<PAGE> 1

                              UNITED STATES
                    SECURITIES AND EXCHANGE COMMISSION
                         Washington, D.C. 20549


                               FORM 10-Q
						

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE 
                              ACT OF 1934

            For the second quarterly period ended June 30, 1998


                            GIANT GROUP, LTD.

       9000 Sunset Boulevard, 16th Floor, Los Angeles, California 90069

               Registrant's telephone number: (310) 273-5678



                       Commission File Number: 1-4323

             I.R.S. Employer Identification Number: 23-0622690

                      State of Incorporation: Delaware
 



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


On July 27, 1998 the latest practicable date, there were 3,180,655 shares of 
                         Common Stock outstanding. 
















<PAGE> 2

                              GIANT GROUP, LTD.

                                    INDEX





PART I. 	FINANCIAL INFORMATION

<TABLE>
<CAPTION>
									                                                    			Page No.
                                                                --------
<S>                                                             <C>
Item 1.	Financial Statements

		Consolidated Statements of Operations -  
		Three and Six-Month Periods Ended June 30, 1998 and 1997	          3

		Consolidated Balance Sheets -
		June 30, 1998 and December 31, 1997 				                           4

		Consolidated Statements of Cash Flows - 
		Six-Month Periods Ended June 30, 1998 and 1997		                   5

		Notes to Consolidated Financial Statements	                      6-8

Item 2.	Management's Discussion and Analysis of Financial
	       Condition and Results of Operations				                   9-11


PART II. 	OTHER INFORMATION

Item 1.	Legal Proceedings							                                    12

Item 4.	Submission of Matters to a Vote of Security Holders         12

Item 6.	Exhibits and Reports on Form 8-K				                        12

		(a) Exhibits

		(b) Reports on Form 8-K

Signature										                                                 13	


</TABLE>















<PAGE> 3
                    PART 1.  FINANCIAL INFORMATION
                     Item 1.  Financial Statements
			
                            GIANT GROUP, LTD.									
                    CONSOLIDATED STATEMENTS OF OPERATIONS									
       for the three and six-month periods ended June 30, 1998 and 1997									
                              (Unaudited)									
									
<TABLE>
<CAPTION>
(Dollars  in thousands, except per share amounts)									
						                                Three-months ended  Six-months ended			
    							                               June 30,			         June 30,			
                                      ------------------  -----------------
		                                     1998		     1997 	   1998	     1997
                                      --------  --------  -------  --------
<S>                                   <C>       <C>       <C>      <C>
Revenue:									
     Investment income	                $  728 		 $  649 	  $1,205 		$ 1,348 	
     Gain on the sale of marketable 
       securities	                         	7 		     51 		     125 		    92 	
     Gain on sale of property and
       equipment		                      2,845 	      	-  		  2,845      		- 
     Charter and other income 		          350 		      4 	     	505      		9 	
                                      -------   -------    -------  -------
                                   					3,930     		704    		4,680  		1,449
                                      -------   -------    -------  ------- 	
									
Costs and expenses:									
    Co-ownership and charter              418     		551      		990  		1,014 	
    General and administrative	           910    	1,224    		1,809  		2,358 	
    Interest expense		                      1 	     	77        		2     		78 	
    Depreciation	                         	47     		121      		188    		217 	
                                      -------   -------    -------  -------
                                      		1,376   		1,973    		2,989  		3,667 
	
									
Equity in income (loss) of affiliate	      	-  	    	14        		-   		(129)	
                                      -------   -------    -------  -------
									
Income (loss) before provision for 
  income taxes	                        	2,554   	(1,255)   		1,691 		(2,347)	
					 			
Provision for income taxes	              	697       		-      		697      		-  	
                                      -------    ------    -------   ------
									
Net income (loss)                  		 $ 1,857 		 $(1,255) 	$   994 		$(2,347)
                                      =======    =======   =======   =======
									
									
Basic and diluted earnings
 (loss) per common share		            $  0.58 		 $ (0.39)		$  0.31 		$ (0.70)	
                                      =======    =======   =======   =======
									
Weighted average shares for 
  basic and diluted	earnings 
  (loss) per common share		         3,181,000 	3,191,000	3,181,00		3,340,000 	
                                    =========  ========= ========  =========
									
</TABLE>
									
The accompanying notes are an integral part of these consolidated financial 
                                 statements.									



