint venture partner cancelled an
agreement whereby the companies shared in the profits from the credit insurance
business written by the Company in Pennsylvania, the Company s most profitable
credit insurance state. As a result, on credit premiums produced in 
Pennsylvania
after July 31, the Company will now retain the profits which were previously
shared with the joint venture partner, and has agreed to pay the partner
$500,000 as consideration for terminating the venture. The payment will be made
at the time the merger with LaSalle is consummated.

If the proposed merger with LaSalle is completed, LaSalle's strategy to return
the Company's credit insurance operation to profitability will include
acquisitions of other credit insurance companies and other blocks of credit
insurance business, expansion of the Company's marketing territory and growth 
in
existing markets.  LaSalle intends to provide additional capital not only to
finance growth but also to build the insurance subsidiaries' capital base in
order to improve the ratings of those companies by insurance rating agencies.

Individual Life Insurance Division

Since the end of 1994, the operations of the Division have been limited to one
closed block of assumed universal life business.  In 1995, the Division's
results included income which was related to the excess claim liability carried
on the direct universal life business sold at the end of 1994.  Because the
Company retained the claim liability on this business, it was responsible for
all claims incurred on or before December 31, 1994.  Actual claims were
ultimately $113,000 lower than the liability carried, and this excess claim
liability was eliminated through a credit to claims expense in 1995.  Higher
than normal death claims on the assumed block of business in 1995 resulted in a
$254,000 loss on this block of business in the first nine months of last year,
which more than offset the non-recurring gain.

A significant decrease in claims in 1996 has reduced the pre-tax loss of the
assumed block to $40,000, an improvement of $214,000. The Company has had
ongoing discussions during the past year with the direct writer of the UL
business concerning the recapture of this block.  

Auto Auction Division

As indicated above, the operating assets and business of Interstate Auto 
Auction
were sold in November of 1996, and, as a result, the auction operations have
been reported in the September 30, 1996 financial statements as discontinued
operations for all periods presented. The auction business was sold in
conjunction with the Company's plan to divest its non-credit insurance
businesses and combine its credit insurance operations with a larger
organization.





                               FINANCIAL CONDITION<PAGE>
<TABLE>
 <CAPTION>(in thousands, except per share              September 30,             December 31,
 amounts)                                                   1996                     1995

 <S>                                                              <C>                       <C>
 Invested assets                                              $47,407                   $48,995


 Total assets                                                $117,686                  $123,322


 Total debt                                                    $1,857                    $2,537


 Total shareholders' equity and redeemable
      preferred stock                                         $13,506                   $15,671


 Debt as a percent of total capital                             12.1%                     13.9%


 Shareholders' equity per common share                          $3.38                     $4.20

</TABLE>
Invested Assets

Invested assets at September 30, 1996 declined by about $1.6 million in the
first nine months of the year to $47.4 million.  A portion of the decrease is
attributable to the reclassification of $1 million of investment real estate
which is now being held for sale.  The asset decline is also due to a $1.2
million reduction in the carrying value of the Company's bond portfolio as a
result of higher interest rates since the end of 1995.  The invested asset base
increased as a result of the sale during the third quarter of $1.2 million in
non-investment real estate for cash, which was reinvested in bonds.

During the first nine months of the year, the Company's mortgage loan portfolio
has decreased from $7 million to $3.5 million primarily as a result of the 
early
payoff of a $1.4 million loan and the sale to a local bank of seven mortgages
with loan balances totalling $2 million.  The proceeds from these transactions
were also reinvested in bonds.  In addition, during October, two mortgage loans
with balances at September 30 of about $1.2 million were repaid in cash.

Liquidity

The Company s operating subsidiaries have historically met most of their cash
requirements from funds generated from operations, although reduced credit
insurance revenues over the past several years have had an adverse impact on 
the
insurance companies  operating cash flows. The Company has generally relied on
its operating subsidiaries to provide it with sufficient cash funds to maintain
an adequate liquidity position. In that regard, the life insurance subsidiaries
are also subject to restrictions imposed by law on their ability to transfer
cash to the Company in the form of dividends, loans or advances. Consumers Car
Care Corporation and Interstate Auto Auction, Inc. have provided the Company
with sources of cash which are not subject to insurance regulations that
restrict their ability to transfer cash. The sale of Interstate s business in
November 1996 resulted in the repayment 




of the Company s $1.7 million bank debt and also provided the Company with an
additional $1.8 million in after-tax cash flow. The net cash provided by or 
used
in operating activities for the nine months ended September 30, 1996 and 1995 
is
presented in the Consolidated Statements of Cash Flows.

Capital Resources

The Company's total equity, which includes redeemable preferred stock, 
decreased
by about $2.2 million during the first nine months of 1996.  The decrease is
primarily attributable to (1) the decline in the carrying value of the bond
portfolio ($1.2 million less $347,000 in applicable deferred income taxes), (2)
the current year net loss of $892,000 and (3) $307,000 in dividends to 
preferred
shareholders.

The Company reduced its outstanding bank debt by $680,000 in the first nine
months of the year.  The balance at September 30, 1996 was $1.9 million.  The
sale of the Company's auto auction business in November of 1996 resulted in the
payoff of all of the remaining bank debt.  It also resulted in a $1.9 million
after-tax gain and a corresponding increase in the Company's equity.

Pending Merger

For information regarding the pending merger of the Company with LaSalle, see
 Overview  above and the Notes to Consolidated Financial Statements appearing
elsewhere in this Form 10-Q.

                           PART II.  OTHER INFORMATION


Item 1.  Legal Proceedings

         Except for the matters discussed in Note 3 of the Notes to 
         Consolidated
         Financial Statements included elsewhere in this Form 10-Q, neither the
         registrant nor its subsidiaries 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 nine months ended September 30, 1996.

Item 2.  Changes in Securities

         During the nine months ended September 30, 1996, 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.

Item 3.  Defaults upon Senior Securities

         The registrant has not defaulted in the payment of principal, interest
         or in any other manner on any indebtedness and is current with all its
         accounts.  There is no arrearage in the payment of dividends on the
         registrant's 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 September 30, 1996.

Item 5.  Other Information

         None

Item 6.  Exhibits and Reports on Form 8-K

         (a) Exhibits required to be filed by Item 601 of Regulation S-K:

            (11)  Computation of Earnings per Common Share.

         (b) Reports on Form 8-K:

            No reports on Form 8-K were filed during the three months ended
            September 30, 1996. On November 13, 1996, the Company filed a Form
            8-K with respect to (1) an Agreement and Plan of Merger entered 
            into
            between the Company, LaSalle Group, Inc . and a subsidiary of      
            LaSalle, pursuant to which the Company would become a wholly-owned
            subsidiary of LaSalle, and (2) the sale of the operating assets and
            business of Interstate Auto Auction, Inc.. 





                                   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   November 19, 1996            By                /S/ James C. Robertson  
              
                              James C. Robertson, President
                              (Chief Executive Officer)




Date   November 19, 1996            By                /S/ R. Fredric Zullinger 
                  
                              R. Fredric Zullinger
                              Senior Vice President, Chief Financial Officer 
                              and
                              Treasurer