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, 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 Identification No.)
 incorporation  or  organization)




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


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

     Indicate  by  check  mark  whether the registrant (1) has filed all reports
required  to  be  filed by Section 13 or 15(d) of the Securities Exchange Act of
1934  during  the  preceding  12  months  (or  for  such shorter period that the
registrant  was  required  to  file  such  reports), and (2) has been subject to
filing  such  requirements  for  the  past  90  days.

                               Yes    X         No
                                     ---            ---


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

                                                        Outstanding  at
     Class  of  Common  Stock                          October  31,  2001
     ------------------------                          ------------------
        $.01  Stated  Value                            2,577,237  shares


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



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

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

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

         Notes to Consolidated Financial Statements                           5 - 9

Item 2.  Management's Discussion and Analysis of Financial Condition
            and  Results of Operations                                      10 - 15

Item 3.  Quantitative and Qualitative Disclosure About Market Risk               16


              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                                        18
</TABLE>


Consumers  Financial  Corporation                                         Page 2
Form  10-Q                                                    September 30, 2001
<PAGE>
PART  I.  FINANCIAL  INFORMATION

ITEM  1.     FINANCIAL  STATEMENTS

<TABLE>
<CAPTION>
                          CONSUMERS FINANCIAL CORPORATION AND SUBSIDIARY
                       CONSOLIDATED STATEMENTS OF NET ASSETS IN LIQUIDATION

                                                                     SEPTEMBER 30,   DECEMBER 31,
(IN THOUSANDS)                                                           2001            2000
--------------------------------------------------------------------------------------------------
<S>                                                                 <C>              <C>
                                                                      (UNAUDITED)
Assets
------
Investments:
     Fixed maturities                                               $           992  $         951
     Mortgage loans on real estate                                               26             50
     Short-term investments                                                   1,931          2,471
                                                                    ---------------  -------------
          Total investments                                                   2,949          3,472

Cash                                                                              3              7
Accrued investment income                                                        21             27
Reinsurance recoverable                                                       4,922          7,866
Other receivables                                                                              307
Prepaid reinsurance premiums                                                  7,311         13,466
Deferred policy acquisition costs                                                10             40
Other assets                                                                     52            120
                                                                    ---------------  -------------

          Total assets                                                       15,268         25,305
                                                                    ---------------  -------------

Liabilities and Redeemable Preferred Stock
------------------------------------------
Liabilities:
     Future policy benefits                                                   3,977          6,536
     Unearned premiums                                                        7,311         13,466
     Other policy claims and benefits payable                                   945          1,369
     Other liabilities                                                          478            614
                                                                    ---------------  -------------
                                                                             12,711         21,985

Redeemable preferred stock:
     Series A, 8 1/2% cumulative convertible, authorized 632,500
        shares; issued and outstanding 2001, 452,614 shares;
        2000, 456,061 shares; net of $1,969 reduction in 2001
        and $1,241 in 2000 to reflect estimated liquidation value             2,557          3,320
                                                                    ---------------  -------------

          Total liabilities and redeemable preferred stock                   15,268         25,305
                                                                    ---------------  -------------

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


     See  Notes  to  Consolidated  Financial  Statements


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

                                           NINE MONTHS      NINE MONTHS     THREE MONTHS     THREE MONTHS
                                              ENDED            ENDED            ENDED            ENDED
                                          SEPTEMBER 30,    SEPTEMBER 30,    SEPTEMBER 30.    SEPTEMBER 30,
(IN THOUSANDS)                                2001             2000             2001             2000
-----------------------------------------------------------------------------------------------------------
<S>                                      <C>              <C>              <C>              <C>
Revenues:
     Net investment income               $          123   $          237   $           34   $           62
     Net fees from sale of customer
        accounts                                                     200                                68
     Joint venture income (loss)                     (3)              36                                 3
     Miscellaneous                                   94              139                7               93
                                         ---------------  ---------------  ---------------  ---------------
                                                    214              612               41              226
                                         ---------------  ---------------  ---------------  ---------------

Expenses:
     Rent and related costs                          17               40                5               11
     Salaries and employee benefits                 133              196               45               43
     Professional fees                              122              139               38               45
     Litigation settlement costs                    216                               216
     Provision for uncollectible fee
       income receivable                                             116                               116
     Taxes, licenses and fees                        39               48               11               13
     Miscellaneous                                  109              198               31               67
                                         ---------------  ---------------  ---------------  ---------------
                                                    636              737              346              295
                                         ---------------  ---------------  ---------------  ---------------

