Form 10Q
                                   
                  SECURITIES AND EXCHANGE COMMISSION
                        Washington, D.C. 20549
                                   
[X]  Quarterly report pursuant to section 13 or 15(d) of the
     Securities Exchange Act of 1934 for the quarterly period ended
     March 31, 1997 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 0-14120
                                   
                             Advanta Corp.
        (Exact name of registrant as specified in its charter)

            Delaware                               23-1462070
(State or other jurisdiction of               (I.R.S. Employer
 incorporation or organization)              Identification No.)

Welsh and McKean Roads, P.O. Box 844, Spring House, PA       19477
         (Address of Principal Executive Offices)          (Zip Code)

                                     (215) 657-4000
         (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 such filing requirements for the past 90
days.

Yes   X        No ____

*   Applicable only to issuers involved in bankruptcy proceedings
    during the preceding five years:

Indicate by check mark whether the registrant has filed all documents
and reports required to be filed by Sections 12, 13 or 15(d) of the
Securities Exchange Act of 1934 subsequent to the distribution of
securities under a plan confirmed by a court.

Yes            No ____

*  Applicable only to corporate issuers:

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

         Class A                      Outstanding at May 1, 1997
Common Stock, $.01 par value               18,180,246 shares
         Class B                      Outstanding at May 1, 1997
Common Stock, $.01 par value               25,843,707 shares

<PAGE>

                             Table of Contents
                                  
                                                          Page

     Part I  - Financial Information


     Item 1.   Financial Statements

               Consolidated Condensed Balance Sheets       3
               Consolidated Condensed Income Statements    4
               Consolidated Statements of Cash Flows       5
               Notes to Consolidated Condensed Financial
                Statements                                 6

     Item 2.   Management's Discussion and Analysis of
                Financial Condition and Results of
                Operations                                13

     Part II - Other Information                          23
     <PAGE>

                    ADVANTA CORP. AND SUBSIDIARIES
                 CONSOLIDATED CONDENSED BALANCE SHEETS
                        (Dollars in thousands)

                                            March 31,        December 31,
                                               1997              1996
ASSETS                                     (Unaudited)      
Cash                                        $  147,175      $  165,875
Federal funds sold and interest-bearing                                
 deposits with banks                         1,615,028         885,709
Investments available for sale                 857,889         785,600
Loan and lease receivables, net:                                       
 Available for sale                          1,571,155       1,476,146
 Other loan and lease receivables, net         905,692       1,136,857
Total loan and lease receivables, net        2,476,847       2,613,003
Premises and equipment, net                    131,999         108,130
Amounts due from credit card                                           
 securitizations                               386,971         399,359
Other assets                                   628,357         626,283
                                                                       
   Total assets                             $6,244,266      $5,583,959
                                                                       
LIABILITIES                                                            
Deposits                                    $1,958,791      $1,860,058
Debt and other borrowings                    3,048,182       2,462,084
Other liabilities                              300,482         309,781
                                                                       
   Total liabilities                         5,307,455       4,631,923
                                                                       
Company-obligated mandatorily redeemable                               
preferred securities of subsidiary trust                              
holding solely subordinated debentures                                
of the Company                                 100,000         100,000
                                                                       
STOCKHOLDERS' EQUITY                                                   
Class A preferred stock, $1,000 par                                    
 value: authorized, issued and                                        
 outstanding -- 1,010 shares in 1997                                  
 and 1996                                        1,010           1,010
Class B preferred stock, $.01 par                                   
 value: authorized -- 1,000,000 shares                             
 in 1997 and 1996; issued -- 25,000                                
 shares in 1997 and 1996                             0               0
Class A common stock, $.01 par value:                                  
 authorized -- 200,000,000 shares;                                    
 issued -- 18,157,262 shares in 1997,                                 
 and 17,945,471 shares in 1996                     182             179
Class B common stock, $.01 par value:                                  
 authorized -- 200,000,000 shares;                                    
 issued -- 26,045,299 shares in 1997,                                 
 and 25,592,764 in 1996                            260             256
Additional paid-in capital, net                320,123         309,250
Retained earnings, net                         515,236         541,383
Less:  Treasury stock at cost                               
   1,231 Class B common shares in 1996               0             (42)
   Total stockholders' equity                  836,811         852,036
                                                                       
   Total liabilities and stockholders'                                 
    equity                                  $6,244,266      $5,583,959

See Notes to Consolidated Condensed Financial Statements

<PAGE>
                                   
                                                             
                    ADVANTA CORP. AND SUBSIDIARIES
               CONSOLIDATED CONDENSED INCOME STATEMENTS
                 (In thousands, except per share data)
                                   

                                        Three Months Ended
                                              March 31,
                                            (Unaudited)
                                        1997          1996
Interest income:                                           
 Loans and leases                    $ 66,022      $ 58,502
 Investments                           31,052        14,144
Total interest income                  97,074        72,646
                                                           
Interest expense:                                          
 Deposits                              27,096        27,746
 Other debt                            44,366        28,189
Total interest expense                 71,462        55,935
                                                           
Net interest income                    25,612        16,711
                                                           
Provision for credit losses            60,364        15,082
                                                           
Net interest income after                                  
 provision for credit losses          (34,752)        1,629
                                                           
Noninterest revenues                  156,854       171,029
                                                           
Operating expenses:                                        
 Amortization of credit card                               
  deferred origination costs, net      18,063        20,493
 Other operating expenses             130,748        90,002
Total operating expenses              148,811       110,495
                                                           
Income (loss) before income taxes     (26,709)       62,163
                                                           
Provision (benefit) for income                             
  taxes                                (6,891)       21,133
                                                           
Net income (loss)                    $(19,818)     $ 41,030
                                                           
Earnings (loss) per common share     $   (.43)     $    .91
                                                           
Weighted average common                                    
 shares outstanding                    46,153        44,875

