UNITED STATES

                       SECURITIES AND EXCHANGE COMMISSION

                            Washington, D.C.  20549


                                   FORM 10-Q

(Mark One)

[X]          QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE

                         SECURITIES EXCHANGE ACT OF 1934

                For the quarterly period ended March 3l, 1998

                                      OR

[]     TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES

                      EXCHANGE ACT OF 1934 [NO FEE REQUIRED]

       For the transition period from ______________ to _______________

                        Commission File Number 0-16240

                           JB Oxford Holdings, Inc.                          


            (Exact name of registrant as specified in its charter)

 UTAH                                                    95-4099866
 (State of incorporation or organization)                (I.R.S. Employer
                                                         Identification No.)

 9665 Wilshire Blvd., Suite 300;  Beverly Hills, California  90212
 (Address of principal executive offices)                    (Zip Code)

 Registrant's telephone number, including area code          (310) 777-8888


 Securities registered pursuant to Section 12(b) of the Act:  None
 Securities registered pursuant to Section 12(g) of the Act:

                                                             Name of each
                                                           exchange on which
Title of each class                                            registered

Common stock,            14,141,205 shares outstanding at        NASDAQ
$0.01 par value:                   May 14, 1998



   Indicate by check mark whether the Registrant (l) has filed all reports
required to be filed by Section l3 or l5(d) of the Securities Exchange Act of
l934 during the preceding 12 months and (2) has been subject to such filing
requirements for the past 90 days.  Yes   X   No ___



                         PART I - FINANCIAL INFORMATION


Item 1.   Financial Statements

                   JB Oxford Holdings, Inc. and Subsidiaries
                 Consolidated Statements of Financial Condition


                                                March 31, 1998  December 31,
                                                 (Unaudited)        1997
Assets:

Cash and cash equivalents                         $ 10,631,741  $  2,598,062
Cash segregated under federal & other regulations   76,232,691    34,903,262
Receivable from broker-dealers and clearing
 organizations (net of allowance for doubtful
 accounts of $2,103,802 for both periods)           10,918,190     4,682,908
Receivable from customers (net of allowance for
 doubtful accounts of $4,231,037 & $4,231,016)     269,718,145   280,287,735
Other receivables (net of allowance for doubtful
 accounts of $1,979,793 for both periods)            1,479,686     2,233,321
Securities owned - at market value                   2,835,036     3,737,661
Furniture, equipment, and leasehold improvements
 (at cost - net of accumulated depreciation and 
 amortization of $4,401,881 and $4,051,672)          3,803,199     3,460,467
Income taxes refundable                                717,396       717,396
Deferred income taxes                                  918,358       918,358
Clearing deposits                                    8,805,771     6,728,590
Other assets                                         1,438,512     2,044,588

Total assets                                      $387,498,725  $342,312,348


          See accompanying notes to Consolidated Financial Statements.



                   JB Oxford Holdings, Inc. and Subsidiaries
                 Consolidated Statements of Financial Condition

                                               March 31, 1998   December 31,
                                                (Unaudited)         1997

Liabilities and stockholders' equity:

 Liabilities:

  Payable to broker-dealers and clearing
   organizations                                 $ 90,348,843   $ 90,222,450
  Payable to customers                            264,625,365    221,033,056
  Securities sold, not yet purchased -
   at market value                                    416,281      1,148,706
  Accounts payable and accrued liabilities          8,076,573      5,791,409
  Income taxes payable                                 71,751        182,028
  Loans from stockholders                           7,288,811      7,288,811
  Notes payable                                       134,007         22,894
  Subordinated borrowings                           1,500,000      1,500,000

 Total liabilities                                372,461,631    327,189,354


 Commitments and contingent liabilities

 Stockholders' equity:

  Common stock ($.01 par value, 100,000,000
   shares authorized; 14,141,205 and
   14,141,205 shares issued and outstanding)          141,412        141,412
  Additional paid-in capital                       12,815,316     12,815,316
  Retained earnings                                 2,080,366      2,166,266

 Total stockholders' equity                        15,037,094     15,122,994

 Total liabilities and stockholders' equity      $387,498,725   $342,312,348


          See accompanying notes to Consolidated Financial Statements.