<PAGE> 4
    
                              GIANT GROUP, LTD.					
                         CONSOLIDATED BALANCE SHEETS					
				  	
<TABLE>
<CAPTION>
(Dollars in thousands, except per share amounts)					
                                              	June 30,	 	   December 31,
                                               		1998         		1997
                                              ----------     ------------
                                           			(Unaudited)		
<S>                                           <C>            <C>
ASSETS					
Current assets:					
   Cash and cash equivalents			                $     885 		   $    1,137 
   Marketable securities			                       36,667        		18,874 
   Income tax receivables		                           	-         		1,100 
   Other receivables		                              	653           		332 
   Assets held-for-sale 	                       		10,876        		24,362 
   Prepaid expenses and other assets			              174           		420 
                                               ---------      ----------
        Total current assets		                   	49,255        		46,225 
					
Property and equipment, net		                     	1,410         		4,905 
Receivable and other assets			                     4,160         		2,746 
                                               ---------      ----------
       Total assets			                         $  54,825 		   $   53,876 
                                               =========      ==========
					
LIABILITIES					
Current liabilities:					
   Accounts payable and accrued expenses			    $     904      $    1,209 
   Income taxes payable		                           	940           		219 
   Deferred income taxes  (note 3)			              2,120         		2,776 
                                               ---------      ----------
       Total current liabilities			                3,964         		4,204 
					
Deferred income taxes                           			2,364         		1,174 
                                               ---------      ----------
       Total liabilities			                        6,328         		5,378 
                                               ---------      ----------
Commitments and contingencies					
					
STOCKHOLDERS' EQUITY					
Preferred stock, $.01 par value;
  authorized 2,000,000 shares, none issued			          -  		          -  
Class A common stock, $.01 par value; 
  authorized 5,000,000 shares, none issued			          -  	          	-  
Common stock, $.01 par value; authorized
  12,500,000 shares, 7,266,000 issued	              		73           		73 
Capital in excess of par value 		                	36,767       		36,767 
Accumulated other comprehensive income
  - unrealized gains on	marketable
  securities, net			                               3,190        		4,185 
Retained earnings			                              44,084       		43,090 
                                                --------      ---------
                                               			84,114       		84,115 
Less common stock in treasury; 4,085,000
  shares at June 30 and December 31, at cost     	35,617       		35,617 
                                                --------      ---------
       Total stockholders' equity			              48,497       		48,498 
                                                --------      ---------
 Total liabilities and stockholders' equity 			 $ 54,825 		   $  53,876 
                                                ========      =========

</TABLE>
					
The accompanying notes are an integral part of these consolidated financial 
                              statements.					


<PAGE> 5

                            GIANT GROUP, LTD.
                   CONSOLIDATED STATEMENTS OF CASH FLOWS										
           for the six-month periods ended June 30, 1998 and 1997										
                               (Unaudited)										

<TABLE>
<CAPTION>
(Dollars in thousands)	                   							Six-months ended		
                                             								June 30,		
                                              ------------------------
                                        					 			1998        		1997
                                              ----------    ----------
<S>                                           <C>           <C>
 Operating Activities:										
   Net income (loss)								                   $     994 		  $  (2,347)
   Adjustments to reconcile net income
    (loss) to net cash provided by 
    operating activities:
     Depreciation								                            188 	        	217 
     Gain on sale of property and equipment							(2,845)          		-  
     Gain on the sale of marketable securities						(125)        		(92)
     Equity in loss of affiliate							               	-         		129 
     Amortization of premium and accretion of
       discounts on investments, net 							       	(355)       		(714)
     Changes in assets and liabilities:										
       Decrease in income tax receivables							  	1,100      		10,813 
       Increase in prepaid expenses and
        other assets					                         			(76)       		(426)
       Decrease in accounts payable 
        and accrued expenses							                	(305)       		(267)
       Increase in income taxes							            	1,911           		-  
                                               ---------     ----------
	Net cash provided by operating activities						    	487       		7,313 
                                               ---------     ----------
										
Investing Activities:										
  Sales of marketable securities							           	5,055       		9,098 
  Purchase of marketable securities					      			(25,506)    		(18,916)
  Debt payment and short-term advance repayment							74       		1,843 
  Net proceeds from sale of assets							        	19,726           		-  
  Purchase of assets held-for-sale
   and related costs 						                        		(49)     		(4,101)
  Purchases of property and equipment							        	(39)       		(871)
                                               ---------     ----------
	Net cash used by investing activities						       	(739)	    	(12,947)
                                               ---------     ----------
										