See Notes to Consolidated Condensed Financial Statements
<PAGE>

                       ADVANTA CORP. AND SUBSIDIARIES
                    CONSOLIDATED STATEMENTS OF CASH FLOWS
                           (Dollars in thousands)
                                                      Three Months Ended
                                                           March 31,
                                                        1997       1996
OPERATING ACTIVITIES                                      (Unaudited)
Net income (loss)                                  $ (19,818)  $  41,030
Adjustments to reconcile net income (loss) to net                
 cash provided by operating activities:                          
  Sales/valuation adjustments - equity securities      4,670      (1,858)
  Depreciation and amortization of intangibles         7,997       3,527
  Provision for credit losses                         60,364      15,082
  Change in other assets and amounts due from                    
   credit card securitizations                         8,597     (97,207)
  Change in other liabilities                         22,765      36,653
  Gain on securitization of receivables              (23,929)    (20,718)
Net cash provided/(used) by operating activities      60,646     (23,491)
INVESTING ACTIVITIES                                             
 Purchase of investments available for sale       (7,442,421) (2,468,573)
 Proceeds from sales of investments available for                
  sale                                                66,142     369,776
 Proceeds from maturing investments available                    
  for sale                                         7,296,061   2,149,348
 Change in fed funds sold and interest-bearing                   
  deposits                                          (729,229)     69,614
 Change in credit card receivables, excluding sales  237,929  (1,851,356)
 Proceeds from sales/securitizations of receivables  711,515   1,906,167
 Purchase of personal finance loan/lease portfolios  (63,952)    (13,727)
 Principal collected on personal finance loans        36,583       7,728
 Personal finance loans made to customers           (658,569)   (235,599)
 Purchases of premises and equipment                 (31,992)    (16,387)
 Proceeds from sale of premises and equipment            186          43
 Excess of cash collections over income                          
  recognized on direct financing leases               11,333      17,534
 Equipment purchased for direct financing leases     (82,435)    (74,573)
 Change in business card receivables,excluding      (104,891)    (33,650)
  sales
 Net change in other loans                           (11,046)       (998)
Net cash (used) by investing activities             (764,786)   (174,653)
FINANCING ACTIVITIES                                              
 Change in demand and savings deposits                26,489      73,593
 Proceeds from sales of time deposits                339,971     359,901
 Payments for maturing time deposits                (267,727)   (296,792)
 Change in repurchase agreements and term fed funds  204,130    (378,000)
 Proceeds from issuance of subordinated/senior debt    6,880      12,782
 Payments on redemption of subordinated/senior debt  (18,570)     (9,358)
 Proceeds from issuance of medium-term notes         285,500     305,333
 Payments on maturity of medium-term notes           (45,000)    (52,500)
 Change in notes payable                             153,068     215,832
 Proceeds from issuance of stock                       7,881       2,252
 Cash dividends paid                                  (7,182)     (5,927)
Net cash provided by financing activities            685,440     227,116
Net (decrease) increase in cash                      (18,700)     28,972
Cash at beginning of period                          165,875      45,714
Cash at end of period                                147,175      74,686

See Notes to Consolidated Condensed Financial Statements
<PAGE>
                     ADVANTA CORP. AND SUBSIDIARIES
         NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
                        (Dollars in thousands)

                            March 31, 1997

1) In the opinion of management, the accompanying unaudited and
   audited consolidated condensed financial statements contain all
   adjustments necessary to present fairly the financial position of
   Advanta Corp. and subsidiaries as of March 31, 1997 and December
   31, 1996, the results of their operations for the three month
   periods ended March 31, 1997 and 1996, and their cash flows for
   the three month periods ended March 31, 1997 and 1996.  The
   results of operations for the three month period ended March 31,
   1997 are not necessarily indicative of the results to be expected
   for the full year.  Certain prior period amounts have been
   reclassified to conform with current year classifications.

2) The preparation of financial statements in accordance with
   generally accepted accounting principles requires management to
   make estimates and assumptions that affect the reported amounts of
   assets and liabilities and disclosure of contingent assets and
   liabilities at the date of the financial statements and the
   reported amounts of revenues and expenses during the reporting
   period.  Actual results could differ from those estimates.

3) Investments available for sale include securities that the Company
   sells from time to time to provide liquidity and in response to
   changes in the market.  Debt and equity securities classified as
   Available for Sale are reported at market value under Statement of
   Financial Accounting Standards No. 115, "Accounting for Certain
   Investments in Debt and Equity Securities" ("SFAS 115").  Under SFAS
   115, unrealized gains and losses on these securities (except those
   held by the Company's venture capital unit, Advanta Partners LP)
   are reported as a separate component of stockholders' equity and
   included in retained earnings.

   Changes in the fair value of Advanta Partners LP investments are
   reported in noninterest revenues as equity securities gains or
   losses.  The fair value of publicly traded investments takes into
   account their quoted market prices with adjustments made for
   liquidity or sale restrictions. For investments that are not
   publicly traded, estimates of fair value have been made by
   management that consider several factors including the investees'
   financial results, conditions and prospects, and the values of
   comparable public companies.  Because of the nature of these
   investments, the equity method of accounting is not used in
   situations where the Company has a greater than 20 percent
   ownership interest.

4) Loan and lease receivables available for sale represent
   receivables currently on the balance sheet that the Company
   generally intends to sell or securitize within the next six
   months.  These receivables are reported at the lower of book or
   fair market value.
<PAGE>

5) Loan and lease receivables on the balance sheet, including those
   available for sale, consisted of the following:

                                           March 31,       December 31,
                                             1997             1996
     Gross loan and lease receivables      $2,535,217      $2,656,641
                                                                     
     Add: Deferred origination costs,                    
          net of deferred fees                 47,007          45,546
                                                                     
     Less: Reserve for credit losses         (105,377)        (89,184)
                                                                     
     Loan and lease receivables, net       $2,476,847      $2,613,003
                                                                     
     Number of Accounts:                                             
      Credit cards                            740,530         510,392
      Other loans and leases                   67,468          39,275
      Total                                   807,998         549,667

     Receivables and accounts serviced for others consisted of the
     following:
                                           March 31,       December 31,
                                             1997             1996
      Receivables:
       Credit cards                       $10,418,110     $10,646,177
       Personal finance loans*              2,872,106       2,377,430
       Business loans and leases              625,612         608,945
       Total                              $13,915,828     $13,632,552
      
      Number of Accounts:            
       Credit cards                         5,407,813       5,185,624
       Personal finance loans*                 56,825          41,103
       Business loans and leases              133,156         141,673
       Total                                5,597,794       5,368,400

 * Excludes personal finance loans which were never owned by the
   Company, but which the Company services for a fee ("contract
   servicing").  Contract servicing receivables were $5.6 million
   and $3.7 million at March 31, 1997 and December 31, 1996,
   respectively.  The related number of accounts serviced at March
   31, 1997 and December 31, 1996 were 83,682 and 59,681,
   respectively.

