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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              Washington D.C. 25049

                                  FORM 10-Q/A

[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
    1934

          For the quarterly period ended      June 30, 1998
                                         ----------------------

                                       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 000-23465
                                               ---------

                          Coddle Creek Financial Corp.
                          ----------------------------
             (Exact name of registrant as specified in its charter)

             North Carolina                            56-2045998
             --------------                            ----------
     (State or other jurisdiction of       (I.R.S. Employer Identification No.)
     incorporation or organization)

                    347 North Main Street/Post Office Box 117
                        Mooresville, North Carolina 28115
                        ---------------------------------
               (Address of principal executive offices) (Zip code)

                                (704) 664-4888
                                --------------
                           (Issuer's telephone number)

                                       N/A
                                       ---
  (Former name, former address and former fiscal year, if changed since last 
                                    report)

Indicate by check |X| whether the issuer (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
                                       ---    ---

As of August 1, 1998 there were issued and outstanding 674,475 shares of the
Registrant's common stock, no par value.
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Part II.  OTHER INFORMATION

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

                  (a)   The Registrant's Annual Meeting of Shareholders was held
                        on April 17, 1998.

                  (b)   Not applicable

                  (c)   1.  All the nominees for Director listed under the
                            caption "Election of Directors" in the Registrant's
                            Proxy Statement dated March 24, 1998, were duly
                            elected Directors of the Registrant. 85% of the
                            outstanding shares were voted. Of the 574,644 shares
                            voted, each director received at least 573,004
                            shares or 99.7% in favor.

                        2.  The ratification of the selection of McGladrey &
                            Pullen, LLP as independent auditors for the
                            Registrant as described under the caption
                            "Ratification of Selection of Independent Auditor"
                            in the Registrant's Proxy Statement dated March 24,
                            1998, was approved by an affirmative vote of 573,794
                            shares or 99.9% of the shares that voted, with 10
                            negative votes and 840 shares not voted.

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SIGNATURES

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

                                            Coddle Creek Financial Corp.
                                            
         Dated      August 18, 1998         By:      /s/ George W. Brawley, Jr.
               --------------------------            --------------------------
                                            George W. Brawley
                                            President and CEO
                                            
         Dated      August 18, 1998         By:      /s/ Billy R. Williams 
               --------------------------            --------------------------
                                            Billy R. Williams
                                            Secretary/Controller

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