Financing Activities:										
  Proceeds from short-term borrowings							          	-      		10,000 
  Repayment of short-term borrowings						           		-     		(10,500)
  Purchase of treasury stock						                   		-      		(3,638)
                                               ---------     ----------
	Net cash used by financing activities						          	-      		(4,138)     
                                               ---------     ----------
 Decrease in cash and cash equivalents						       	(252)     		(9,772)
										
Cash and cash equivalents:										
   Beginning of period							                     	1,137      		13,137 
                                               ---------     ----------
   End of period								                       $     885 		  $   3,365 
                                               =========     ==========
										
Supplemental disclosure of cash received
  (paid) for:										
   Income taxes, net			                   				 $   2,282 		  $  10,813 
   Interest							                                   	(2)	        	(78)

</TABLE>
										
The accompanying notes are an integral part of these consolidated financial 
                             statements.										



<PAGE> 6

                            GIANT GROUP, LTD.
                NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                            (Unaudited)
            (Dollars in thousands, except per share amounts)

1.	Basis of Presentation

	The accompanying unaudited consolidated financial statements have been 
prepared in accordance with Form 10-Q instructions and in the opinion of 
management contain all adjustments (consisting of only normal recurring 
accruals) necessary to present fairly the financial position as of June 30, 
1998 and the results of operations for the three and six-month periods ended 
June 30, 1998 and 1997 and cash flows for the six-months ended June 30, 1998 
and 1997.  These results have been determined on the basis of generally 
accepted accounting principles and practices  applied  consistently  with  
those  used  in the  preparation of the Company's 1997 Annual Report on Form 
10-K.  Certain 1997 amounts have been reclassified to conform to the 1998 
presentation. For the six-months ended June 30, 1997, the Company corrected 
weighted average shares and basic loss per common share, which was previously 
reported as 3,490,000 and $(0.67), respectively. Operating results for the 
three and six-month periods ended June 30, 1998 are not necessarily indicative 
of the results that may be expected for the full year.  It is suggested that 
the accompanying unaudited consolidated financial statements be read in 
conjunction with the financial statements and notes in the Company's 1997 
Annual Report on Form 10-K. 

2.	Investment in Affiliate 
		
	As of June 30, 1998 and December 31, 1997, the Company's investment in 
Rally's common stock  consists of approximately 3,226,000 and 3,181,000 
shares, respectively. On June 11, 1998, the Rally's stockholders approved the 
conversion of Rally's series A participating preferred stock into common 
stock. As a result, the Company's  449 shares of Rally's series A 
participating preferred stock was converted into 44,900 shares of Rally's 
common stock.  As a result of this conversion, the Company's ownership 
decreased to approximately 11%.  This investment is accounted for as a 
marketable security-available-for-sale. The quoted market value of Rally's 
common stock on June 30, 1998 was approximately $6,653. 
	
	On December 18, 1997, the Company's ownership decreased to approximately 
13%.  The decrease in the Company's ownership resulted from the exchange by 
the Company of approximately 200,000 shares of Checkers common stock for 
Rally's securities.  In addition, certain of the Company's related parties, 
CKE and Fidelity also participated in the exchange of Checkers' securities. 

	In June 1997, Rally's and Checkers ended talks for a proposed merger 
between the two companies, which was announced on March 25, 1997.  However, 
as a result of the exchange of securities in December 1997, Rally's now owns 
approximately 27% of Checkers.  Rally's Chairman of the Board and Chief 
Executive Officer have both been appointed to the same positions in Checkers 
and further consolidations of management and operations have taken place.

	In March 1997, 1,175,000 options granted to Fidelity and CKE by GIANT to 
purchase Rally's common stock at $4.00 per share were canceled. These options 
had been granted pursuant to the 1996 Purchase and Standstill Agreement 
between GIANT and Fidelity.

<PAGE> 7
                            GIANT GROUP, LTD.
               NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                             (Unaudited)
            (Dollars in thousands, except per share amounts)

2.	Investment in Affiliate (Cont.)

	As of June 30, 1997, the Company accounted for its 15% investment in 
Rally's common stock, which consisted of 3,137,000 shares, under the equity 
accounting method.  The quoted market value on June 30, 1997 of this 
investment was $8,235.  

