UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C.  20549
FORM 10-K


[X ]    Annual report pursuant to section 13 or 15(d) of the Securities
Exchange Act of 1934 for the fiscal year ended December 31, 1999, 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 No.: 33-60662


                  FUND AMERICA INVESTORS CORPORATION
          (Exact name of registrant as specified in its charter)

Delaware                                           84-1070310
(State or other jurisdiction of       (I.R.S. Employer identification number)
incorporation or organization)

   6400 S. Fiddlers Green Circle, Suite 1200A,  Englewood, Colorado 80111
                (Address of principal executive offices)

Registrant's telephone number including area code: (303) 290-6024

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


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.
[X]  Yes    [   ] No

Indicate by check mark if disclosure of delinquent filers pursuant
to Item 405 of Regulation S-K is not contained herein, and will not be
contained, to the best of registrant's knowledge, in definitive proxy or
information statements incorporated by reference in Part III of this
Form 10-K or any amendment to this Form 10-K.   X
State the aggregate market value of the voting stock held by
non-affiliates of the registrant:  As of    December 31, 1999:  $0.00.

The number of shares outstanding of the Registrant's $0.01 par
value common stock, as of March 29, 2000, was 1,000 shares.

                    DOCUMENTS INCORPORATED BY REFERENCE
                                  None.




</PAGE>
<PAGE>

                                 PART I

ITEM 1.      BUSINESS

Fund America Investors Corporation (the "Company") was
incorporated in the State of Delaware on October 19, 1987 as a limited
purpose finance corporation.  The Company was established to engage in
activities relating to mortgage loans or mortgage loan certificates
including other securities which are backed by mortgage loans (the
"Collateral").  The Collateral is issued and/or guaranteed by agencies
which include Government National Mortgage Association securities ("GNMA
Certificates"), Federal National Mortgage Association securities ("FNMA
Certificates") and Federal Home Loan Mortgage Corporation securities
("FHLMC Certificates") collectively referred to as ("Agency
Certificates") or other entities ("Private Mortgage-Backed Securities").
Among the Company's authorized business purposes, its primary activity
is the issuance of bonds in one or more series of collateralized
mortgage obligations ("CMO's") which are secured by the Collateral.  To
issue such bonds, the Company may acquire, hold, sell or pledge the
Collateral, but typically these activities are transacted through trusts
beneficially owned and created by the Company.

The Company may not, either directly or indirectly through a
beneficially owned trust, engage in any business or investment activity
other than (1) issuing and selling bonds; (2) investing cash balances on
an interim basis in high quality short-term securities; (3) purchasing,
owning, holding, pledging or selling the Collateral or other
mortgage-related assets; and (4) engaging in other activities which are
necessary or convenient to accomplish the foregoing and are incidental
thereto.

To date, the Company or certain trusts established by the Company
have issued nine bond offerings totaling $1,508,989,338 (the "Bonds").
The Bonds that are issued directly by the Company are direct obligations
of the Company, (see Note 2 of Notes to Financial Statements for a
further discussion).  Payments to the bondholders are payable from the
principal and interest payments received on the Collateral payments.
For the benefit of the bondholders, all Collateral related to the Bonds
has been pledged to a trustee.  The Bonds are considered CMO's under
generally accepted accounting principles.

On December 31, 1999, the Company had $141 million of registered and
unissued CMOs remaining on its Registration Statement No. 33-60662.  The
Company received several comments from the Securities and Exchange
Commission ("SEC") after filing an amendment on September 22, 1998 to
update its Registration Statement.  After reviewing the comments and
assessing the necessary requirements, the Company estimated that it will
cost an additional amount ranging from $50,000 to $100,000 to address
and respond to the comments received.  Based on this estimate, on
December 31, 1998, management determined that it was not economically
feasible to follow through with updating the Registration Statement.
Additionally in accordance with SFAS No. 121 "Impairment of Long-Lived
Assets to be Disposed Of," the deferred offering costs remaining and
incurred in 1998 were charged to operations in 1998.  The $141 million
registered and unissued securities still remain on the Company's
Registration Statement as of December 31, 1999.  The preceding events
have not precipitated deregistration of the remaining unissued
securities since management believes that it may be economically
feasible to finish the update at some point in the future.