Excess of expenses over revenues                   (422)            (125)            (305)             (69)
Adjustment of assets to estimated
     realizable value                               (80)                              (27)
Adjustment of liabilities to estimated
     settlement amounts                                               62
Change in unrealized appreciation of
     debt securities                                 41               22               39               14
Preferred stock dividends                          (289)            (294)             (96)             (98)
Adjustment of preferred stock to
     estimated realizable value                     728              705              376              323
Increase in liability for under funded
     pension plan                                                   (405)                             (180)
Increase from retirement of treasury
  shares-preferred                                   22               35               13               10
                                         ---------------  ---------------  ---------------  ---------------

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


     See  Notes  to  Consolidated  Financial  Statements


Consumers  Financial  Corporation                                         Page 4
Form  10-Q                                                    September 30, 2001
<PAGE>
                 CONSUMERS FINANCIAL CORPORATION AND SUBSIDIARY
                           (IN PROCESS OF LIQUIDATION)
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                  NINE MONTHS ENDED SEPTEMBER 30, 2001 AND 2000
                                   (UNAUDITED)


1.   OVERVIEW  AND  BASIS  OF  ACCOUNTING:

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

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

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

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

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

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

2.   PLAN  OF  LIQUIDATION  AND  RELATED  MATTERS:

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


Consumers  Financial  Corporation                                         Page 5
Form  10-Q                                                    September 30, 2001
<PAGE>
                 CONSUMERS FINANCIAL CORPORATION AND SUBSIDIARY
                           (IN PROCESS OF LIQUIDATION)
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
                  NINE MONTHS ENDED SEPTEMBER 30, 2001 AND 2000
                                   (UNAUDITED)


2.   PLAN  OF  LIQUIDATION  AND  RELATED  MATTERS  (CONTINUED):

     Liquidation  and  Dissolution,  (the Plan of Liquidation) pursuant to which
     the Company has been liquidating its remaining assets and providing for its
     liabilities.  If the Company proceeds with the Plan of Liquidation, it will
     eventually distribute its remaining cash to its preferred shareholders. The
     Company  does  not  expect  to  be  able  to make any payment to its common
     shareholders  under  the  Plan  of  Liquidation.

     In August 2001, the Company announced that is was requesting proposals from
     several  investor  groups  that  had  expressed  an interest in acquiring a
     controlling  interest  in the Company's common stock. Following a review of
     the  proposals which were received, the Company selected one investor group
     with  whom  it  is  now  negotiating  the terms of an option agreement. The
     option agreement would permit the investors to obtain a 51% interest in the
     Company's  common  stock  through  the  issuance of authorized but unissued
     shares.  The option would be exercisable only after the Company's preferred
     shareholders were given the opportunity either to receive a cash payment in
     exchange  for  their  shares or to continue as shareholders of the Company.
     The  Company  is considering a transaction of this type in lieu of the Plan
     of Liquidation because it has the potential to produce future value for the
     common  shareholders  while  protecting  the  rights  of  the  preferred
     shareholders.  As indicated above, the common shareholders are not expected
     to  receive  any distribution under the Plan of Liquidation. Since there is
     no  assurance  that  this  acquisition  transaction  will be completed, the
     Company continues to proceed with the Plan of Liquidation while it attempts
     to  finalize  the  option  agreement.

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
     September  30,  2001  and  December  31,  2000, the Company had no material
     deferred  tax liabilities and only one material deferred tax asset relating
     to  net  operating  loss  carry  forwards.  This  deferred tax asset, which
     totaled  $1,963,000  and  $1,869,000 at September 30, 2001 and December 31,
     2000,  respectively,  has  been  fully  offset  by  a  valuation allowance.

4.   COMMITMENTS  AND  CONTINGENCIES:

     Reinsured  risks  would  give rise to liability to the insurance subsidiary
     only  in  the  event that the reinsuring companies are unable to meet their
     obligations under the indemnity reinsurance agreements which are in effect.