	Summarized financial information for Rally's is as follows:	
<TABLE>
<CAPTION>
	
							                                Three-Months Ended		Six-Months Ended
	Operating results:				                 	    6/29/97  	   	     6/29/97    
--------------------                   ------------------  ----------------	 
<S>                                    <C>                 <C>
	Revenues			                                 $    38,090        $   70,685				 
	Income from operations					                      	1,806           		2,821		  
	Net income (loss)						                              92	           		(860)	
	GIANT's share of non-cash equity  income (loss)
        in Rally's net income (loss)	   	 	           14  	           (129)
	       
</TABLE>

3. Current Deferred Income Taxes

	Current deferred income taxes represent the tax effect of the unrealized 
gains on marketable securities included in accumulated other comprehensive 
income as part of Stockholders' Equity.

4.	New Accounting Pronouncements

	During the first quarter of 1998, the Company adopted SFAS No. 130, 
"Reporting Comprehensive Income", which established standards for reporting 
and displaying comprehensive income or loss and its components in a full set 
of general-purpose financial statements. The changes in components of 
comprehensive income (loss), net of provision (benefit) for income taxes, for 
the six-month periods ended June 30, 1998 and 1997 are as follows:

<TABLE>
<CAPTION>
  
		                  			               1998	                  1997	      
                            -----------------------  ------------------------   
                    				    Pre-Tax   Tax     Net    Pre-tax   Tax      Net
                  			      	Amount  Benefit  Amount  Amount  Provision Amount
                            ------- -------  ------  ------- -------- ------	  	   
<S>                         <C>     <C>      <C>     <C>     <C>      <C>
Other comprehensive income
  (loss):
   Unrealized gains
    (losses) on marketable
     securities, net        $(1,658) $ (663) $  (995) $  607  $   243 $3,644		
   
Net income (loss)			               		            994                  (2,347)  
                                             -------                  ------ 

 Comprehensive loss                				      $(    1)                $(1,983)
                                             =======                 =======

</TABLE>


5.	Sale of Assets

 On April 17, 1998, the Company sold for cash one of its two 
luxury yachts for $14,500, less selling expenses.  At December 31, 1997, the 
Company reduced the carrying value, in total, of the yachts to their 
approximate net realizable value.  The net sales price equaled the Company's 
carrying value. The Company is marketing the remaining yacht for sale, and 
continues to charter it pending a sale. 

	On April 28, 1998, the Company sold for cash its plane, a Gulfstream II 
SP acquired in 1991, for $6,293, less selling expenses, and recognized a pre-
tax gain of $2,845. 



<PAGE> 8

6. 	Commitments and Contingencies

The Company is involved in lawsuits as described in the following 
paragraphs. 

	Mittman/Rally's.  In January and February 1994, two putative class 
action lawsuits were filed, purportedly on behalf of the shareholders of 
Rally's in the United States District Court for the Western District of 
Kentucky, against Rally's, certain of Rally's present and former officers, 
directors and shareholders and its auditors and GIANT and Burt Sugarman.  The 
complaints allege defendants violated the Securities Exchange Act of 1934, as 
amended, among other claims, by issuing inaccurate public statements about 
Rally's in order to arbitrarily inflate the price of Rally's common stock, and 
seek unspecified damages, including punitive damages.  On April 15, 1994, 
GIANT filed a motion to dismiss and a motion to strike.  On April 5, 1995, the 
Court struck certain provisions of the complaint but otherwise denied GIANT's 
motion to dismiss.  In addition, the Court denied plaintiffs' motion for class 
certification.  On July 31, 1995, the plaintiffs renewed this motion, and, on 
April 16, 1996, the Court certified the class.  Two settlement conferences 
have been conducted but have been unsuccessful.  Fact discovery is now set to 
be completed by the end of August, 1998. No trial date has been scheduled yet.  
Management is unable to predict the outcome of this matter at the present time 
and does not know if all of the potentially available insurance coverages will 
apply.  Rally's and GIANT deny all wrongdoing and intend to defend themselves 
vigorously in this matter.