                            Page 2
</PAGE>
<PAGE>

ITEM 2.      PROPERTIES

The Company has no material physical properties.

ITEM 3.      LEGAL PROCEEDINGS

None.

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

No matters were submitted to the security holders during the
fourth quarter of the fiscal year ended December 31, 1999.


PART II

ITEM 5.      MARKET FOR THE REGISTRANT'S COMMON EQUITY AND RELATED
                   STOCKHOLDER MATTERS

There is no established public trading market for the Company's
common stock and no dividends have been declared or paid.  All of the
Company's common stock is owned by a sole shareholder.


<TABLE>
ITEM 6.      SELECTED FINANCIAL DATA

<CAPTION>
                                       Year Ended December 31,
                    -----------------------------------------------------------
                      1999         1998         1997        1996         1995
                    --------     --------     --------    --------     --------
<S>                <C>          <C>         <C>          <C>          <C>
   Revenue          $  1,594     $  4,565    $   4,533    $  9,653     $ 11,791

   Net loss         $(33,151)    $(95,023)   $(102,682)   $(25,191)    $(65,830)

   Net loss per
    share of
    common stock    $     (1)          (1)          (1)         (1)          (1)

   Total assets     $ 12,892     $ 63,258    $ 156,172    $258,749     $329,033

   Shareholder's
     equity         $ 12,892     $ 61,043    $ 156,066    $258,749     $283,939


  (1)  Not presented, as all shares of common stock are held by a sole
  shareholder.
</TABLE>
                                     Page 3
</PAGE>
<PAGE>

  ITEM 7.      MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                      CONDITION AND RESULTS OF OPERATIONS

  1. General

  As more fully described below, the Company or certain established
  trusts have issued nine series of registered CMO's aggregating
  $1,508,989,338 in initial issuance amount.  As of December 31, 1999,
  five series of CMO's remain outstanding.  The following list consists of
  outstanding series at December 31, 1999 shown with the initial issuance
  amounts.
                                        Initial
  Trust     Series    Amount            Collateral
  ----------------------------------------------------------------------------
    n/a     1991-1    $350,000,000      GNMA Certificates

    n/a     1993-1    $ 66,040,000      GNMA Certificates and FNMA
                                                       Certificates

     I      1993-2    $117,350,000      FNMA Certificates and FHLMC
                                        securities; Private Mortgage-Backed
                                        securities; cash, other mortgage-backed
                                        securities or certain United States
                                        Treasury securities

    IV      1993-5    $ 20,249,338      FNMA Stripped Mortgage-Backed
                                        Security ("FNMA SMBS") held in the form
                                        of a FNMA Guaranteed MBS
                                        Pass-Through Certificate and included
                                        in FNMA SMBS Trust 000240-CL

    IV      1993-6    $ 50,350,000      FNMA and FHLMC securities; certain
                                        CMO's issued by Trust IV, Series 1993-5;
                                        cash, other mortgage-backed
                                        securities or certain United States
                                        Treasury securities

  To date, the Company has issued four CMO offerings totaling
  $966,040,000 ("the FAIC Bonds").  The FAIC Bonds are a direct obligation
  of the Company and have been structured to be payable from the principal
  of and interest on the collateral pledged to the Trustee for the benefit
  of the Bondholders.  In addition, the Company established four trusts
  which issued five CMO offerings totaling $542,949,338 (the "FAIT
  Bonds").  The FAIT Bonds are a direct obligation of each related trust
  which have been structured to be payable from the principal of and
  interest on the collateral pledged to the Indenture Trustee for the
  benefit of the Bondholders.  The FAIC Bonds and the FAIT Bonds
  constitute Collateralized Mortgage Obligations ("CMO's) as defined by
  generally accepted accounting principles ("GAAP").  In general, GAAP
  provides that CMO's are presumed to be borrowing transactions and should
  be recorded as liabilities in the financial statements of the issuer
  unless certain conditions are met.  The FAIC Bonds and the FAIT Bonds
  meet the exceptions set forth in GAAP and therefore, the borrowings and
  the related collateral were eliminated from the financial statements,
  and all other costs associated with the offering transactions were
  charged to expense during the issuance period.