6) The Company accounts for credit card origination costs under
   Statement of Financial Accounting Standards No. 91, "Accounting for
   Nonrefundable Fees and Costs Associated with Originating or
   Acquiring Loans and Initial Direct Costs of Leases" ("SFAS 91").
   This accounting standard requires certain loan and lease
   origination fees and costs to be deferred and amortized over the
   life of a loan or lease. Origination costs are defined under this
   standard to include costs of loan origination associated with
   transactions with independent third parties and certain costs
   relating to underwriting activities and preparing and processing
   loan documents. The Company engages third parties to solicit and
   originate credit card account relationships. Amounts deferred under
   these arrangements approximated $16.4 million for the first
   three months of 1997, compared to $26.5 million for the same
   period of 1996.
<PAGE>
   The Company amortizes deferred credit card origination costs
   following the consensus reached at the May 20, 1993 meeting of the
   Emerging Issues Task Force ("EITF") of the Financial Accounting
   Standards Board ("FASB") regarding the acquisition of individual
   credit card accounts from independent third parties (EITF Issue
   93-1). Under this consensus amounts paid to third parties are deferred
   and amortized on a straight-line basis over one year. Costs
   incurred for originations which were initiated prior to May 20,
   1993 continue to be amortized over a 60 month period as was the
   practice prior to the EITF Issue 93-1 consensus.
   
   The Company adopted SFAS No. 125 "Accounting for Transfers and
   Servicing of Financial Assets and Extinguishments of Liabilities"
   ("SFAS 125") effective January 1, 1997.  Under SFAS 125, a
   transfer of financial assets in which the transferor surrenders
   control over those assets is accounted for as a sale to the extent
   that consideration other than beneficial interests in the
   transferred assets is received in exchange.  SFAS 125 requires
   that liabilities and derivatives incurred or obtained by
   transferors as part of a transfer of financial assets be initially
   measured at fair value, if practicable.  It also requires that
   servicing assets and other retained interests in the transferred
   assets be measured by allocating the previous carrying amount
   between the assets sold, if any, and retained interests, if any,
   based on their relative fair values at the date of the transfer.
   The adoption of SFAS 125 did not have a material effect on the
   Company's financial statements.
   
   Under SFAS 125, the Company records a gain on the securitization
   of credit card receivables sold based on the estimated fair value
   of assets obtained and liabilities incurred in the sale.  The gain
   recognized at the time of the sale, which principally represents
   the estimated fair value of the interest-only strip retained, is
   substantially offset by the estimated fair value of the Company's
   recourse obligation for anticipated charge-offs.  As these
   estimates are influenced by factors outside the Company's control,
   there is uncertainty inherent in these estimates, making it
   reasonably possible that they could change in the near term.
   During the "revolving period" of each trust, securitization income
   is recorded representing gains on the sale of new receivables
   which are sold to the trusts on a continuous basis to replenish
   the investors' interest in trust receivables which have been
   repaid by the credit cardholders.

   Prior to January 1, 1997 the Company recorded excess servicing
   income on credit card securitizations representing additional cash
   flow from the receivables initially sold based on estimates of the
   repayment term, including prepayments. As the estimates used to
   record excess servicing income were influenced by factors outside
   the Company's control, there was uncertainty inherent in these
   estimates, making it reasonably possible that they could change in
   the near term.  Excess servicing income recorded at the time of
   each transaction was substantially offset by the establishment of
   recourse reserves for anticipated charge-offs. During the
   "revolving period" of each trust, income was recorded based on
   additional cash flows from the new receivables which were sold to
   the trusts on a continual basis to replenish the investors'
   interest in trust receivables which had been repaid by the credit
   cardholders. Beginning in the third quarter of 1996 credit card
   securitization activities were affected by the adoption in that
<PAGE>
   quarter of a new charge-off methodology relating to bankruptcies
   (see Asset Quality), the upward repricing of interest rates and
   fees, increases in charge-offs and the related impact on reserves.

7) The following table shows the changes in the reserve for credit
   losses for the periods presented:

                                  Three Months Ended      Year Ended
                                       March 31,          December 31,
                                         1997                1996
      Balance, beginning of period     $ 89,184            $53,494
                                                                
         Current provision               60,364             96,862
                                                                
         Transfer of recourse                                   
          reserves to on-balance                                
          sheet reserves                    ---              3,000
                                                                
         Reserves on receivables                                
          purchased                      (6,406)             6,404
                                                      
         Net charge-offs                (37,765)           (70,576)
                                                                     
      Balance, end of period           $105,377            $89,184

8) At March 31, 1997 and December 31, 1996, the Company had
   $387.0 million and $399.4 million, respectively, of amounts due
   from credit card securitizations.  These amounts include the
   retained interest-only strip, accrued interest receivable and
   other amounts related to these securitizations and are net of
   recourse reserves established.  A portion of these amounts is
   subject to liens held by the providers of credit enhancement
   facilities for the respective securitizations.

9) Selected Balance Sheet Information
     
    Other Assets
                                         March 31,     December 31,
                                           1997            1996
    Retained interest-only strip -                               
     personal finance loans              $157,957        $149,418
    Prepaid assets                        100,707         117,934
    Accrued interest receivable            93,391         101,021
    Deferred costs                         45,971          42,252
    Due from trustees - mortgage           19,284          14,298
    Investments in operating leases        16,264          17,276
    Retained interest-only strip -                               
     business loans and leases              9,793          14,205
    Due from trustees - business                                 
     loans and leases                       6,028           5,326
    Current and deferred federal                                 
     income taxes                             ---          28,169
    Goodwill                                5,419           5,795
    Other real estate owned                 2,229           2,513
    Other                                 171,314         128,076
    Total other assets                   $628,357        $626,283
<PAGE>

     Other Liabilities
                                         March 31,     December 31,
                                           1997           1996
  Deferred fees and other reserves       $ 17,916       $ 86,877
  Accounts payable and accrued                                    
   expenses                                61,044         59,432
  Accrued interest payable                 72,120         55,320
  Current and deferred state income                             
   taxes                                   33,800         10,300
  Other                                   115,602         97,852
  Total other liabilities                $300,482       $309,781

10) Income tax expense reflects an effective tax benefit of
    approximately 25.8%, for the three month period ended March 31,
    1997, compared to a 34.0% tax expense for the comparable 1996
    period. The Company accounts for income taxes under the Statement
    of Financial Accounting Standards No. 109, "Accounting for Income
    Taxes" ("SFAS 109").
   