                   JB Oxford Holdings, Inc. and Subsidiaries
                     Consolidated Statements Of Operations
                                  (Unaudited)


                                                For The Three Months Ended
                                                        March 31,
                                                  1998              1997
Revenues:

 Clearing and execution                        $  2,286,827      $  4,649,157
 Trading profits                                  1,802,884         1,364,285
 Commissions                                      6,245,651         5,130,440
 Interest                                         5,407,147         4,403,951
 Other                                              259,915            69,805

 Total Revenues                                  16,002,424        15,617,638

Expenses:

 Employee compensation                            2,345,990         2,355,979
 Commission expense                               2,332,182         2,130,809
 Clearing and floor brokerage                       958,537           591,661
 Communications                                   1,399,023         1,126,498
 Occupancy and equipment                          1,371,334           846,899
 Interest                                         3,449,937         2,716,039
 Data processing charges                          1,440,447         1,383,887
 Professional services                            1,032,948         1,029,783
 Promotional                                        831,618           806,041
 Bad debt and settlement expense                    367,199           (96,516)
 Other operating expenses                           611,738           621,696

 Total Expenses                                  16,140,953        13,512,776

 Income (Loss) Before Income Taxes                 (138,529)        2,104,862
  Income Tax (Benefit) Provision                    (52,629)          840,000

 Net Income (Loss)                                 $(85,900)       $1,264,862


 Basic Net Income (Loss) Per Share                   $(0.01)            $0.14
 Diluted Net Income (Loss) Per Share                 $(0.01)            $0.07
 Weighted average number of shares
     Basic                                       14,141,205         8,764,705
     Diluted                                     14,141,205        17,997,885


          See accompanying notes to Consolidated Financial Statements.



                   JB Oxford Holdings, Inc. and Subsidiaries
                     Consolidated Statements Of Cash Flows
                                  (Unaudited)

                                                   For The Three Months Ended
                                                           March 31,
                                                       1998           1997

Increase (decrease) in cash and cash equivalents:

Cash flows provided by operating activities:
 Net income (loss)                                   $ (85,900)    1,264,862

 Adjustments to reconcile net income (loss) to
  cash used in operating activities:
  Depreciation and amortization                        350,209       277,035
  Deferred rent                                        (28,249)      (12,994)
  Provision for bad debts                                   21       (96,516)
  Changes in assets and liabilities:
   Cash segregated under federal & other
    regulations                                    (41,329,429)   18,575,701 
   Receivable from broker-dealers and clearing
    organizations                                   (6,235,282)     (924,503)
   Receivable from customers                        10,569,569   (51,090,171)
   Other receivables                                   753,635      (120,316)
   Securities owned                                    902,625     1,228,518
   Clearing deposits                                (2,077,181)     (714,653)
   Other assets                                        606,076       (11,581)
   Payable to broker-dealers & clearing organizations  126,393    26,956,104
   Payable to customers                             43,592,309    21,510,641
   Securities sold not yet purchased                  (732,425)     (166,955)
   Accounts payable and accrued liabilities          2,313,413      (933,741)
   Income taxes payable/receivable                    (110,277)      790,362
Net cash provided by operating activities            8,615,507    16,531,793

Cash flows from investing activities:
 Capital expenditures                                 (692,941)     (456,244)
Net cash used in investing activities                 (692,941)     (456,244)

Cash flows from financing activities:
 Repayments of notes payable                                --    (6,036,297)
 Advances on short term borrowing                      111,113            --
 Issuance of common stock                                   --        14,050
 Payment of cash dividends - preferred stock                --       (64,110)
Net cash provided by (used in) financing activities    111,113    (6,086,357)

Net increase in cash and cash equivalents            8,033,679     9,989,192
Cash and cash equivalents at beginning of the
 quarter                                             2,598,062       969,871
Cash and cash equivalents at end of the quarter    $10,631,741   $10,959,063


          See accompanying notes to Consolidated Financial Statements.