                                   Page 4
</PAGE>
<PAGE>


  2. The Year 2000 Issue

  The Year 2000 problem is the potential for system and processing
  failures of date related data arising from the use of two digits by
  computer controlled systems, rather than four digits, to define the
  applicable year.  The Company completed its Year 2000 assessment in 1999
  and to date it has not experienced any material Year 2000 difficulties
  and does not expect to incur any material costs related to the Year 2000
  issue.  Additionally, since January 1, 2000, the Company has not
  experienced any computer or operational disruptions as a result of Year
  2000 problems or otherwise.

  3. Liquidity and Capital Resources

  Over the next 12 months, the Company expects to fund ongoing
  operations as well as any potential upgrades and amendments to its
  Registration Statement from cash balances and loans or contributions
  from its sole shareholder.

  4. Results of Operations

  The Company does not have any significant assets other than cash
  held for operations.  Major operating activity is initiated from the
   issuance of CMO's or the preparation in registering CMO's to be issued.
  Costs incurred with registering CMO's are capitalized until such time as
  the CMO's are issued in an offering or evaluated for impairment.

  Net income may fluctuate from period to period based on the use of
  the Company's registered and unissued CMO's.  The Company generally
  charges the issuer of a series of CMO's a flat fee and a proportionate
  share of deferred costs associated with its registration statement.

  Typically, periods reporting net income are the result of issuance
  fees earned by the Company for the use of its shelf registration.
  Conversely, in periods reflecting net losses, no issuance fees were
  earned and the loss was the result of fixed general and administrative
  expenses and impairments, if any.

  An evaluation of long-lived assets at December 31, 1998 and
  December 31, 1997 resulted in an impairment of the Company's deferred
  offering costs.  As described in Item 1, the Company charged the
  remaining deferred offering costs of $65,271 to operations in 1998.
  Deferred offering costs of $72,769 in 1997 were charged to operations
  because the costs were determined to be in excess of accepted market
  pass-through costs.  No impairments were charged to operations in 1999.

  The Company reported a net loss for the year ended December 31, 1999 of
  $33,151 as compared to a net loss of $95,023 for the year ended December
  31, 1998 and net loss of $102,682 for the year ended December 31, 1997.
  The Company did not issue any bonds during these three reporting
  periods.  In 1998, the net loss reported included an operating loss of
  $29,752 and an asset impairment charge of $65,271.  In 1997, the net
  loss reported included an operating loss of $29,913 and an asset
  impairment charge of $72,769.


                              Page 5
</PAGE>
<PAGE>


  5. Forward Looking Statements

  The statements contained in this Item 7 and Item 7A that are not
  historical facts, including, but not limited to, statements that can be
  identified by the use of forward-looking terminology such as "may,"
  "will," "expect," "anticipate," "estimate" or "continue" or the negative
  thereof or other variations thereon or comparable terminology, are
  forward-looking statements within the meaning of the Private Securities
  Litigation Reform Act of 1995, and involve a number of risks and
  uncertainties.  The actual results of the future events described in
  such forward-looking statements could differ materially from those
  stated in such forward-looking statements.  Among the factors that could
  cause actual results to differ materially are: the Y2K preparedness of
  the Company's third-party service providers, the market for
  mortgage-backed securities, competition, government regulations and
  possible future litigation.

  ITEM 7A.     QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT
  MARKET RISK

  CMO's that are issued either by the Company or a trust formed by the
  Company constitute debt obligations of the Company or the applicable
  trust and do not represent an ownership interest in the Company or such
  trust.  As described in Item 7, assets or Collateral securing payments
  to Bondholders are not treated as assets and CMO obligations are not
  treated as liabilities of the Company.

  Disclosures required in this Item 7A are intended to clarify a
  registrant's exposures to market risk associated with activities in
  derivative financial instruments, other financial instruments, and
  derivative commodity instruments. The purpose of this section is to
  disclose the material effects on earnings, fair values, and cash flows
  that are inherent to potential market risk exposure.  Potential market
  risk associated with CMO's issued under the Company's registration
  statement will not have a material effect on the Company's earnings or
  cash flow since the CMO's do not represent an interest in the Company.
  In addition, the Company has no public common equity; all common stock
  of the Company is held by one shareholder.  Therefore, material effects
  of potential market risk exposure on CMO's issued from the Company will
  not have any significant impact on the Company.