    Income tax expense consisted of the following components:

                                          Three Months Ended
                                               March 31,
                                           1997          1996
  Current:                                              
   Federal                               $(6,649)      $   970
   State                                    (574)        3,077
  Total current                           (7,223)        4,047
                                              
  Deferred:                                   
   Federal                                   287        17,711
   State                                      45          (625)
  Total deferred                             332        17,086
                                              
  Total tax expense (benefit)            $(6,891)      $21,133

   The reconciliation of the statutory federal income tax to the
   consolidated tax expense (benefit) is as follows:
   
                                          Three Months Ended
                                               March 31,
                                           1997          1996

     Statutory federal income tax        $(9,356)      $21,757
     State income taxes                     (344)        1,593
     Insurance income                     (1,442)       (1,701)
     Tax credits                          (1,335)         (224)
     APB 28 adjustment                     5,255           ---
     Other                                   331          (292)
                                                     
     Consolidated tax expense (benefit)  $(6,891)      $21,133
<PAGE>
   
 
   The net deferred tax asset/(liability) is comprised of the
   following: 
                                         March 31,    December 31,
                                           1997          1996
  Deferred taxes:                                     
                                                      
    Gross assets                        $ 78,015      $112,861
                                                      
    Gross liabilities                    (85,352)      (83,226)
                                                      
  Total deferred taxes                  $ (7,337)     $ 29,635
   
 The Company did not record any valuation allowances against
 deferred tax assets at March 31, 1997 and December 31, 1996.
   
 The tax effect of significant temporary differences representing
 deferred tax assets and liabilities is as follows:
   
                                         March 31,    December 31,
                                           1997          1996
                                                    
  SFAS 91                               $(17,279)     $(17,870)
  Loan losses                             34,861        26,851
  Mortgage banking income                  6,010         6,623
  Securitization income                  (33,370)      (35,415)
  Leasing income                           3,808        56,447
  Other                                   (1,367)       (7,001)
  Net deferred tax assets               $ (7,337)     $ 29,635

11) The Company has adopted several management incentive plans
    designed to provide incentives to participating employees to
    remain in the employ of the Company and devote themselves to its
    success.  Under these plans, certain eligible employees were
    required and others were given the opportunity to elect to take
    portions of their anticipated or "target" bonus payments for
    future years in the form of restricted shares of common stock.
    The restricted shares are subject to forfeiture should the
    employee terminate employment with the Company prior to vesting.
    The shares become unrestricted over time if certain performance
    criteria are met.  At March 31, 1997, a total of 1,521,510 shares
    issued under these plans were subject to restrictions and were
    included in the number of shares outstanding.  These shares are
    considered common stock equivalents in the calculation of earnings
    per common share.

    Deferred compensation of $38.0 million and $41.2 million related
    to these shares of restricted stock is reflected as a reduction
    of equity at March 31, 1997 and December 31, 1996, respectively.
  
12) On December 17, 1996, Advanta Capital Trust I, a newly formed
    statutory business trust established by the Company (the "Trust"),
    issued in a private offering to two institutional investors $100
    million of capital securities, representing preferred beneficial
    interests in the assets of the Trust (the "Capital Securities").
    The sole assets of the Trust consist of $100 million of 8.99%
<PAGE>

    junior subordinated debentures issued by the Company due December
    17, 2026 (the "Junior Subordinated Debentures").  The Capital
    Securities will be subject to mandatory redemption under certain
    circumstances, including at any time on or after December 17, 2006
    upon the optional prepayment by the Company of the Junior Subordinated
    Debentures.  The Company has guaranteed the obligations of the Trust.
    The Company used the proceeds from the sale for general corporate
    purposes.

13) The following table shows the calculation of earnings per common
    share:
                                          Three Months Ended
                                               March 31,
                                          1997          1996

  Net income (loss)                     $(19,818)    $41,030
  less: Class A preferred dividends         (141)       (141)
                                                     
  Net income (loss) available to                     
       common shares                    $(19,959)    $40,889
                                                     
  Average common stock outstanding        42,520      40,492
  Common stock equivalents                 3,633       4,383
                                                     
  Weighted average common shares                     
       outstanding (in thousands)         46,153      44,875
                                                     
  Earnings (loss) per common share      $   (.43)    $   .91
<PAGE>

                    ADVANTA CORP. AND SUBSIDIARIES
                MANAGEMENT'S DISCUSSION AND ANALYSIS OF
             FINANCIAL CONDITION AND RESULTS OF OPERATION
    
OVERVIEW

For the three months ended March 31, 1997, the Company reported a net
loss of $19.8 million or $.43 per share, compared to net income of
$41.0 million or $.91 per share for the same period of 1996.

The first quarter loss was the result of several factors, including
continuing increases in consumer bankruptcies and charge-offs and
lower receivable balances than originally anticipated in the consumer
credit card business.  The consolidated charge-off rate increased to
5.3% of managed receivables for the first quarter of 1997 from 2.8%
for the first quarter of 1996. The managed delinquency rate was 5.5%
at March 31, 1997 compared to 3.2% reported last year.  The first
quarter of 1997 charge-off and delinquency rates reflect the adoption
of a new methodology related to credit card bankruptcies in August
1996 (see Asset Quality). This methodology is consistent with that
used by others in the credit card industry.  The deterioration in the
credit quality was confined to the credit card business.  Average
managed receivables increased $3.3 billion or 25.8% to $16.2 billion
from $12.9 billion at March 31, 1996.  The managed net interest margin
rose to 7.05% for the first quarter up from 6.24% reported in the year
ago quarter.  The margin improvement reflects a January and March
contractual repricing of consumer credit card receivables.  The net
interest margin is expected to continue to improve as the Company
continues to reprice introductory rate receivables and as the Company
reprices approximately two-thirds of its consumer credit card
receivables by an average of over 200 basis points during the
remainder of the year. The operating expense ratio increased to 3.2%
for the first quarter of 1997, up from 2.8% reported last year.

