SECURITIES AND EXCHANGE COMMISSION
                        WASHINGTON, DC   20549
                              FORM 10-K
                             
    [X]  ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)
         OF THE SECURITIES EXCHANGE ACT OF 1934  [Fee Required]
               For the fiscal year ended December 31, 1996

    [ ]  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 333-07939
                             
             UCFC Funding Corporation (Series 1996-2)
     --------------------------------------------------------------
           (Exact name of registrant as specified in its charter)

            Louisiana                            72-1328674
    ----------------------------              ------------------
    (State or other jurisdiction              (I.R.S. Employer
       of incorporation or                   Identification No.)
           organization)

    4041 Essen Lane, Baton Rouge, LA                70809
    --------------------------------              ----------
    (Address of principal executive offices       (Zip Code)

                                 504-924-6007
        ----------------------------------------------------
        (Registrant's telephone number, including area code)
                             
Securities registered pursuant to Section 12(b) of the Act:
                             
                                          Name of each exchange
               Title of each class        on which registered
               -------------------        ---------------------
                      None                        None

Securities registered pursuant to Section 12(g) of the Act:
                             
                                     None
                               ----------------
                               (Title of class)
                             
     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 twelve 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
                                                   ----
    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.             Not Applicable

State the aggregate market value of the voting stock held by non-affiliates 
of the registrant.                                         Not Applicable 

     Indicate the number of shares outstanding of each of the registrant's 
classes of common stock, as of December  31, 1996.         Not Applicable

THIS ANNUAL REPORT ON FORM 10-K IS FILED ON BEHALF OF THE REGISTRANT BY UNITED 
COMPANIES LENDING CORPORATION, (as Servicer under a Pooling and Servicing 
Agreement dated as of December 1, 1996 providing for the issuance of 
Manufactured Housing Contract Pass-Through Certificates, Series 1996-2.

                               PAGE 1
<PAGE>
                               PART I
                               ------                             
Item 1.  BUSINESS

         Omitted pursuant to prior Commission "no-action" position.

Item 2.  PROPERTIES

         Omitted pursuant to prior Commission "no-action" position.

Item 3.  LEGAL PROCEEDINGS

         None

Item 4.  SUBMISSION OF MATTERS TO VOTE OF SECURITY HOLDERS

         None

                          PART II
                          -------
Item 5.  MARKET  FOR  REGISTRANT'S COMMON EQUITY AND RELATED
         STOCKHOLDER MATTERS

         There  is  no established trading  market for 
         Registrant's securities subject to this filing.

         Number of holders of record of the Certificates as of 
         March 17, 1997:  1 .
                        ----

Item 6.  SELECTED FINANCIAL DATA
 
         Omitted pursuant to prior Commission "no-action"  
         position.
        
Item 7.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
         CONDITION AND RESULTS OF OPERATIONS
              
         Omitted pursuant to prior Commission "no-action" position.

Item 8.  FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

         Reference is made to the Annual Compliance Certificate attached as
         Exhibit 28.1 hereto.
               
         Reference is made to the annual report on the Servicer's compliance
         with certain provisions of the Agreement as prepared by Deloitte & 
         Touche, the Servicer's Independent Certified Public Accountants, and
         attached as Exhibit 28.2 hereto.
         
Item 9.  CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND 
         FINANCIAL DISCLOSURE

         None.

                                   PAGE 2
<PAGE>
                                  PART III
                                  --------

Item 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT

         Omitted pursuant to prior Commission "no-action" position.
         
Item 11. EXECUTIVE COMPENSATION

         Omitted pursuant to prior Commission "no-action" position.
         
Item 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS  AND MANAGEMENT
         
         The  following information is furnished as of March 17, 1997 as
         to each Certificateholder of record of more than 5% of the
         Certificates:



<TABLE>
<S>                             <C>                            <C>              <C>        

                                                                Amount of       Percent
                                Name & Address                  Beneficial      of
Title of Class                  of Owner                        Ownership       Class
--------------                  --------------                  -------------   -------

Manufactured Housing            Cede & Co.                      $49,415,899.86  100.0%
Contract Pass-Through           c/o The Depository Trust Co.
Certificates, Series 1996-2     P. O. Box 20
Class A                         Bowling Green Station
                                New York, New York 10274



</TABLE>

Item 13.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

          (a)        None

          (b)-(d)    Omitted pursuant to prior Commission "no-action"  
                     position.
                                     
                            PART IV
                            -------   
Item  14.   EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K

          (a)  1-2    Not Applicable

                 3.   Exhibits

                      28.1   Annual Compliance Certificate

                      28.2   Annual Report of Servicer's compliance with
                             certain provisions of the Agreement by
                             Servicer's Independent Certified Public
                             Accountants.
                   
           (b)-(d)    Omitted pursuant to prior Commission "no-action"  
                      position.
                                        PAGE 4

<PAGE>

                                EXHIBIT INDEX
                                --------------

        EXHIBIT NO.        DESCRIPTION
        -----------        -----------

        28.1               Annual Statement as to Compliance, UCFC Funding 
                           Corporation Manufactured Housing Pass-Through
                           Certificates, Series 1996-2, Page 7.

        28.2               Independent Accountant's report, Pages 8-9.


                                  PAGE 5
<PAGE>

                          SIGNATURES
                               
Pursuant  to the requirements of Section 13 or 15(d)  of  the Securities 
Exchange Act of 1934, the Servicer has caused this report to be signed on
behalf of the Registrant by the undersigned, thereto duly authorized on the
25th day of March, 1997.

UNITED COMPANIES LENDING CORPORATION, as Servicer, 
     on behalf of the Registrant


BY:  /s/ SHERRY E. ANDERSON
----------------------------------
     Sherry E. Anderson, Secretary

Pursuant  to the requirements of the Securities Exchange  Act of 1934, this 
report has been signed below by the following officers and directors of the 
Servicer on behalf of the Registrant and in the capacities indicated on the 
25th day of March, 1997.



BY:  /s/ J. TERRELL BROWN
     ---------------------------------
     J. Terrell Brown, Chief Executive
     Officer and Director
     (Principal Executive Officer)
                      
                      
BY:  /s/ DALE E. REDMAN
     ----------------------------------
     Dale E. Redman, Director
     (Principal Financial Officer)


BY:  /s/ C. GERON HARGON
     ----------------------------------
     C. Geron Hargon, President and
     Director


BY:  /s/ JESSE O. GRIFFIN
     ----------------------------------
     Jesse O. Griffin, Vice President
     (Principal Accounting Officer)
                                      PAGE 6