                                Page 6
</PAGE>
<PAGE>



  ITEM 8.      FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA



  INDEPENDENT AUDITORS' REPORT



  Board of Directors and Shareholder
  Fund America Investors Corporation
  Englewood, Colorado


  We have audited the accompanying balance sheets of Fund America
  Investors Corporation as of December 31, 1999 and 1998, and the related
  statements of operations, shareholder's equity, and cash flows for each
  of the three years in the period ended December 31, 1999.  These
  financial statements are the responsibility of the Company's management.
  Our responsibility is to express an opinion on these financial
  statements based on our audits.

  We conducted our audits in accordance with auditing standards generally
  accepted in the United States of America.  Those standards require that
  we plan and perform the audit to obtain reasonable assurance about
  whether the financial statements are free of material misstatement.  An
  audit includes examining, on a test basis, evidence supporting the
  amounts and disclosures in the financial statements.  An audit also
  includes assessing the accounting principles used and significant
  estimates made by management, as well as evaluating the overall
  financial statement presentation.  We believe that our audits provide a
  reasonable basis for our opinion.

  In our opinion, such financial statements present fairly, in all
  material respects, the financial position of the Company as of December
  31, 1999 and 1998, and the results of its operations and its cash flows
  for each of the three years in the period ended December 31, 1999 in
  conformity with accounting principles generally accepted in the United
  States of America.



  DELOITTE & TOUCHE  LLP




  Denver, Colorado
  March 10, 2000


                                   Page 7
</PAGE>
<PAGE>
<TABLE>
                 FUND AMERICA INVESTORS CORPORATION
                           Balance Sheets
<CAPTION>
                                                    December 31,
                                         ---------------------------------
                                            1999                   1998
                                          --------               --------
<S>                                      <C>                    <C>
 Assets
  Cash and cash equivalents (Note 2)      $ 12,892               $ 63,258
                                          --------               --------
  Total assets                            $ 12,892               $ 63,258
                                          ========               ========

  Liabilities - Accounts payable          $      -               $  2,215
                                          --------               --------
  Shareholder's equity
  Common stock, par value $.01 per share;
    10,000 shares authorized; 1,000 shares
    issued and outstanding                      10                     10
  Additional paid-in capital               569,990                569,990
  Shareholder distributions               (215,000)              (200,000)
  Accumulated deficit                     (342,108)              (308,957)
                                          --------               --------
  Shareholder's equity - net                12,892                 61,043
                                          --------               --------
  Total liabilities and
    shareholder's equity                  $ 12,892               $ 63,258
                                          ========               ========

  See notes to financial statements

</TABLE>
                                Page 8
</PAGE>
<PAGE>
<TABLE>
                     FUND AMERICA INVESTORS CORPORATION
                           Statements of Operations

<CAPTION>
                                                Year Ended December 31,
                                     ------------------------------------------
                                       1999              1998            1997
                                     --------          --------        --------
<S>                                 <C>               <C>             <C>
  Revenue
    Interest income                  $  1,594          $  4,565        $  4,533
                                     --------          --------        --------
  Total revenue                         1,594             4,565           4,533
                                     --------          --------        --------

  Expenses
    General and administrative         10,745            10,317          10,446
    Management fees (Note 4)           24,000            24,000          24,000
    Impairment of long-lived
      assets (Note 2)                       -            65,271          72,769
                                     --------          --------        --------
   Total expenses                      34,745            99,588         107,215
                                     --------          --------        --------

   Net loss                          $(33,151)         $(95,023)      $(102,682)
                                     ========          ========        ========

   See notes to financial statements
</TABLE>
                                   Page 9
</PAGE>
<PAGE>
<TABLE>

                    FUND AMERICA INVESTORS CORPORATION
                     Statements of Shareholder's Equity
                Years ended December 31, 1999, 1998 and 1997

<CAPTION>
              Common Stock     Addi-       Share-
           ------------------  tional      holder
           Number of    Par    Paid-in     Distri-   Accumulated   Shareholder's
            Shares     Value   Capital     butions    (Deficit)     Equity-Net
           ---------  ------  ---------  ----------- -----------  --------------
<S>       <C>         <C>     <C>        <C>         <C>           <C>
Balance at
 January 1,
 1997         1,000    $ 10    $569,990   $(200,000)  $(111,252)    $ 258,748
Net
 loss             -       -           -           -    (102,682)     (102,682)
           --------   -----    --------   ---------   ---------     ---------