This Report contains forward-looking statements, including but not
limited to projections of future earnings, that are subject to certain
risks and uncertainties that could cause actual results to differ
materially from those projected.  Significant risks and uncertainties
include: the Company's managed net interest margin, which in turn is
affected by the Company's success in originating new credit card
accounts, the receivables volume and initial pricing of new accounts,
the impact of repricing existing accounts and account attrition, the
mix of account types and interest rate fluctuations; the level of
delinquencies, customer bankruptcies, and charge-offs; and the amount
and rate of growth in the Company's expenses.  Earnings also may be
significantly affected by factors that affect consumer debt,
competitive pressures from other providers of financial services, the
effects of governmental regulation, the amount and cost of financing
available to the Company and its subsidiaries, the difficulty or
inability to securitize the Company's receivables and the impact of
the ratings on debt of the Company and its subsidiaries.  Additional
risks that may affect the Company's future performance are set forth
elsewhere in this Quarterly Report on Form 10-Q and in the Company's
Annual Report on Form 10-K for the year ended December 31, 1996 and
other filings with the Securities and Exchange Commission.
<PAGE>

NET INTEREST INCOME

Net interest income for the first quarter of 1997 increased $8.9
million or 53.3% to $25.6 million from $16.7 million for the same
period of 1996.  This resulted from an increase in the owned net
interest margin to 2.22% for the first quarter of 1997, from 1.77% for
the first quarter of 1996, as well as an $854 million increase in
average interest earning assets.

The following table provides an analysis of both owned and managed
interest income and expense data, average balance sheet data, net
interest spread (the difference between the yield on interest earning
assets and the average rate paid on interest-bearing liabilities),and
net interest margin (the difference between the yield on interest
earning assets and the average rate paid to fund interest earning
assets) for the three month periods ended March 31, 1997 and 1996.
Average owned loan and lease receivables and the related interest
revenues include certain loan fees.
<PAGE>

<TABLE>
INTEREST RATE ANALYSIS
<CAPTION>
                                                  Three Months Ended March 31,
                                          1997                                   1996
                               Average                   Yield/      Average                   Yield/
                               Balance (1)    Interest    Rate       Balance (1)    Interest    Rate
<S>                          <C>              <C>        <C>        <C>             <C>        <C>         
  On-balance sheet                                                                          
  Credit cards               $ 1,815,920      $ 46,628   10.41%     $2,411,626      $ 48,668    8.12%
  Personal finance loans         430,948        11,850   11.15         224,024         5,633   10.11
  Business loans and                                                                          
   leases                        256,234         8,122   12.78         151,732         4,758   12.60
  Other loans                     25,165           543    8.75           9,351           185    7.96
  Gross receivables            2,528,267        67,143   10.76       2,796,733        59,244    8.52
  Investments (2)              2,198,599        31,076    5.57       1,076,602        14,253    5.15
  Total interest earning                                                                      
   assets                    $ 4,726,866      $ 98,219    8.35%     $3,873,335      $ 73,497    7.58%
                                                                                              
  Interest-bearing                                                                            
   liabilities               $ 4,724,566      $ 71,642    6.05%     $3,666,393      $ 55,935    6.07%
                                                                                              
  Net interest spread                                     2.30%                                 1.51%
  Net interest margin                                     2.22%                                 1.77%
                                                                                              
  Off-balance sheet                                                                           
  Credit cards               $10,506,076                            $8,145,795                 
  Personal finance loans       2,532,504                             1,626,741                 
  Business loans and leases      617,073                               293,335                 
  Total average                                                                               
   securitized receivables   $13,655,653                           $10,065,871
  Total average managed                                                                       
   receivables               $16,183,920                           $12,862,604
                                                                                              
  Managed credit cards       $12,321,996      $435,160   14.32%    $10,557,421      $336,275   12.81%
                                                                                             
  Managed Net Interest                                                                        
  Analysis (3):
  Interest earning assets    $15,232,942      $486,751   12.94%    $12,019,130      $361,104   12.07%
  Interest-bearing                                                                            
   liabilities               $15,230,642      $221,202    5.86%    $11,812,188      $174,346    5.92%
                                                                                              
    Net interest spread                                   7.08%                                 6.15%
    Net interest margin                                   7.05%                                 6.24%
<FN>  
  (1)Includes assets held and available for sale and nonaccrual loans and
     leases.
  (2)Interest and average rate for tax-free securities computed on a tax
     equivalent basis using a statutory rate of 35%.
  (3)Combination of owned interest earning assets/owned interest-bearing
     liabilities and securitized credit card assets/liabilities.
</TABLE>
<PAGE>

MANAGED PORTFOLIO DATA

The Company analyzes its financial results on a managed assets basis in
addition to analyzing data as reported under generally accepted accounting
principles.

The following table provides selected information on a managed basis
(excluding mortgage contract servicing assets), as well as a summary of the
effects of credit card securitizations on selected line items of the
Company's condensed consolidated income statements as of and for the three
months ended March 31, 1997 and 1996.

                                          Three Months Ended
                                                 March 31,
                                          1997            1996
    Balance sheet data:                                           
    Average managed receivables       $16,183,920     $12,862,604
    Managed receivables                16,451,045      14,091,129
    Total managed assets               20,160,094      16,064,202
    Managed net interest margin          
     (on a fully tax equivalent basis)       7.05%           6.24%
    As a percentage of gross managed 
     receivables:
      Total loans 30 days or more
       delinquent                             5.5% (1)        3.2%
      Net charge-offs                         5.3% (1)        2.8%
    Managed Income Statement:                                     
     Net interest income                  264,404         185,907
     Provision for credit losses          228,370          85,575
     Noninterest revenues                  86,068          72,326
     Operating expenses                   148,811         110,495
    Income (loss) before income taxes     (26,709)         62,163
  
(1) The 1997 figures reflect the adoption of a new charge-off methodology
in August 1996 relating to credit card bankruptcies (see Asset Quality).
  
With respect to the Managed Income Statement, net interest income includes
owned net interest income and securitized net interest income. In the
Consolidated Income Statements, securitized net interest income is reported
as noninterest revenues.  In addition, the provision for credit losses
includes the amount by which the provision for credit losses would have
been higher had the securitized receivables remained as owned and the
provision for securitized credit card losses been equal to actual reported
charge-offs (see Asset Quality). Noninterest revenues exclude the net
interest income and credit losses associated with the securitized credit
card receivables.