                   JB Oxford Holdings, Inc. and Subsidiaries
                   Notes To Consolidated Financial Statements
                                  (Unaudited)


Note 1.        Company's Quarterly Report Under Form 10-Q

     In the opinion of Management, the accompanying unaudited financial
statements contain all adjustments (all of which are normal and recurring in
nature) necessary to present fairly the financial statements of JB Oxford
Holdings, Inc. and subsidiaries ("the Company") for the periods presented.
The accompanying financial information should be read in conjunction with the
Company's 1997 Annual Report on Securities and Exchange Commission ("SEC")
Form 10-K.  Footnote disclosures that substantially duplicate those in the
Company's Annual Audited Report on Form 10-K, including significant
accounting policies, have been omitted.
     Two of the Company's subsidiaries, JB Oxford & Company ("JBOC") and
Stocks 4 Less, Inc. ("S4L"), are consolidated in the quarterly financial
information as of March 27, 1998 and March 28, 1997, because the last
settlement Friday of each month is consistently treated as month end.
Accordingly, this is reflected in the consolidated financial statements of
the Company.


Note 2.        Earnings per Share

     The following table reconciles the numerators and denominators of the
basic and diluted earnings per share computation:

                                                   For The Three Months Ended
                                                            March 31,
                                                        1998          1997
Basic Earnings Per Share
 Net income (loss)                                     $(85,900)  $1,264,862
 Preferred stock dividends                                   --      (64,110)
 Income (loss) available to common stockholders
  (numerator)                                          $(85,900)  $1,200,752
 Weighted average common shares outstanding
  (denominator)                                      14,141,205    8,764,705
 Basic Earnings (Loss) Per Share                         $(0.01)       $0.14

Diluted Earnings Per Share
 Net income (loss)                                     $(85,900)  $1,264,862
 Interest on convertible debentures, net of income tax       --       59,688
 Income (loss) available to common stockholders
  plus assumed conversions (numerator)                 $(85,900)  $1,324,550
 Weighted average common shares outstanding          14,141,205    8,764,705
 Weighted average options outstanding                        --    1,702,192
 Weighted average convertible debentures                     --    4,548,487
 Weighted average convertible preferred stock                --    4,000,000
 Stock acquired with proceeds                                --   (1,017,499)
 Weighted average common shares and assumed
  conversions outstanding (denominator)              14,141,205   17,997,885
 Diluted Earnings (Loss) Per Share                       $(0.01)       $0.07

     The assumed conversions have been excluded in computing the diluted
earnings per share when there is a net loss for the period.  They have been
excluded because their inclusion would reduce the loss per share, or be
antidilutive.
     Options to purchase 965,000 and 355,000 shares of common stock at March
31,1998, and 1997, were not included in the computation of diluted EPS
because the options' exercise price was greater then the average market 
price of the common share during the respective periods.  The options carry
exercise prices ranging from $1.08 to $3.00 at March 31, 1998, and $1.94 to
$3.00 at March 31, 1997.  The options at March 31, 1998 expire at various
dates through July 9, 2007 and were still outstanding as of March 31, 1998.
     Quarter ending March 31, 1997 earnings per share have been restated to
conform with Statement of Financial Accounting Standards No. 128 "Earnings
per Share" ("SFAS 128").  Basic earnings (loss) per share, in accordance
with SFAS 128, is $0.01 higher than primary earnings per share calculated
in accordance with APB 15 at March 31, 1997.