     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


Consumers  Financial  Corporation                                         Page 6
Form  10-Q                                                    September 30, 2001
<PAGE>
                 CONSUMERS FINANCIAL CORPORATION AND SUBSIDIARY
                           (IN PROCESS OF LIQUIDATION)
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
                  NINE MONTHS ENDED SEPTEMBER 30, 2001 AND 2000
                                   (UNAUDITED)


4.   COMMITMENTS  AND  CONTINGENCIES  (CONTINUED):

     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  was  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.  The  Company  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.  In  August  2001, the parties settled this matter
     through  mediation.  As  a result of this settlement, the Company agreed to
     pay  the  agency  $210,000  in  cash  and  to mark as satisfied the $90,000
     judgment  the  Company  had previously been awarded. The $90,000 receivable
     had  been  fully  reserved  in  the  Company's  financial  statements.

     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
     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.

     In  connection  with both the Plan of Liquidation and the potential sale of
     the  Company,  as  discussed  in Note 2, the Company intends to either sell
     Consumers  Life  and its insurance licenses or dissolve the subsidiary if a
     sale  transaction cannot be completed. If the Company ultimately determines
     that it will dissolve Consumers Life, the subsidiary will incur a Phase III
     tax  of  approximately  $149,000  for  Federal income tax purposes This tax
     cannot  be  offset  by  Consumers  Life's tax loss carry forwards, and will
     therefore  require  a  cash  payment  to  the Internal Revenue Service. The
     Company  expects  to  decide  by  December  2001  whether  it  can sell the
     subsidiary  or  whether  it  must  dissolve  it.

     Certain  claims,  suits  and  complaints  arising in the ordinary course of
     business  have  been  filed  or  are  pending  against  the Company and its
     subsidiary.  In  the  opinion  of  management,  based  on


Consumers  Financial  Corporation                                         Page 7
Form  10-Q                                                    September 30, 2001
<PAGE>
                 CONSUMERS FINANCIAL CORPORATION AND SUBSIDIARY
                           (IN PROCESS OF LIQUIDATION)
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
                  NINE MONTHS ENDED SEPTEMBER 30, 2001 AND 2000
                                   (UNAUDITED)


4.   COMMITMENTS  AND  CONTINGENCIES  (CONTINUED):

     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  and  its  subsidiary.  The  Company  has  taken certain income tax
     positions  in  previous  years  that  it  believes are appropriate. If such
     positions  were  to  be  successfully  challenged  by  the Internal Revenue
     Service,  the  Company  could  incur  additional  income  taxes  as well as
     interest  and  penalties.  Management believes that the ultimate outcome of
     any  such  challenges  will  not  have  a  material effect on the Company's
     financial  statements.

5.   REINSURANCE:

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

     Effective  December  31,  2000,  Consumers  Life  converted one of its four
     remaining  indemnity  agreements  to  assumption  reinsurance,  thereby
     eliminating  the contingent risk on that block of reinsured business. As of
     January  1,  2001,  a  similar  conversion  to  assumption  reinsurance was
     completed  on  another indemnity agreement. In October 2001, Consumers Life
     and  its  reinsurers  executed  agreements  to  convert  the  remaining two
     indemnity  agreements to assumption reinsurance. These two transactions are
     subject  to  the approval of various state insurance regulators before they
     can  become effective. The replacement of these indemnity agreements should
     not  only  facilitate  the  sale of the Consumers Life charter, but it will
     also  permit  the  dissolution of Consumers Life in the event a sale of the
     subsidiary  cannot  be  completed.

6.   REDEEMABLE  PREFERRED  STOCK:

     The  terms  of  the  Company's  8.5% redeemable preferred stock require the
     Company  to  make annual payments to a sinking fund. The first such payment
     was  due  in  July  1998.  The  preferred 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 requiConsumers Financial Corporation Page
     Form  10-Q  September  30,  2001  red 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 3,447 shares in 2001 has further reduced the 1999
     sinking  fund  deficiency  to  $126,140.  On  July  1,  2000, an additional
     $550,000 sinking fund payment became due but was not paid. On July 1, 2001,
     another  $550,000  sinking  fund  payment became due but was also not paid.
     Consequently,  at


Consumers  Financial  Corporation                                         Page 8
Form  10-Q                                                    September 30, 2001
<PAGE>
                 CONSUMERS FINANCIAL CORPORATION AND SUBSIDIARY
                           (IN PROCESS OF LIQUIDATION)
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
                  NINE MONTHS ENDED SEPTEMBER 30, 2001 AND 2000
                                   (UNAUDITED)


6.   REDEEMABLE  PREFERRED  STOCK  (CONTINUED):

     September  30,  2001,  the  total  sinking  fund deficiency was $1,226,140.
     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.