PROVISION FOR CREDIT LOSSES

The provision for credit losses for the first quarter of 1997 was
$60.4 million compared to $15.1 million for the comparable period of
1996. This increase was primarily due to higher charge-offs on owned
receivables as well as an increase in impaired assets and delinquency
levels.  Charge-offs on owned receivables increased to $37.8 million for
the first quarter of 1997 from $14.9 million for the first quarter of
1996.
<PAGE>

ASSET QUALITY

The reserve for credit losses is maintained for on-balance sheet
receivables.  This reserve is intended to cover credit losses inherent in
the owned loan portfolio.  With regard to securitized assets, the fair
value of anticipated losses and related recourse reserves are reflected
in the calculations of securitization income, amounts due from credit
card securitizations and other assets.  Recourse reserves are intended to
cover all probable credit losses over the life of the securitized
receivables.  The Company periodically evaluates its on-balance sheet and
recourse reserve requirements and, as appropriate, effects transfers
between these accounts.

In the third quarter of 1996, the Company adopted a new charge-off
methodology related to bankrupt credit card accounts, providing for up to
a 90-day (rather than up to a 30-day) investigative period following
notification of the bankruptcy petition, prior to charge-off.  This new
methodology is consistent with the methodology used by others in the
credit card industry.

The reserve for credit losses on a consolidated owned basis was $105.4
million or 4.2% of receivables at March 31, 1997 compared to $89.2
million or 3.4% of receivables at December 31, 1996 and $56.7 million or
1.9% of receivables at March 31, 1996.

On the total managed portfolio, impaired assets were $470.2 million or
2.9% of receivables at March 31, 1997, compared to $420.5 million or
2.6% of receivables at December 31, 1996 and $202.9 million or 1.4% of
receivables at March 31, 1996.  The 30 day and over delinquency rate on
managed credit cards rose to 5.2% at March 31, 1997 up from 2.7% a year
ago.

The total managed charge-off rate for the first three months of 1997 was
5.3%, up from 3.2% for the full year of 1996 and 2.8% for the first three
months of 1996.  The charge-off rate on managed credit cards was
6.6% for the first three months of 1997, up from 3.7% for the full year of
1996 and 3.2% for the comparable 1996 period.  The charge-off rate on
managed personal finance loans was .6% for the first three months of 1997,
down from .7% for both the full year of 1996 and the comparable 1996
period.
<PAGE>

The following tables provide a summary of impaired assets, delinquencies
and charge-offs, as of and for the year-to-date periods indicated.

                                              March      December    March
                                                31,        31,        31,
   CONSOLIDATED - MANAGED                      1997       1996       1996
   Nonperforming assets                      $237,333   $191,668  $ 97,962
   Accruing loans past due 90 days or more    232,879    228,845   104,953
   Impaired assets                            470,212    420,513   202,915
   Total loans 30 days or more delinquent     903,262    886,717   456,397
   As a percentage of gross receivables:                     
    Nonperforming assets                          1.4%       1.2%       .7%
    Accruing loans past due 90 days or more       1.4        1.4        .7
    Impaired assets                               2.9        2.6       1.4
    Total loans 30 days or more delinquent:
     New methodology(1)                           5.5        5.4       
     Prior methodology                                       5.2(2)    3.2
   Net charge-offs:                                          
    Amount                                   $212,710   $479,992  $ 89,843
    As a percentage of average gross                         
     receivables(annualized)
     New methodology(1)                           5.3%       3.2%      
     Prior methodology                            3.5(2)     2.8%
  CREDIT CARDS - MANAGED                                     
   Nonperforming assets                      $109,674   $ 89,064  $ 29,136
   Accruing loans past due 90 days or more    232,857    228,822   104,584
   Impaired assets                            342,531    317,886   133,720
   Total loans 30 days or more delinquent     628,676    632,083   311,484
   As a percentage of gross receivables:                     
    Nonperforming assets                           .9%        .7%       .2%
    Accruing loans past due 90 days or more       1.9        1.8        .9
    Impaired assets                               2.8        2.5       1.1
    Total loans 30 days or more delinquent
     New methodology(1)                           5.2        5.0
     Prior methodology                                       4.6(2)    2.7
   Net charge-offs:                                          
    Amount                                   $203,654   $451,239  $ 83,971
    As a percentage of average gross                         
     receivables(annualized)                       
     New methodology(1)                           6.6%       3.7%      
     Prior methodology                                       4.1(2)    3.2%
  PERSONAL FINANCE LOANS - MANAGED                          
   Nonperforming assets                      $111,555   $  93,101 $ 63,618
   Total loans 30 days or more delinquent     208,018     194,412  105,308
    As a percentage of gross receivables:                     
    Nonperforming assets                          3.4%        3.4%     3.3%
    Total loans 30 days or more delinquent        6.3         7.1      5.5
   Net charge-offs:                                          
    Amount                                   $  4,416   $  14,981 $  3,299
    As a percentage of average gross                         
     receivables(annualized)                       .6%         .7%      .7%
  BUSINESS LOANS AND LEASES - MANAGED                        
   Nonperforming assets                      $ 16,019   $   9,503 $  5,208
   Total loans 30 days or more delinquent      66,285      59,880   39,416
   As a percentage of receivables:                           
    Nonperforming assets                          1.7%        1.2%     1.1%
    Total loans 30 days or more deliquent         6.9         7.3      8.1
   Net charge-offs:                                          
    Amount                                   $  4,641   $  13,777 $  2,575
    As a percentage of average                               
      receivables(annualized)                     2.1%        2.3%     2.3%

(1) The 1997 and December 31, 1996 figures reflect the adoption of a new
    charge-off methodology in August 1996 relating to credit card
    bankruptcies (see Asset Quality).
(2) Pro forma calculation reflecting charge-off of all credit card
    bankruptcies within 30 days of notification.

<PAGE>

NONINTEREST REVENUES
                                          Three Months Ended
                                               March 31,
                                          1997           1996
  Credit card servicing income         $ 47,311       $ 39,028
  Income from personal finance                                
   activities                            32,584         21,995
  Credit card securitization income      27,061         65,865
  Credit card interchange income         20,213         21,962
  Business loan and lease other                               
   revenues                              15,458         10,875
  Insurance revenues, net                10,359          6,519
  Other                                   3,868          4,785
  Total noninterest revenues           $156,854       $171,029

For the first quarter of 1997, noninterest revenues declined 8% to
$156.9 million from $171.0 million for the same period of 1996.  Credit
card securitization income decreased $38.8 million or 59% to $27.1
million as a result of lower spreads due to significantly higher charge-
offs, and a higher level of introductory rate credit cards in the trusts.
Credit card servicing income increased $8.3 million due to higher
securitized balances.  Income from personal finance activities increased
$10.6 million or 48% primarily due to the gain on sale from a $550 million
REMIC transaction in the first quarter of 1997.  Business loan and lease
other revenues increased to $15.5 million in the first quarter of 1997, a
42% increase over the first quarter of 1996, primarily due to the 110%
growth in average securitized receivables.  Insurance revenues, net
increased $3.8 million from the first quarter of 1996 to $10.4 million due
to the successful marketing of insurance products in the credit card,
personal finance and business loan and lease areas.