Note 3.        Regulatory Requirements

     JBOC and S4L are subject to the Securities and Exchange Commission's
Uniform Net Capital Rule (rule 15c3-1), which requires the maintenance of
minimum net capital.  JBOC has elected to use the alternative method 
permitted by the rule, which requires it to maintain minimum net capital, as
defined, equal to the greater of $250,000 or two percent of aggregate debit
balances arising from customer transactions, as defined.  The rule also 
provides, among other things, for a restriction on the payment of cash
dividends, payments on subordinated borrowings or the repurchase of capital
stock if the resulting excess net capital would fall below five percent of
aggregate debits.  S4L is a fully disclosed non-clearing broker-dealer, 
which is required to maintain minimum net capital, as defined, equal to the 
greater of $5,000 or 6 2/3 percent of aggregate indebtedness, as defined by
the rule.
     At March 31, 1998 JBOC had net capital of $14,741,890, which was 5.4% of
aggregate debit balances and $9,232,137 in excess of the minimum amount
required.  At December 31, 1997, JBOC had net capital of $14,380,292, which
was 5.1% of aggregate debit balances and $8,728,676 in excess of the minimum
amount required.
     Cash is segregated in special reserve bank accounts for the exclusive
benefit of customers under Rule 15c3-3 of the Securities and Exchange Act of
1934, as amended.  Included in the special reserve bank account are 
securities purchased under agreements to resell on an overnight basis in the
amount $76,179,786 and $34,554,930 at March 31, 1998 and December 31, 1997
respectively.  Securities purchased are U.S. Treasury instruments having a
market value of 102% of cash tendered.


Note 4.        Contingent Liabilities

     The Company and/or its subsidiaries are defendants in several lawsuits
and arbitrations the most significant of which follow:

a)   In a NASD arbitration matter filed in September 1996, the claimants
  seek damages in excess of $362,000, plus interest and punitive damages. 
  The claimants allege that JBOC and their account executive churned their
  account and breached fiduciary duties in connection with the handling of
  their account.  The respondents counter that the claimants approved all
  trades, understood the risks of their investments and cause losses by 
  their own actions. Three days of hearings were conducted in December 1997,
  with additional hearing dates currently scheduled for June 1998.  In 
  addition, an NASDR investigation into JBOC and claimant's broker relating
  to Dr. Libaw's claims has been closed with no action being taken against
  JBOC or the broker.  The ultimate outcome of the arbitration and range of
  possible loss, if any, is not determinable at this stage.  Management
  intends to vigorously contest this matter.

b)   In a District Court action commenced in November 1997, in the Third
  Judicial District Court of the State of Utah.  The claim is brought by a
  former officer and director of the Company, Mr. Stratton, and alleges 
  breach of an employment agreement with OTRA Clearing Inc., which claimant
  alleges is binding on the Company.  Mr. Stratton alleges that he is owed
  damages of not less than $1.2 million, comprised of additional
  compensation, insurance benefits, and vacation pay.  The Company has filed
  an answer denying that Mr. Stratton is owed any additional amounts. 
  Discovery has commenced.  The ultimate outcome and range of possible loss,
  if any, is not determinable at this stage.  Management intends to
  vigorously contest this matter.   Accordingly, no provision for any
  liability that might result has been made in the accompanying financial
  statements.