Consumers  Financial  Corporation                                         Page 9
Form  10-Q                                                    September 30, 2001
<PAGE>
ITEM  2.  MANAGEMENT'S  DISCUSSION  AND  ANALYSIS  OF FINANCIAL CONDITION AND
          RESULTS  OF  OPERATIONS

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

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

                                    OVERVIEW

     At  the  Special  Meeting  of  Shareholders  held  on  March  24, 1998, the
Company's  preferred  and common shareholders approved the sale of the Company's
credit  insurance  and  related  products business, which was the Company's only
remaining  business  operation.  In  connection  with  the  sale of its in force
credit  insurance  business, the Company also sold its credit insurance customer
accounts  and  one  of  its  life  insurance  subsidiaries.

     At  the  Special  Meeting,  the  shareholders  also  approved  a  Plan  of
Liquidation  and  Dissolution (the "Plan of Liquidation"), pursuant to which the
Company  has been liquidating its remaining assets so that it can pay or provide
for  all  of  its  liabilities.  If  the  Company  proceeds  with  the  Plan  of
Liquidation,  it  will eventually distribute its remaining cash to its preferred
shareholders.  It  is  unlikely that any cash will be available for distribution
to  the  common  shareholders  under  the  Plan  of  Liquidation.

     In August 2001, the Company announced that is was requesting proposals from
several  investor  groups  that  had  expressed  an  interest  in  acquiring  a
controlling  interest  in the Company's common stock.  Following a review of the
proposals which were received, the Company selected one investor group with whom
it  is  now  negotiating the terms of an option agreement.  The option agreement
would  permit  the  investors  to  obtain a 51% interest in the Company's common
stock  through the issuance of authorized but unissued shares.  The option would
be  exercisable  only  after the Company's preferred shareholders were given the


Consumers  Financial  Corporation                                        Page 10
Form  10-Q                                                    September 30, 2001
<PAGE>
opportunity  either to receive a cash payment in exchange for their shares or to
continue  as  shareholders  of  the  Company.  The  Company  is  considering  a
transaction  of  this type in lieu of the Plan of Liquidation because it has the
potential  to  produce future value for the common shareholders while protecting
the  rights  of  the  preferred  shareholders.  As  indicated  above, the common
shareholders  are  not  expected  to  receive any distribution under the Plan of
Liquidation.  Since there is no assurance that this acquisition transaction will
be  completed,  the  Company  continues  to proceed with the Plan of Liquidation
while  it  attempts  to  finalize  the  option  agreement.

     As a result of the approval of the Plan of Liquidation, 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  nine  months  of 2001, this reduction totaled
$728,000  compared  to  a reduction in the same period of 2000 of $705,000.  The
decline  in  the  current  year  was  principally  due  to preferred shareholder
dividends,  which  totaled  $289,000, and an excess of expenses over revenues of
$422,000.  For  the  nine  months  ended September 30, 2000, preferred dividends
totaled  $294,000  and  the  excess  of expenses over revenues was $125,000.  In
addition,  in  the  first  nine  months of 2000, the estimated liability for the
Company's under funded Pension Plan (which was terminated later in the year) was
increased  by  $405,000.


                 RESULTS OF OPERATIONS AND CHANGES IN NET ASSETS

     Since  the sale of its remaining insurance business and the adoption of the
Plan  of  Liquidation,  the  Company's  revenues  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 nine and three month periods ended September 30,
2001  and  2000  is  presented  below.

NINE  AND  THREE  MONTHS  ENDED  SEPTEMBER  30,  2001

     As  indicated  above,  since  the  Company  has no net assets available for
common  shareholders,  all  decreases  in  net  assets must be deducted from the
estimated liquidation value of the Company's preferred stock.  In the first nine
months  of 2001, the estimated liquidation value of the preferred stock declined
by  $728,000.  As  a  result,  at  September  30,  2001,  the  452,614 shares of
preferred stock outstanding had an estimated liquidation value of $2,557,000, or
$5.65  per  share.


Consumers  Financial  Corporation                                        Page 11
Form  10-Q                                                    September 30, 2001
<PAGE>
     The  decrease  in the liquidation value of the preferred stock in the first
nine  months of 2001 was primarily due to $289,000 in dividends to the preferred
shareholders,  an $80,000 reduction in the estimated realizable value of certain
assets  and  an  excess  of  expenses  over revenues of $422,000.  The excess of
expenses  over  revenues  in  the  current  year  was  significantly impacted by
litigation  settlement  expenses  totaling $216,000, which more than doubled the
excess  of  expenses  over revenues which would otherwise have been reported for
the period.  In addition, revenues for the period were adversely affected by the
fact  that  the Company is no longer receiving any fee revenues from the sale of
its  credit  insurance  customer accounts, as discussed below.  The Company also
incurred  approximately  $66,000  in  legal fees during the first nine months of
2001  in  connection  with  various  corporate  matters  as  well as litigation.