Balance at
 December 31,
 1997         1,000      10     569,990    (200,000)   (213,934)      156,066
Net
 loss             -       -           -           -     (95,023)      (95,023)
           --------   -----    --------   ---------   ---------     ---------

Balance at
  December 31,
  1998       1,000       10     569,990    (200,000)   (308,957)       61,043
Shareholder
  distri-
  butions        -        -           -     (15,000)          -       (15,000)
Net
  loss           -        -           -           -     (33,151)      (33,151)
           -------    -----    --------   ---------   ---------     ---------

Balance at
  December 31,
  1999      1,000     $ 10     $569,990   $(215,000)  $(342,108)    $  12,892
           =======    ====     ========   =========   =========     =========



     See notes to financial statements

</TABLE>
                                 Page 10

</PAGE>
<PAGE>
<TABLE>


                       FUND AMERICA INVESTORS CORPORATION
                             Statements of Cash Flows

<CAPTION>
                                               Year Ended December 31,
                                       ---------------------------------------
                                          1999          1998           1997
                                        --------      --------       --------
<S>                                    <C>           <C>            <C>
  Net cash flows from
  operating activities:
    Net loss                            $(33,151)     $(95,023)      $(102,682)
  Adjustments:
    Impairment of deferred
      offering costs                           -        65,271          72,769
  Changes in assets
      and liabilities:
    Accounts payable                      (2,215)        2,109             106
                                        --------      --------       ---------
  Net cash used in
     operating activities                (35,366)      (27,643)        (29,807)

  Cash flows used in
      investing activities:
    Deferred offering costs                    -       (26,368)              -

  Cash flows used in
      financing activities:
    Shareholder distributions            (15,000)            -               -
                                        --------      --------       ---------

  Net decrease in
      cash and cash equivalents          (50,366)      (54,011)        (29,807)

  Cash and cash equivalents
      at beginning of year                63,258       117,269         147,076
                                        --------      --------       ---------

  Cash and cash equivalents
      at end of year                    $ 12,892      $ 63,258        $117,269
                                        ========      ========        ========

  Supplemental cash flow information:

  Cash paid for interest                $      -      $      -        $      -

  Cash paid for income taxes            $      -      $      -        $      -

  See notes to financial statements
</TABLE>
                                     Page 11
</PAGE>
<PAGE>

                        FUND AMERICA INVESTORS CORPORATION
                           Notes to Financial Statements


  Note 1.      The Company

  Fund America Investors Corporation (the "Company") was
  incorporated in the State of Delaware on October 19, 1987 as a limited
  purpose finance corporation.  The Company was established to engage in
  activities relating to mortgage loans or mortgage loan certificates
  including other securities, which are backed by mortgage loans (the
  "Collateral").  The Collateral is issued and/or guaranteed by agencies
  which include Government National Mortgage Association securities ("GNMA
  Certificates"), Federal National Mortgage Association securities ("FNMA
  Certificates") and Federal Home Loan Mortgage Corporation securities
  ("FHLMC Certificates") collectively referred to as ("Agency
  Certificates") or other entities ("Private Mortgage-Backed Securities").
  Among the authorized business activities, the main focus is the issuance
  of bonds in one or more series of collateralized mortgage obligations
  ("CMO's") which are secured by the Collateral.  To issue these bonds,
  the Company may acquire, hold, sell or pledge the Collateral, but
  typically these activities are transacted by beneficially owned trusts
  created by the Company.

  The Company will not, either directly or indirectly through a
  beneficially owned trust, engage in any business or investment activity
  other than (1) issuing and selling bonds; (2) investing cash balances on
  an interim basis in high quality short-term securities; (3) purchasing,
  owning, holding, pledging or selling the Collateral or other
  mortgage-related assets; and (4) engaging in other activities which are
  necessary or convenient to accomplish the foregoing and are incidental
  thereto.

  Note 2.      Summary of Significant Accounting Policies

  In general, CMO's are presumed to be borrowing transactions and
  are to be recorded as liabilities in the financial statements of the
  issuer.  However, a CMO is not accounted for as a borrowing transaction
  if (a) all but a nominal portion of the future economic benefits
  inherent in the associated collateral has been passed to the Bondholders
  and (b) no affiliate of the issuer can be required to make any future
  payments with respect to the obligation.  The Company meets these
  conditions and therefore, the borrowings and the related collateral were
  eliminated from the financial statements, and all other costs associated
  with the offering transaction were charged to expense during the
  reporting period.