c)   On August 19, 1997, a search warrant was served at the Beverly Hills,
  California corporate offices of the Company and its subsidiary, JB Oxford
  & Company, pursuant to a request made by the Federal Bureau of 
  Investigation.   The Company and certain of its officers and employees 
  were also served with Grand Jury subpoenas.  The search warrant and 
  subpoenas were issued in connection with an investigation being conducted
  by the U.S. Attorney's Office in Los Angeles.  A focus of the 
  investigation appears to be the relationship and activities of Irving Kott
  with the Company and possible market manipulation.  The Company cannot, 
  however, say with any certainty that these are the only issues involved
  in the investigation.   Mr. Kott is an individual who had been retained
  through an entity named Turret Consultants as a consultant to the Company.
  In connection with this investigation, the Swiss branch office of 
  JB Oxford & Company as well as the offices of Oeri Finance, Inc. were
  searched by French and Swiss authorities pursuant to a request made by 
  the U.S. Justice Department.  Felix A. Oeri, Chairman of the Board of 
  Directors of the Company, also serves as President of Oeri Finance, Inc.
        On or about the same date, the Company, its directors, JB Oxford &
  Company and certain of its officers and employees were served with 
  subpoenas duces tecum issued by the Securities and Exchange Commission in
  connection with an investigation conducted by that agency entitled In the
  matter of Reynolds Kendrick Stratton, Inc. (Reynolds Kendrick Stratton, 
  Inc. is a subsidiary of the Company which has been inactive since July
  1994, but formerly operated as a broker-dealer).  The subpoenas generally 
  call for the production of documents relating apparently to the same
  issues which are the subject of the Grand Jury investigation.
        The Company has retained counsel in the above matters and has
  cooperated with the U.S. Attorney's Office and the SEC in their on-going
  investigations.  Pursuant to the subpoenas served by the U.S. Attorney's
  Office and the SEC, the Company has and is continuing to produce various
  documents responsive to such subpoenas.  At this stage of both
  investigations, it is not possible to predict their ultimate outcome or the
  financial impact on the Company, if any.  In September of 1997, the Company
  ended its consulting relationship with Turret Consultants.
        Under an existing Directors and Officers liability insurance policy
  held by the Company, a claim was filed with the insurer for the 
  reimbursement of legal fees incurred in connection with the federal 
  investigations.  The policy calls for a maximum reimbursement to the
  Company of $2 million.  The insurance company preliminarily denied the 
  Company's claim under their interpretation of the terms of the policy.
  The Company believes that the insurance company is incorrect and Company
  counsel is communicating with insurance company counsel in an attempt to
  resolve the issue.  The Company believes that it currently can fund the
  ongoing legal costs associated with the investigations regardless of the
  outcome of the Company's claim.


Note 5.        Supplemental Disclosures of Cash Flow Information

                                         For the Three Months Ended March 31,
                                                    1998              1997
                                                (Unaudited)       (Unaudited)
Supplemental Disclosures of Cash Flow Information
   Cash paid during the quarter for:
     Interest                                    $3,324,483        $2,716,779
     Income taxes                                    54,829            49,638


Note 6.       Comprehensive Income

     Comprehensive income (as defined by SFAS 130) is the change in the
Company's equity during the period from transactions and events other than
those resulting from investments by and distributions to owners.  Net income
is the only component of comprehensive income recorded by the Company for
the periods presented.  Therefore, all elements of comprehensive income are
presented in the statement of operations.



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

Changes in Financial Condition
     The Company's assets grew during the first quarter of 1998 after 
declining during the fourth quarter of 1997.  Total assets increased
$45,186,377 or 13% during the first quarter of 1998.  Cash and cash
equivalents increased by $8,033,679 or 309%.  Cash segregated under federal
regulations increased during the first quarter by $41,329,429 to $76,232,691.
At March 31, 1998, receivables from customers represented 70% of the assets
of the Company.
     Total liabilities increased $45,272,277 or 14% to $372,461,631.
Payables to customers increased $43,592,309 or 20% to $264,625,365.  At 
March 31, 1998, customer payables represented 71% of the total liabilities
of the Company.