     For  the  three  months ended September 30, 2001, the estimated liquidation
value  of  the  preferred stock  declined by $376,000.  All of the factors which
affected  the  liquidation  value  during the first nine months of the year were
also  factors  in  the  decrease which occurred in the third quarter.  Preferred
shareholder dividends totaled $96,000, the reduction in the estimated realizable
value  of certain assets was $27,000 and expenses exceeded revenues by $305,000,
largely  due  to  the $216,000 in litigation settlement costs referred to above.

     As  indicated  above,  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 nine and three month
periods  ended September 30, 2000, the Company reported fee revenues of $200,000
and  $68,000,  respectively.

NINE  AND  THREE  MONTHS  ENDED  SEPTEMBER  30,  2000

     In  the  first  nine months of 2000, the estimated liquidation value of the
preferred  stock decreased by $705,000 as a result of (i) a $405,000 increase in
the  estimated  liability  for  the  Company's  under  funded pension plan, (ii)
$294,000 in preferred shareholder dividends and (iii) an excess of expenses over
revenues  of  $125,000.  Expenses  in the first nine months of the year included
approximately  $67,000  in  legal  fees  and  $50,000  in  pension  expense.  A
significant  portion  of  the  legal  fees  during  this  period  related to the
now-settled  fee  revenue dispute referred to earlier.  The Company's investment
income benefitted from the collection of about $52,000 in past due and unaccrued
interest  on  a non performing mortgage loan, which was repaid in full following
the  sale  of the property.  Partially offsetting the decreases in the preferred
stock  liquidation  value  listed  above  were  increases  attributable  to  the
reduction of certain liabilities to their estimated settlement amounts and other
miscellaneous  increases.

     The  estimated  liquidation  value  of  the  preferred  stock  decreased by
$323,000  in  the  third quarter of 2000.  This decline was due to an additional
$180,000  increase  in  the  pension  plan  liability described above, preferred
shareholder  dividends  of  $98,000  and  in excess of expenses over revenues of
$69,000.


Consumers  Financial  Corporation                                        Page 12
Form  10-Q                                                    September 30, 2001
<PAGE>
ESTIMATED NET EXPENSES AND OTHER CHANGES IN NET ASSETS DURING LIQUIDATION PERIOD

     If the Company is not sold pursuant to the option agreement currently being
negotiated,  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
dissolution 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.
Additional  shareholder  value  could  also  be  generated  from the sale of the
subsidiary because of the value of its 25 state insurance licenses. Furthermore,
if  the  Company  determines  that  it  must  dissolve  Consumers Life because a
suitable  buyer  cannot be found, Consumers Life will incur a $149,000 Phase III
tax  for  Federal  income  tax  purposes. This tax cannot be offset by Consumers
Life's tax loss carry forwards, and will therefore require a cash payment to the
Internal Revenue Service. The Company expects to decide by December 2001 whether
it can sell the subsidiary or whether it must dissolve it. The Company is also a
defendant  in  several  small  lawsuits  which must be settled by the parties or
resolved  in  court. 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 under the Plan of
Liquidation  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 dissolved, (ii) the Company has resolved
its  remaining litigation 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 $600,000 to $650,000.  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

     As a result of the Plan of Liquidation, the Company has made no commitments
for capital expenditures and does not intend to make any such commitments in the
future.  However,  if the Company is sold pursuant to the option agreement which
is  now  being  negotiated,  the  Company's  future  plans  regarding  capital
expenditures  and  other  matters  could  change.  For  the  nine  months  ended
September  30,  2001,  the  Company's  cash  and  invested  assets  decreased by
$527,000,  from  $3,479,000  at  the  beginning  of  the  year  to $2,952,000 at
September  30, 2001.  As indicated above, the decrease is principally the result
of the preferred shareholder dividends and the excess of expenses over revenues.