  Costs of registering securities are deferred.  As the Bonds are
  issued from the registered securities, costs are charged to operations.
  The charge is based on the ratio of bonds to securities registered but
  previously unissued.

  Fees from the bond transactions are recognized as revenue when the
  transactions close.  All expenses of the transaction, including a
  portion of deferred offering costs, are charged to operations.

  For purposes of reporting cash flows, cash and cash equivalents
  include demand deposit accounts.

  Net loss per share is not presented, since all shares of common
  stock are held by a sole shareholder.

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


                                   Page 12
</PAGE>
<PAGE>


  SFAS No. 107 "Disclosure About Fair Value of Financial
  Instruments," requires disclosure of fair value information about
  financial instruments, whether or not recognized in the balance sheet.
  The Company's financial instruments include: cash and cash equivalents,
  and accounts payable.  The carrying amount of these assets and
  liabilities approximates their fair value.

  SFAS No. 121, "Accounting for the Impairment of Long-Lived Assets
  and Long-Lived Assets to be Disposed Of" requires companies to evaluate
  long-lived assets for impairment whenever events or changes in
  circumstances indicate that the carrying amount of an asset may not be
  recoverable.  If a long-lived asset is identified as impaired, the value
  of the asset must be reduced to its fair value.  The Company's deferred
  offering costs are considered long-lived assets under this
  pronouncement. An evaluation of the Company's deferred offering costs
  was performed to determine the fair value. The fair value of the
  Company's deferred offering costs remained at zero for 1999 since no
  additional deferred offering costs were incurred during the year, and
  the fair value of all previous deferred offering costs were determined
  to be zero in 1998.   Deferred offering costs of $65,271 and $72,769
  were charged to operations for the years ended December 31, 1998 and
  December 31, 1997, respectively.

  SFAS No. 133 "Accounting for Derivative Instruments and Hedging
  Activities" (SFAS No. 133) was issued by the Financial Accounting
  Standards Board in June 1998.  SFAS No. 133 establishes accounting and
  reporting standards requiring that all derivative instruments be
  recorded in the balance sheet as either an asset or liability measured
  at fair value.  SFAS No. 133 requires that changes in the derivative's
  fair value be recognized currently in earnings unless specific hedge
  accounting criteria are met.  The accounting provisions for qualifying
  hedges allow gains and losses recognized related to a hedged item in the
  income statement to be offset by the related derivative's gains and
  losses, and requires the Company to formally document, designate, and
  assess the effectiveness of transactions that qualify for hedge
  accounting.  During 1999, the implementation of SFAS No. 133 was
  deferred until January 1, 2001 by the issuance of SFAS No 137
  "Accounting for Derivative Instruments and Hedging Activities - Deferral
  of the Effective Date of FASB Statement No. 133."  Preliminarily, the
  Company does not expect SFAS No. 133 to have an impact on its financial
  statements.

  Note 3.      Income Taxes

  Under the S Corporation guidelines of the Internal Revenue Code as
  amended, the Company has elected to be treated substantially as a
  partnership for income tax purposes.  As a result, the sole shareholder
  reports any taxable income or loss of the Company on his individual tax
  return.  Accordingly, no provision for federal income taxes has been
  recorded in the financial statements.

  Note 4.      Related Party Transactions

  The Company has engaged in various related party transactions as
  discussed below.  Accordingly, the accompanying financial statements are
  not necessarily indicative of the financial position that would exist or
  the results of operations that would have occurred if the transactions
  had been with unaffiliated parties.

  The sole shareholder of the Company is also President and a
  Director of The Chotin Group Corporation and Fund America Management
  Corporation ("FAMC").  In April 1989, the Company entered into a
  management agreement with The Chotin Group Corporation (the "Facilities
  Manager") through the period ended December 31, 1999.  This agreement
  has been renewed and modified by the parties.  Under the terms of the
  new agreement, the Facilities Manager is required to provide facilities
  use and other services necessary for the Company to manage its business
  affairs.    The management fees paid as a result of this arrangement
  amounted to $24,000 for each of the three years in the period ended
  December 31, 1999.  This agreement was subsequently terminated on
  January 1, 2000.