 Harbor.  In February 1996, Harbor Finance Partners ("Harbor") 
commenced a derivative action, purportedly on behalf of Rally's, against 
certain of Rally's officers and directors and GIANT, David Gotterer and Burt 
Sugarman (listed alphabetically), before the Delaware Chancery Courts.  Harbor 
named Rally's as a nominal defendant.  Harbor claims that the directors and 
officers of both Rally's and GIANT, along with GIANT itself, breached their 
fiduciary duties to the public shareholders of Rally's by causing Rally's to 
repurchase certain Rally's Senior Notes at an inflated price. The NASDAQ 
closing price of the Senior Notes as of July 17, 1998 was $95 1/8, 
approximately 40% higher than the repurchase price of $67 7/8.  Harbor seeks 
"millions of dollars in damages", along with rescission of the repurchase 
transaction.  In the fall of 1996, all defendants moved to dismiss this 
action.  On April 3, 1997, the Chancery Court denied defendants' motion.  
There has been limited document discovery.  No trial date has been scheduled 
yet.  Rally's and GIANT deny all wrongdoing and intend to vigorously defend 
this action.  It is not possible to predict the outcome of this action at this 
time.

	KCC/Pike Santa Monica Action.  In October 1996, KCC filed a complaint, 
in the Los Angeles County Superior Court, against NeoGen Investors, L.P., N.D. 
Management, Inc., NeoGen Holdings, L.P., Danco Laboratories, Inc. and NeoGen 
Pharmaceutical, Inc. (collectively the "NeoGen Entities") and Joseph Pike, 
stating causes of action for fraud, breach of fiduciary duty, fraudulent 
concealment, breach of contract, unfair business practices and permanent and 
preliminary injunctive relief and against the licensors of Mifepristone, the 
Population Council, Inc. and Advances in Health Technology, Inc., on a 
declaratory relief claim.  The complaint seeks damages for the breach by 
Joseph Pike and the NeoGen entities of a July 24, 1996 agreement by which KCC 
agreed to contribute $6,000, in return for a 26% equity interest in the entity 
producing the drug, Mifepristone, in the United States and other parts of the 
world ("NeoGen Agreement").  On February 19, 1997, Joseph Pike and the 
NeoGen Entities filed an answer to the complaint, denying its material 
allegations and raising affirmative defenses.  On that date, the NeoGen 
Entities also filed a cross-complaint against KCC, the Company, and certain of 
the Company's directors, Terry Christensen, David Malcolm and Burt Sugarman 
(listed alphabetically), which alleged causes of action for fraud, breach of 
contract, intentional interference with prospective economic advantage, 
negligent interference with prospective economic advantage and unfair business 
practices.  In October 1997, KCC settled their action with the licensors, the 
Population Council, Inc. and Advances in Health Technology, Inc., and in 
November 1997, KCC settled their action with Joseph Pike.  On May 1, 1998, the 
court granted the NeoGen Entities summary adjudication on KCC's cause of 
action for breach of contract.  Discovery is on going in KCC's action against 
the NeoGen Entities and in the related cross-complaint.  Trial is rescheduled 
for September 28, 1998.  The Company denies all wrongdoing and intends to 
vigorously defend itself against the cross-complaint.  It is not possible to 
predict the outcome of this action at this time.


<PAGE> 9

ITEM 2.	MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
        AND RESULTS OF OPERATIONS.  
        (Dollars in thousands except per share amounts)

Results of Operations for the Three-Months Ended June 30, 1998 Versus June 30, 
1997
		
	Total revenue for the three-month period ended June 30, 1998 increased 
$3,226 to $3,930 from $704 for the comparable period in 1997. Total revenue 
for the second quarter of 1998 included a pre-tax gain of $2,845 on the sale 
of the Company plane. As a result of the Company ending the Luxury Yacht Co-
Ownership Program ("Co-Ownership Program") in November 1997, the Company sold 
one of its luxury yachts for its net book value in the second quarter of 1998. 
The Company continues to market the remaining yacht for sale and earned $346 
from the chartering of this yacht during the second quarter of 1998. No 
charter income was earned in the comparable period in 1997.
 
	The on-going operating and maintenance expenses for both of the yachts 
for the three-months ended June 30, 1998 decreased $133 to $418 from $551 for 
the comparable period in 1997, resulting primarily from lower advertising of 
$134.  One yacht was sold in April 1998.
	