Consumers  Financial  Corporation                                        Page 13
Form  10-Q                                                    September 30, 2001
<PAGE>
     Invested  assets  at  September 30, 2001 consisted principally of ( i) U.S.
Treasury  Notes,  owned  by  the  Company's  insurance  subsidiary, which are on
deposit  with  four  state  insurance  departments  in connection with licensing
requirements,  (ii)  one mortgage loan, which is scheduled to be paid in full by
June  2002  and  (iii)  short-term  investments, principally money market funds.


     As  discussed  in  Note 5 of the Notes to Consolidated Financial Statements
appearing  elsewhere  in  this  Form  10-Q, as of January 1, 2001, the Company's
insurance  subsidiary  converted  one  of  its  remaining  indemnity reinsurance
agreements  to  assumption  reinsurance,  thereby  eliminating  the  contingent
insurance  risk  on  this  block  of  reinsured  business.  As  a  result,  the
reinsurance  recoverable asset and the corresponding liability for future policy
benefits  relating  to  this  block  of  business  have been eliminated from the
September  30,  2001  amounts  appearing  on  the Consolidated Statements of Net
Assets  in  Liquidation.  At  December 31, 2000, the asset and liability amounts
for  this  block  of  business  totaled approximately $1,023,000.  Following the
anticipated  receipt  in  the fourth quarter of 2001 of the insurance regulatory
approvals  for  the conversion of the remaining indemnity reinsurance agreements
into assumption reinsurance, the balances of the reinsurance recoverable and the
prepaid  reinsurance  premiums  accounts  and  the corresponding balances of the
future  policy benefits, unearned premiums and other claims and benefits payable
accounts  will  be  eliminated.

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. Following the approval of
the Plan of Liquidation, the Company's principal sources of cash funds have been
investment  income  and proceeds from the sales of non liquid assets.  Under the
Plan of Liquidation, 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.

     If  the  Company proceeds with the Plan of Liquidation, 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 or, alternatively, to liquidate
and  dissolve  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


Consumers  Financial  Corporation                                        Page 14
Form  10-Q                                                    September 30, 2001
<PAGE>
purchase  of  18,000  preferred  shares in 1999, 7,400 shares in 2000, and 3,447
shares in 2001 has further reduced the 1999 sinking fund deficiency to $126,140.
On  July 1, 2000, an additional $550,000 sinking fund payment became due but was
not  paid. On July 1, 2001, another $550,000 sinking fund payment became due but
was  also  not paid. Consequently, at September 30, 2001, the total sinking fund
deficiency  was  $1,226,140.  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

     Under  the Plan of Liquidation, the effects of inflation on the Company are
not  material because the Company intends to wind up its affairs within the next
12  to 15 months.  However, if the Company is sold, inflation may have an effect
on  the  Company's  new  business  or  businesses  in  the  future.


Consumers  Financial  Corporation                                        Page 15
Form  10-Q                                                    September 30, 2001
<PAGE>
ITEM  3.     QUANTITATIVE  AND  QUALITATIVE  DISCLOSURE  ABOUT  MARKET  RISK

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


Consumers  Financial  Corporation                                        Page 16
Form  10-Q                                                    September 30, 2001
<PAGE>
                           PART II. OTHER INFORMATION


ITEM  1.  LEGAL  PROCEEDINGS

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

ITEM  2.  CHANGES  IN  SECURITIES

          During  the  three months ended September 30, 2001, there have been no
          limitations  or  qualifications,  through  charter  documents,  loan
          agreements  or  otherwise, placed upon the holders of the registrant's
          common or preferred stock to receive dividends. As discussed in Note 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  September  30,  2001, the registrant was not in default in the
          payment  of  principal,  interest  or  in  any  other  manner  on  any
          indebtedness and was current with all its accounts. In addition, there
          was  no  arrearage in the payment of dividends on its preferred stock.
          However,  see Note 6 of the Notes to Consolidated Financial Statements
          appearing  elsewhere  in  this Form 10-Q for information regarding the
          deficiency  in  the  sinking  fund  for  the  preferred  stock.

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

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

ITEM  5.  OTHER  INFORMATION

          None



Consumers  Financial  Corporation                                        Page 17
Form  10-Q                                                    September 30, 2001
<PAGE>
ITEM  6.  EXHIBITS  AND  REPORTS  ON  FORM  8-K

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


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

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

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


Consumers  Financial  Corporation                                        Page 18
Form  10-Q                                                    September 30, 2001
<PAGE>
                                   SIGNATURES



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



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




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




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


Consumers  Financial  Corporation                                        Page 19
Form  10-Q                                                    September 30, 2001
<PAGE>