                                  Page 13
</PAGE>
<PAGE>


  As of December 31, 1999, services under two remaining management
  agreements continue to be administered by FAMC for the Company.  The
  terms of each management agreement provide for the performance of
  certain administrative functions under separate bond indentures related
  to each of these two remaining CMO issuances.  All annual fees for these
  services performed by FAMC are paid by each series' Trustee directly to
  FAMC.

  Note 5.      CMO Information

  At December 31, 1999 and 1998, the outstanding principal balance
  of the Bonds was as follows:

  Trust                 Series                 1999                  1998
  ----------------------------------------------------------------------------
  N/A                   Series 91-1         $18,597,083         $ 26,992,447
  N/A                   Series 91-2                   -            7,777,836
  N/A                   Series 93-1           5,780,074           17,135,253
  Trust I               Series 93-2          45,751,938           56,499,262
  Trust IV              Series 93-5          10,026,650           12,360,073
  Trust IV              Series 93-6          18,843,875           23,939,323
                                            -----------         ------------
  Totals                                    $98,999,620         $144,704,194

  ITEM 9.      CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON
  ACCOUNTING AND FINANCIAL DISCLOSURE

  None.

                                  Page 14
</PAGE>
<PAGE>


  PART III

  ITEM 10.     DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT

  Name                    Position                                   Age
  ------------------------------------------------------------------------
  Steven B. Chotin        Director, Chairman, Chief Executive
                          Officer and President                      52

  Howard J. Glicksman     Director, Vice President and Assistant
                          Secretary                                  54

  M. Garrett Smith        Director                                   38

  Helen M. Dickens        Director, Vice President,
                          and Secretary                              46

  Annel Henderson         Principal Accounting Officer,
                          and Controller                             38

  Matthew T. Kennedy      Assistant Secretary                        24

  Steven B. Chotin, 52, has been a Director and the Chairman, Chief
  Executive Officer and President of the Company since its inception.  Mr.
  Chotin has been President of The Chotin Group Corporation, a financial
  service firm, since July 1984. Mr. Chotin was a director of American
  Southwest Financial Corporation and of American Southwest Finance Co.,
  Inc. from 1982 to 1994.  Mr. Chotin may be deemed to be a "promoter"
  within the meaning of Rule 405 under the Securities Act of 1933, as
  amended (the "Act").

  Howard J. Glicksman, 54, has been a Director of the Company since
  1995, Vice President since 1993 and Assistant Secretary since 1989.  Mr.
  Glicksman has been Vice President since 1993, Assistant Secretary and
  General Counsel since 1989 of The Chotin Group Corporation.  Prior to
  joining The Chotin Group Corporation, Mr. Glicksman was a partner in the
  Denver, Colorado law firm of Glicksman, Woodrow & Shaner.  He currently
  holds bar and association memberships in Colorado and New York.

  M. Garrett Smith, 38, joined Stonebridge Technologies, based in
  Dallas, in 1999 as its Chief Financial Officer.  Previously, Mr. Smith
  was Executive Vice President and Chief Financial Officer of Pioneer
  Natural Resources Company.  He also served as a Senior Vice President of
  Corporate Acquisitions at Pioneer.  Prior to joining Pioneer, Mr. Smith
  was a partner with BTC Partners, a financial consultant to MESA, Inc.

  Helen M. Dickens, 46, has been a Director of the Company since
  1995, Vice President and Secretary of the Company since 1989.  Ms.
  Dickens is also Vice President and Chief Operations Officer of The
  Chotin Group Corporation, positions she has held since 1989.  Prior to
  joining The Chotin Group Corporation, Ms. Dickens served as Assistant
  Corporate Secretary and Assistant to the Chairman of the Board and
  President of Uniwest Financial Corp., a non-diversified savings and loan
  holding company.

  Annel Henderson, 38, has been the Controller of the Company since 1992
  and the Principal Accounting Officer since 1995.  Mrs. Henderson has
  been the Controller of The Chotin Group Corporation since 1992.  Prior
  to 1992, she was Accounting Manager of Community Holdings Corporation.

  Matthew T. Kennedy, 24, has been the Assistant Secretary of the
  Company since 1999.  Mr. Kennedy joined The Chotin Group Corporation in
  1999 as a financial analyst.  In 1998 Mr. Kennedy received a Bachelor of
  Science degree from Miami University with a Major in Economics and a
  Minor in Information Systems.