	General and administrative expenses for the three-months ended June 30, 
1998 decreased $314 to $910 from $1,224 for the comparable period in 1997 due 
to an overall decrease in corporate expenses.

Results of Operations for the Six-Months Ended June 30, 1998 Versus June 30, 
1997
		
	Total revenue for the six-month period ended June 30, 1998 increased 
$3,231 to $4,680 from $1,449 for the comparable period in 1997. Total revenue 
for the six-month period ended June 30, 1998 included a pre-tax gain of $2,845 
on the sale of the Company plane. As a result of the Company ending the Co-
Ownership Program in November 1997, the Company sold one of its luxury yachts 
for its net book value during the current period. The Company continues to 
market the remaining yacht for sale and earned $496 from the chartering of the 
two yachts during the six-months ended June 30, 1998. No charter income was 
earned in the comparable period in 1997.
 
	The on-going operating and maintenance expenses for both of the yachts 
for the six-months ended June 30, 1998 decreased $24 to $990 from $1,014 for 
the comparable period in 1997.  Contributing to the decrease was lower 
advertising of $287, partially offset by higher crew payroll and related 
expenses of $271.  One yacht was sold in April 1998.
	
	General and administrative expenses for the six-months ended June 30, 
1998 decreased $549 to $1,809 from $2,358 for the comparable period in 1997 
due to an overall decrease in corporate expenses.
	
	Effective December 1997, the Company records its investment in Rally's 
common stock as a marketable security-available-for-sale because of a 
reduction of its ownership.  In 1997, the Company accounted for its investment 
in Rally's common stock under the equity method.	

Liquidity and Capital Resources

	Cash and cash equivalents, marketable securities and income tax 
receivables at June 30, 1998 totaled  $37,552 compared with $21,111 at 
December 31, 1997.  At June 30, 1998 and December 31, 1997, the Company had 
working capital of $45,291 and $42,021 with current ratios of 12.4 to 1 and 
11.0 to 1, respectively.  The Company's liquidity increased substantially due 
to certain transactions described in the following paragraphs. 
	 
	Net cash provided by operating activities for the six-months ended June 
30, 1998 was $487 compared to cash provided by operating activities of $7,313 
for the comparable period in 1997.  The six-month periods ended June 30, 1998 
and 1997 included the receipt of income tax refunds of $2,291 and $10,813, 
respectively. The 1998 receipt related to the 1997 net operating loss 
carryback claim, and the 1997 receipt related to the realization of capital 
losses on the 1996 sales of Rally's common stock and the 1996 net operating 
loss carryback claim. These increases were lowered by cash used for the 
funding of the Company's operations.

	Net cash used by investing activities for the six-months ended June 30, 
1998 was $739 compared to cash used by investing activities of $12,947 for the 
comparable period in 1997.  In 1998, the Company received cash of $19,726 from 
the sale of one of the Company's yachts and from the sale of its corporate 
plane.  These proceeds plus


<PAGE> 10

Liquidity and Capital Resources (Cont.)

sales of marketable securities of $5,055 were used for purchases of $25,506 of 
marketable securities.  The comparable 1997 purchases were $18,916, and 
proceeds from sales were $9,098. In 1998, the Company invested $49 in assets 
held-for-sale compared to $4,101 in 1997.  The Company received principal 
payments on its investment in Checkers subordinated debt of $74 and $1,843 in 
1998 and 1997, respectively, including payment in full of the 1996 short-term 
advance of $500 in 1997. Finally, during the current year, the Company paid 
$39 for property and equipment compared to $871 for the comparable period in 
1997.
	
	The Company's financing activities for the six-months ended June 30, 
1998 did not use or provide cash compared to a use of cash of $4,138 for the 
comparable 1997 period. In 1997, the Company repaid the $10,500 note, which 
financed assets purchased in 1996 for the Co-Ownership Program.  In May 1997, 
the Company borrowed $10,000 on a loan that was secured by one of its luxury 
yachts. In July 1997, the loan was paid in full. In addition, in 1997, the 
Company, with the approval of the Board of Directors, purchased 459,000 shares 
of its own Common Stock at an aggregate cost of  $3,638. 