OPERATING EXPENSES
                                          Three Months Ended
                                               March 31,
                                          1997           1996
 Amortization of credit card                                  
  deferred origination costs, net      $ 18,063       $ 20,493
 Other operating expenses:                                    
  Salaries and employee benefits         54,661         37,419
  External processing                    11,989          9,833
  Marketing expense                      11,129         11,122
  Equipment expense                       8,559          4,336
  Professional fees                       8,295          6,830
  Postage expense                         7,120          5,806
  Credit card fraud losses                6,477          2,349
  Occupancy expense                       5,291          2,576
  Telephone expense                       4,907          3,967
  Credit and collection expense           4,356          2,585
  Other                                   7,964          3,179
  Total other operating expenses       $130,748       $ 90,002
                                                               
 Total operating expenses              $148,811       $110,495
<PAGE>

The amortization of credit card deferred origination costs, net, decreased
from $20.5 million for the first three months of 1996 to $18.1 million
for the first three months of 1997.  Total other operating expenses of
$130.7 million for the three months ended March 31, 1997 increased 45.3%
from $90.0 million for the same period of 1996. Other operating expenses
as a percentage of average managed receivables were 3.2% for the first
quarter of 1997, up from 2.8% in the comparable 1996 period. The increase
in total other operating expenses is attributable, in part, to a 43%
increase in the number of employees from 2,624 at March 31, 1996 to 3,751
at March 31, 1997, including the addition of senior management throughout
1996 to assist in the strategic growth and development of the Company.
Other expenses, including equipment expense, external processing, postage
and occupancy expense showed increases consistent with the increase in the
number of managed customer accounts and the addition of space and new
technology to support this growth.

LIQUIDITY AND CAPITAL RESOURCES

The Company's goal is to maintain an adequate level of liquidity, both
long- and short-term, through active management of both assets and
liabilities.  During the first three months of 1997, the Company, through
its subsidiaries, securitized $654.0 million of personal finance loans and
$57.4 million of business loan receivables.  Cash generated from these
transactions was temporarily invested in short-term, high quality
investments at money market rates awaiting redeployment to pay down
borrowings and to fund future credit card, personal finance and business
loan receivable growth.  At March 31, 1997, the Company had approximately
$1.6 billion of loan and lease receivables and $.9 billion of investments
available for sale which could be sold to generate additional liquidity.

Funding diversification is an essential component of the Company's
liquidity management. The debt securities of Advanta Corp., Advanta
National Bank USA ("AUS"), and Advanta National Bank ("ANB") had investment-
grade ratings from the nationally recognized rating agencies throughout
1996.  These ratings had allowed the Company to further diversify its
funding sources. Beginning March 1997, the various rating agencies lowered
their ratings on the debt securities of each of Advanta Corp., AUS and ANB
by one or two grades.  As of May 12, 1997, debt of the two banks, AUS and
ANB, was rated at or above the lowest level of investment grade by
each agency except Standard & Poors which rated it one level below
investment grade; debt of the parent company, Advanta Corp., maintained
investment grade ratings (at or above the lowest investment grade level)
from three of the rating agencies, but was rated two levels below
investment grade by Standard & Poors and by Moody's Investors Service.
Efforts continue to develop new sources of funding, both through previously
untapped customer segments and through developing new financing structures.
In that regard, on May 1, 1997, Advanta Mortgage Corp. USA and its
subsidiaries entered into a $500 million secured revolving credit facility.

On December 17, 1996, Advanta Capital Trust I, a newly formed statutory
business trust established by the Company (the "Trust"), issued in a
private offering to two institutional investors $100 million of capital
securities, representing preferred beneficial interests in the assets of
the Trust (the "Capital Securities").  The sole assets of the Trust consist
of $100 million of 8.99% junior subordinated debentures issued by the
Company due December 17, 2026 (the "Junior Subordinated Debentures").  The
Capital Securities will be subject to mandatory redemption under certain
<PAGE>
circumstances, including at any time on or after December 17, 2006 upon the
optional prepayment by the Company of the Junior Subordinated Debentures.
The Company has guaranteed the obligations of the Trust.  The Company used
the proceeds from the sale for general corporate purposes.

In September 1995, AUS and ANB (the "Banks") established a $2.25 billion
bank note program.  Under this program, the Banks may issue an aggregate of
$2.0 billion of senior bank notes and $250 million of subordinated bank
notes.  These notes may have maturities ranging from seven days to fifteen
years from date of issuance.  Advanta Corp. and the Banks, collectively,
have a $1 billion revolving credit facility, of which $1 billion is
available to each of the Banks and up to a maximum of $500 million is
available to Advanta Corp., provided that no more than $1 billion may be
outstanding at any time.  The Company also filed a shelf registration
statement in 1996 with the Securities and Exchange Commission which allows
the Company to sell up to $1.6 billion of debt securities.

INTEREST RATE SENSITIVITY

Interest rate sensitivity refers to net interest income variability
resulting from mismatches between asset and liability indices (basis risk)
and the effects which changes in market interest rates have on asset and
liability repricing mismatches (gap risk).

The Company attempts to minimize the impact of market interest rate
fluctuations on net interest income and net income by regularly evaluating
the risk inherent in its asset and liability structure, including
securitized assets. This risk arises from continuous changes in the
Company's asset/liability mix, market interest rates, the yield curve,
prepayment trends and the timing of cash flows. Computer simulations are
used to evaluate net interest income volatility under varying rate, spread
and volume projections over monthly time periods of up to two years.