Comparison of Operations
     The Company recorded a loss of $85,900 for the quarter ended March 31,
1998, compared to net income of $1,264,862 for the quarter ended 
March 31, 1997.  Total revenue increased $384,786 or 2% to $16,002,424 for
the three months ended March 31, 1998.
     Commission revenue increased by $1,115,211 or 22% during the first
quarter of 1998 compared to the first quarter of 1997. Net commissions
(commission revenue less commission expense) increased $913,838 during the
same period.
     Clearing revenue declined $2,362,330 or 51% during the first quarter
of 1998 compared to the first quarter of 1997.  This decline is the result
of a reduction in the number of correspondent broker-dealers.  A significant
portion of this decline resulted from the Company not renewing the clearing
agreement with a major correspondent broker in the fourth quarter of 1997.
Payment for order flow continued to decline during the first quarter of 1998,
resulting in lower execution revenues.
     Interest revenue increased by over one million dollars or 23% during the
first quarter of 1998 compared to the first quarter of 1997.  This increase
is the result of increased customer margin balances during the first quarter
of 1998.  Net interest income increased $269,298 or 16% during the first
quarter of 1998 over the first quarter of 1997.  Trading profits increased
$438,599 or 32% during the first quarter of 1998 compared to the first
quarter of 1997.
     The Company's total expenses increased by $2,628,177 or 19% during the
first quarter of 1998 compared to the first quarter of 1997.  The most
significant increase was interest expense, which increased $733,898 or 27% 
to $3,449,937.  This increase is directly related to the increase in
interest revenue discussed above.
     Clearing expense increased $366,876 or 62% from the first quarter of
1998 compared to the first quarter of 1997.  This increase was primarily due
to making markets in listed securities which resulted in higher execution
costs.

Liquidity and Capital Resources
     The Company's liquidity and financial condition remain sound  as cash
and cash reserves increased during the first quarter of 1998.  The Company's
equity to total assets ratio decreased during the quarter from 4.4% to 3.9%.
     The increase in cash of $8,033,679 resulted from a normal fluctuation in
the settlement cycle; the Company collected from the settlement of trades at
the end of the quarter, whereas at the end of the fourth quarter of 1997, the
Company was paying for the settlement of trades.  Cash and cash equivalents
segregated under federal and other regulations increased by $41,329,429
caused by an increase in the payables due to customers in the amount of
$43,592,309.

Recent Expansions and Developments
     Management believes that the Company has taken significant strides to
return to profitability.  Although revenues were $112,000 lower in the
current quarter as compared to the trailing quarter and approximately
$385,000 higher than the comparable quarter of 1997, the following table
illustrates the progress made towards achieving this goal:

                          Quarter Ended     Quarter Ended     Quarter Ended
                          March 31, 1998  December 31, 1997   March 31, 1997

Business Days                      59                 66                62
Average Revenue Per
Business Day                 $271,228           $244,158          $251,897

     Management is continuing its efforts in several areas to accelerate its
goal of achieving profitability.  A new advertising campaign was initiated
during the first quarter primarily through new advertisements on CNBC.  These
new advertisements promoted both broker related and on-line customer
business.  Management is pleased with the results in this area as reflected
in both the number of leads generated and number of accounts closed
     In the area of correspondent clearing, JB Oxford & Company continued in
its efforts to increase correspondent revenues by actively seeking to add new
correspondents.  During the first quarter of 1998, three new correspondents
signed clearing agreements.  JBOC is also currently negotiating with several
other potential correspondents.
     The JB Oxford Internet Investment Center is undergoing a complete site
redesign that is expected to be released sometime during the second quarter.
The new site will be more user friendly and include more products and
features for on-line customers such as proprietary research and access to
mutual funds and other products.
     In its broker related business, JBOC was not as successful as 
anticipated during the first quarter in adding new account executives in its
branch offices.   However, recent initiatives in this area have been more
successful and JBOC expects to hire between 25 to 30 new account executives
during the second quarter.  Management believes that the current ratio of
customer equity per account executive is too high and new account executives
will help alleviate this problem.