  Directors and Executive Officers are elected annually for a
  one-year term.


                               Page 15
</PAGE>
<PAGE>



  ITEM 11.     EXECUTIVE COMPENSATION

  As of December 31, 1999, no executive officer had received any
  compensation exceeding $100,000.

  The Company has not paid any compensation pursuant to plans or any
  other compensation arrangement.  The Company pays its outside director a
  monthly fee of $150.00.  No other officers or directors receive any
  compensation for their services.

  ITEM 12.     SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND
                       MANAGEMENT

                                                       Amount and
                                                       Nature Of
  Title                                                Beneficial   Percent of
  of Class     Name and Address of Beneficial Owner   Ownership(1)     Class
  -----------------------------------------------------------------------------
  Common     Steven B. Chotin                            1,000          100%
             6400 S. Fiddler's Green Circle
             Suite 1200
             Englewood, CO  80111

  (1)  Amount of such shares with respect to which persons indicated have
  the right to acquire beneficial ownership as specified in Rule
  13d-3(d)(1) under the Securities Exchange Act of 1934:  Zero.

  ITEM 13.     CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

  The information relating to this Item is incorporated herein by
  reference to Item 8, "Financial Statements and Supplementary Data" under
  Note 4 "Related Party Transactions."



                                   Page 16
</PAGE>
<PAGE>


  PART IV

  ITEM 14.     EXHIBITS, FINANCIAL STATEMENTS, SCHEDULES, AND REPORTS
                      ON  FORM 8-K

  ( a ) (1)    Financial Statements
                    -  Independent Auditors' Report
                    -  Balance Sheets at December 31, 1999 and 1998
                    -  Statements of Operations for the Years Ended
                       December 31, 1999, 1998 and 1997
                    -  Statements of Shareholder's Equity for the Years
                       Ended December 31, 1999, 1998 and 1997
                    -  Statements of Cash Flows for the Years Ended
                       December 31, 1999, 1998 and 1997
                    -  Notes to Financial Statements

  ( a ) (2)    Financial Statement Schedules

                  The financial statement schedules have been omitted because
                  they are  inapplicable.

  ( b )           Reports on Form 8-K

                   None.

  ( c )        Exhibits

               Exhibit 27. Financial Data Schedule


                             Page 17
</PAGE>
<PAGE>

  SIGNATURES


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

                                    FUND AMERICA INVESTORS CORPORATION
                                    (Registrant)
   Date:   March 29, 2000           By:  /s/ Helen  M. Dickens
         -----------------             --------------------------------
                                             Helen M. Dickens
                                             Vice President

  Pursuant to the requirements of the Securities Exchange Act of
  1934, this report has been signed below by the following persons on
  behalf of the Registrant and in the capacities indicated on the date
  above.


  /s/ Steven B. Chotin    Director, Chairman, Chief Executive   March 29, 2000
      -----------------   Officer and President
      Steven B. Chotin    (Principal Executive Officer)


  /s/ Helen M. Dickens    Director, Vice President and
      -----------------   Treasurer (Principal Financial
      Helen M. Dickens    Officer)                              March 29, 2000


  /s/ Howard J. Glicksman Director, Vice President and          March 29, 2000
      ------------------- Assistant Secretary
      Howard J. Glicksman


  /s/ M. Garrett Smith    Director                              March 29, 2000
      -------------------
      M. Garrett Smith


  /s/ Annel Henderson     Principal Accounting Officer          March 29, 2000
      -------------------
      Annel Henderson


  /s/ Matthew T. Kennedy  Assistant Secretary                   March 29, 2000
      -------------------
      Matthew T. Kennedy



                                 Page 18
</PAGE>
<PAGE>


  SUPPLEMENTAL INFORMATION TO BE FURNISHED WITH REPORTS FILED
  PURSUANT TO SECTION 15(D) OF THE ACT BY REGISTRANTS WHICH HAVE
  NOT REGISTERED SECURITIES PURSUANT TO SECTION 12 OF THE ACT.


  Since the Company has a sole shareholder, the Company has not sent
  and will not send an annual report or proxy material to its shareholder.




                                 Page 19
</PAGE>