In managing its interest rate sensitivity position, the Company
periodically securitizes receivables, sells and purchases assets, alters
the mix and term structure of its funding base, changes its investment
portfolio and short-term investment position, and uses derivative financial
instruments. Derivative financial instruments are used to manage exposures
to changes in interest rates and foreign exchange rates and create match
funding of assets and liabilities.  Derivative financial instruments, by
policy, are not used for any speculative purposes (see discussion under
"Derivatives Activities"). The Company has primarily utilized variable rate
funding in pricing its credit card securitization transactions in an
attempt to match the variable rate pricing dynamics of the underlying
receivables sold to the trusts. Variable rate funding is used on the
balance sheet as well, in support of unsecuritized receivables which carry
variable rates. Although credit card receivable rates are generally set at
a spread over a floating rate index, they often contain interest rate
floors. These floors have the impact of converting the credit card
receivables to fixed rate receivables in a low interest rate environment.
In addition, the Company at times offers fixed rate pricing to consumers
for the introductory rate period of its credit cards.  In instances when a
significant portion of credit card receivables carry fixed rate
introductory pricing or are at their floors, the Company may convert part
of the underlying funding to a fixed rate by using interest rate hedges,
swaps and fixed rate securitizations. In pricing mortgage and business loan
and lease securitizations, both fixed rate and variable rate funding are
used depending upon the characteristics of the underlying receivables and
the overall risk exposure to the Company.
<PAGE>
Additionally, basis risk exists in on-balance sheet funding as well as in
securitizing credit card receivables at a spread over the London Interbank
Offered Rate ("LIBOR") when the rate on the underlying assets is indexed to
the prime rate.  The Company measures the basis risk resulting from
potential variability in the spread between prime and LIBOR and incorporates
such risk into the asset and liability management process.  Substantially
all new credit cards have been issued using LIBOR as the repricing index.
This will have the effect of reducing prime/LIBOR basis risk over time.
The Company continues to seek cost-effective alternatives for minimizing
this risk.

Interest rate fluctuations affect net interest income at virtually all
financial institutions. While interest rate volatility does have an effect
on net interest income, other factors also contribute significantly to
changes in net interest income. Specifically, within the credit card
portfolio, pricing decisions and customer behavior regarding convenience
usage affect the yield on the portfolio. These factors may counteract or
exacerbate income changes due to fluctuating interest rates. The Company
closely monitors interest rate movements, competitor pricing and consumer
behavioral changes in its ongoing analysis of net interest income
sensitivity.

DERIVATIVES ACTIVITIES

The Company utilizes derivative financial instruments for the purpose of
managing its exposure to interest rate and foreign currency risks. The
Company has a number of mechanisms in place that enable it to monitor and
control both market and credit risk from these derivatives activities. At
the broader level, all derivatives strategies are managed under a hedging
policy approved by the Board of Directors that details the use of such
derivatives and the individuals authorized to execute derivatives
transactions. All derivatives strategies must be approved by the Company's
senior management (Chief Executive Officer, Chief Financial Officer and
Treasurer).

As part of this approval process, a market risk analysis is completed to
determine the potential impact on the Company from severe negative
(stressed) movements in the market. By policy, derivatives transactions may
only be used to manage the Company's exposure to interest rate and foreign
currency risks or for cost reduction and may not be used for speculative
purposes. As such, the impact of any derivatives transaction is calculated
using the Company's asset/liability model to determine its suitability.

Procedures and processes are in place to provide reasonable assurance that
prior to and after the execution of any derivatives strategy, market,
credit and liquidity risks are fully analyzed and incorporated into the
Company's asset/liability and risk measurement models and the proper
accounting treatment for the transaction is identified and executed.

As of March 31, 1997 and December 31, 1996, all of the Company's
derivatives were designated as hedges or synthetic alterations and were
accounted for as such.
<PAGE>
The following table summarizes by notional amounts the Company's
derivative instruments:

                              March 31,       December 31,
                                1997             1996

 Interest rate swaps        $1,795,591        $1,560,444
 Swaptions                      25,000           153,000
 Interest rate options:                                 
  Caps written               1,279,170         1,413,222
  Caps purchased               356,280           365,000
  Corridors/Collars            500,000           500,000
 Forward contracts             286,826           386,680
 Total notional amount      $4,242,867        $4,378,346


The notional amounts of derivatives do not represent amounts exchanged by
the counterparties and, thus, are not a measure of the Company's exposure
through its use of derivatives. The amounts exchanged are determined by
reference to the notional amounts and the other terms of the derivatives
contracts.
<PAGE>

                        PART II - OTHER INFORMATION
                                          
     Item 4. Submission of Matters to a Vote of Security holders.
     
        At the Company's Annual Meeting of Stockholders held on May 8,
     1997, the following nominees for reelection as directors of the
     Company were elected by the votes indicated below:
          
        Director                    Votes For       Votes Withheld
     
        Alex W. "Pete" Hart         15,994,658         87,989
        Ronald J. Naples            15,994,658         87,989
        William A. Rosoff           15,994,658         87,989  


     Item 6. Exhibits and Reports on Form 8-K.
     
      (a)     Exhibits
              The following exhibit is being filed with this report
              on Form 10-Q:
      
      
      Exhibit Number               Description of Document
      

       27                          Financial data schedule incorporated
                                   by reference to Exhibit 27 to the
                                   Company's Current Report on Form 8-K
                                   dated April 16, 1997 filed the same date.

      (b) Reports on Form 8-K.

      (b)(1)  A Current Report on Form 8-K, dated March 17, 1997
              was filed by the Company regarding certain Company
              announcements relating to the retention of BT Wolfensohn,
              certain management changes and 1997 earnings expectations,
              as well as a shareholder rights plan and certain by-law
              amendments.
        
        
      (b)(2)  A Current Report on Form 8-K, dated April 16, 1997
              was filed by the Company setting forth the financial
              highlights of the Company's results of operations for
              the period ended March 31, 1997.  A Financial Data Schedule
              was included as an exhibit in this Form 8-K.
        
<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 thereto duly authorized.
     
                                             Advanta Corp.
     
                                             (Registrant)
     
     
     May 14, 1997                By  /s/David D. Wesselink
                                     Senior Vice President, and
                                     Chief Financial Officer
     
     May 14, 1997                By  /s/John J. Calamari
                                     Vice President, Finance and
                                     Principal Accounting Officer
<PAGE>
    
                          EXHIBIT INDEX
                                     
    Exhibit                        Description
        
        2                          Inapplicable.

        3                          Inapplicable.

        4                          Inapplicable.

       10                          Inapplicable.

       11                          Inapplicable.

       15                          Inapplicable.

       18                          Inapplicable.

       19                          Inapplicable

       22                          Inapplicable.

       23                          Inapplicable.

       24                          Inapplicable.

       27                          Financial data schedule incorporated
                                   by reference to Exhibit 27 to the
                                   Company's Current Report on Form 8-K
                                   dated April 16, 1997 filed the same date.

       99                          Inapplicable.