New Accounting Pronouncements
     Statement of Financial Accounting Standards No. 125, "Accounting for
Transfers & Servicing of Financial Assets and Extinguishments of Liabilities"
("SFAS 125") as amended by SFAS No. 127, is effective for transactions 
occurring after December 31, 1996, except for secured borrowings, repurchase
agreements, dollar rolls, securities lending, and similar transactions, for 
which SFAS 125 is effective for transactions occurring after December 31,
1997.  SFAS 125 provides accounting and reporting standards for transfers 
and servicing of financial assets and extinguishments of liabilities based 
on the consistent application of a financial-components approach that focuses
on control.  The Company adopted SFAS 125 on January 1, 1998, and it did not
have any effect on its consolidated financial position or results of 
operations.
     Statement of Financial Accounting Standards No. 129, "Disclosure of
Information about Capital Structure" ("SFAS 123") is effective for financial
statements ending December 15, 1997.  SFAS 129 reinstates various securities
disclosure requirements previously in effect under Accounting Principles Board
Opinion No. 15, which has been superseded by SFAS 128.  The Company adopted 
SFAS 129 on December 15, 1997, and its did not have any effect on it
consolidated financial position or results of operations.
     Statement of Financial Accounting Standards No. 130, "Reporting
Comprehensive Income" ("SFAS 130") is effective for financial statements with
fiscal years beginning after December 15, 1997.  SFAS 130 establishes 
standards for reporting and display of comprehensive income and its
components in a full set of general purpose financial statements.  The 
Company adopted SFAS 130 on January 1, 1998, and it did not have any effect
on its consolidated financial position or results of operations.
     Statement of Financial Accounting Standards No. 131, "Disclosure about
Segment of an Enterprise and Related Information" ("SFAS 131"), is effective
for financial statements with fiscal years beginning after December 15, 1997.
The new standard requires that public business enterprises report certain 
information about operating segments in complete sets of financial statements
of the enterprise and condensed financial statements of interim periods
issued to stockholders.  It also requires that public business enterprises
report certain information about their products issued to stockholders.  It
also requires that public business enterprises report certain information
about their products and services, the geographic areas in which they operate
and their major customers.  The Company does not expect adoption of SFAS 131
to have a material effect, if any, on its consolidated results of operations.



                          PART II - OTHER INFORMATION


Item 1.        Legal Proceedings

     The Company and/or its subsidiaries are a party to a number of pending
legal or administrative proceedings, all of which have arisen in the ordinary
conduct of its business.  Those which may have a significant impact on the
Company have been disclosed in previous filings.
     The Company is under investigation by the Securities and Exchange
Commission (the "SEC") and the Los Angeles office of the United States
Attorney's Office (the "USAO").  Both investigations focus on the Company's
prior relationship with, and the activities of, a former consultant of the
Company and possible market manipulation.  In August 1997, in connection with
both investigations, the government agencies mentioned above served the 
Company and certain of its officers, directors, and employees with subpoenas
dueces tecum and Grand Jury subpoenas, respectively.  The Company has
retained counsel in these matters and has cooperated fully with both the SEC
and USAO.  To date, no charges have been brought against the Company as a
result of the SEC's investigation or the USAO's investigation.  At this 
stage, it is not possible to predict the ultimate outcome nor financial
impact, if any, of the investigations of the Company.


Item 2.        Changes in Securities

     There has been no material modification of ownership rights of
securities holders.  Certain subsidiary companies, as part of their normal
broker-dealer activities, have minimum capital requirements imposed by 
regulatory agencies.  (See Note 3 to the financial statements.)  These 
requirements may restrict the payment of dividends.


Item 3.        Defaults Upon Senior Securities

     There has been no default in payments of the Company.


Item 4.        Submission of Matters to Vote of Security Holders

     There have been no matters submitted to a vote of security holders
during this reporting period.


Item 5.        Other Information

     There have been no matters that require disclosure under this item.



Item 6         Exhibits and Reports on Form 8-K

     (a)  During this quarter, the Company did not file any exhibits.
     (b)  During this quarter, the Company did not file a report on Form 8-K.



Pursuant to the requirements of Section 13 of 15(d) of the Securities
Exchange Act of 1934, JB Oxford Holdings, Inc. has duly caused this report to
be signed on its behalf by the undersigned thereunto duly authorized.




JB Oxford Holdings, Inc.



Stephen M. Rubenstein                   Chief Executive Officer
May 15, 1998