	The Company's current liquidity is provided by cash and cash 
equivalents, marketable securities, and investment income. In addition, in the 
second quarter of 1998, the Company's liquidity was provided by the sale of 
certain assets.  Management believes that this liquidity, plus the Company's 
capital resources, is sufficient for the Company to fund its current business 
operations and operating expenses. The Company continues to review operating 
companies to acquire, but has not yet entered into any definitive agreements.  
It is expected that the Company's current assets would be sufficient to fund 
possible future acquisitions and, if necessary, the Company believes that it 
would have the ability to obtain financing at favorable rates.
 
Year 2000

 Based on the Company's existing operations, the Company believes that 
it will achieve the Year 2000 compliance through the modification of its 
existing programs and systems which was completed as of June 30, 1998 at a 
minimal cost.

Personal Holding Company

 Under the Internal Revenue Code, in addition to the regular corporate 
income tax, an additional tax may be levied upon an entity that is classified 
as a "personal holding company".  In general, this tax is imposed on 
corporations which are more than 50% owned, directly or indirectly, by 5 or 
fewer individuals (the "Ownership Test") and which derive 60% or more of 
their income from "personal holding company" sources, generally defined to be 
passive income (the "Income Test"). If a corporation falls within the 
Ownership Test and the Income Test, it is classified as a personal holding 
company, and will be taxed on its "undistributed personal holding company 
income" at a rate of 39.6%.  The Company currently meets the stock ownership 
test.  The Company has not met the income requirement in recent years, 
therefore is not subject to this additional tax; however no assurance can be 
given that the income test will not be satisfied in the future.
	
QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET  RISK

	Not applicable.








<PAGE> 11
	

SAFE HARBOR STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 
1995

	The Private Securities Litigation Reform Act of 1995 provides a "safe 
harbor" for forward-looking statements: Certain information included in this 
document (as well as information included in oral statements or other written 
statements made or to be made by the Company) contains statements that are 
forward-looking, such as statements relating to plans for future activities.  
Such forward-looking information involves important risks and uncertainties 
that could significantly affect anticipated results in the future and, 
accordingly, such results may differ from those expressed in any forward-
looking statements made by or on behalf of the Company.  These risks and 
uncertainties include, but are not limited to, those relating to the 
development and implementation of the Company's business plan, domestic and 
global economic conditions, activities of competitors, changes in federal or 
state tax laws and of the administration of such laws.

<PAGE> 12

                  					PART II.   OTHER INFORMATION


Item 1.	Legal Proceedings.

For information regarding legal matters, see Note 6 of the Notes to 
Consolidated Financial Statements on page 8 of this Form 10-Q and Item 3 
"Legal Proceedings" as reported in the Company's Annual Report on Form 
10-K for the fiscal year ended December 31, 1997.		

Item 4.	Submissions of Matters to a Vote of Security Holders 
	
The Company's Annual Meeting of Stockholders was held on June 10, 1998.  
The stockholders elected a Board of five directors and ratified the 
appointment of Arthur Andersen LLP as the Company's independent auditors.

Results of the voting in connection with each of the matters submitted to 
the stockholders were as follows:

<TABLE>
<CAPTION>

Board of Directors       				           For		       Against      	No Vote
                                     ---------     --------       -------
<S>                                  <C>           <C>            <C>
	Terry Christensen				               2,738,777    		110,612
	David Gotterer			                  	2,738,527   			110,862			
	David Malcolm				                  	2,738,707   			110,682
	Jeffrey Rosenthal					              2,738,572   			110,817
	Burt Sugarman				                  	2,731,580	   		117,809

	Ratify appointment of Arthur 
  Anderson LLP as Company's 
  independent auditors		             2,748,965	   		 97,863     		 2,561	

</TABLE>

Item 6.	Exhibits and Reports on Form 8-K

	(a)	Exhibits

		27	Financial Data Schedule

	(b)	Reports on Form 8-K

	The following reports on Form 8-K have been filed by the Company 
during the second quarterly period ended June 30, 1998:

		Report Date		      Item Reported

		April 17, 1998    	Sale of one of the Company's luxury yachts

		April 28, 1998	   	Sale of the Company plane
 
Items 2,3, and 5 are not applicable.










<PAGE> 13



                              SIGNATURE

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.



      									                     	GIANT GROUP, LTD. - Registrant

                                    	By:   /s/ William H. Pennington            
     										                            William H. Pennington
                           										      Vice President, 
                             											  	Chief Financial Officer,
                              											  Secretary and Treasurer
													




Date:	July 28, 1998