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                          SECURITIES AND EXCHANGE COMMISSION
                                   Washington, D.C.
                                        20549

                                     ___________

                                      FORM 10-Q

                   Quarterly Report Pursuant to Section 13 or 15(d)
                        of the Securities Exchange Act of 1934

                                     ___________

     For the 13 week and 39 week periods        Commission File Number 1-4947-1
     ended October 30, 1999

                            J. C. PENNEY FUNDING CORPORATION
     _______________________________________________________________________
                (Exact name of registrant as specified in its charter)


                Delaware                                    51-0101524
     _______________________________________________________________________
         (State or other jurisdiction of               (I.R.S. Employer
          incorporation or organization)                Identification No.)


     6501 Legacy Drive, Plano, Texas                        75024-3698
     _______________________________________________________________________
     (Address of principal executive offices)               (Zip Code)


     Registrant's telephone number, including area code    972-431-1000
                                                         __________________

                                  ___________________

     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
         ______             ______

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

     500,000 shares of Common Stock of $100 par value, as of October 30, 1999.

     THE REGISTRANT MEETS  THE CONDITIONS SET FORTH IN  GENERAL INSTRUCTION H(1)
     (a) AND (b) OF FORM 10-Q AND IS THEREFORE FILING THIS FORM WITH THE REDUCED
     DISCLOSURE FORMAT.

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     PART I - FINANCIAL INFORMATION

     Item 1 - Financial Statements
              ____________________

     The  following  interim  financial  information  of J.  C.  Penney  Funding
     Corporation ("Funding"), a wholly owned subsidiary of J. C. Penney Company,
     Inc. ("JCPenney"),  is unaudited;  however, in the  opinion of  Funding, it
     includes all  adjustments, consisting  only of  normal recurring  accruals,
     necessary for  a fair  presentation.  The  financial information  should be
     read in  conjunction  with the  audited  financial statements  included  in
     Funding's Annual Report  on Form 10-K  for the 52  weeks ended January  30,
     1999.


     Statements of Income and Reinvested Earnings
     (Dollars in millions)



                                       13 weeks ended        39 weeks ended
                                       ______________      ____________________
                                    Oct. 30,    Oct 31,    Oct. 30,    Oct 31,
                                     1999        1998        1999        1998
                                     ____        ____        ____        ____
     Interest earned from
          JCPenney and affiliates   $  63        $  46     $ 156       $ 113

     Interest expense                  41           30       102          74
                                     ____         ____     _____        ____

     Income before income taxes        22           16        54          39

     Income taxes                       7            6        19          14
                                     ____         ____      ____       _____

     Net income                        15           10        35          25


     Reinvested earnings at
          beginning of period       1,062         1,022    1,042       1,007
                                   ______        ______   ______      ______

     Reinvested earnings at
          end of period            $1,077        $1,032   $1,077      $1,032
                                   ======        ======   ======      ======

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     Balance Sheets
     (Dollars in millions)



                                                 Oct. 30,   Oct. 31,    Jan.30,
                                                   1999       1998       1999
                                                 ________  _________   ________
     ASSETS
     Cash                                        $      1   $      0   $      0
     Loans to JCPenney and affiliates            $  4,481   $  3,708   $  3,129
                                                 ________   ________   ________

                                                 $  4,482   $  3,708   $  3,129
                                                 ========   ========   ========

     LIABILITIES AND EQUITY OF JCPENNEY

     Short-term debt                             $  3,222   $  2,518   $  1,924

     Due to JCPenney                                   38         13         18
                                                   ______     ______     ______
     Total liabilities                           $  3,260   $  2,531   $  1,942

     Equity of JCPenney:
              Common stock (including
              contributed capital), par
              value $100:
              Authorized, 750,000 shares
              Issued, 500,000 shares                 $145       $145       $145

     Reinvested earnings                         $  1,077   $  1,032   $  1,042
                                                 ________  _________   ________

     Total equity of JCPenney                    $  1,222   $  1,177   $  1,187
                                                 ________   ________   ________
                                                 $  4,482   $  3,708   $  3,129
                                                 ========   ========   ========

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     Consolidated Statements of Cash Flows
     (Dollars in millions)





                                                        39 weeks ended
                                             _________________________________
                                               Oct. 30,              Oct. 31,
                                                 1999                  1998
                                               ________              ________

     Operating Activities
          Net Income                          $      35             $      25
          (Increase) Decrease in loans to
          JCPenney                               (1,353)               (1,117)
          (Decrease) Increase in amount due
          to JCPenney                                20                   (10)
                                                _______                _______
                                                 (1,298)               (1,102)
                                                ________              ________

     Financing Activities
          Increase (Decrease) in short-term
          Debt                                    1,298                 1,102
                                                  _____                 _____


     Increase (Decrease) in cash                    -1-                   -0-

     Cash at beginning of year                      -0-                   -0-
                                                 ______                ______

     Cash at end of third quarter             $     -1-             $     -0-
                                              =========             =========

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     ITEM 2.     MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
     RESULTS OF OPERATIONS.


     Under the terms of the loan agreement which provides for unsecured loans to
     be made by Funding to JCPenney and the receivables agreement pursuant to
     which Funding may purchase an undivided interest in certain JCPenney
     customer receivables, Funding derives earnings on loans to JCPenney and
     income from charges to JCPenney.  The income of Funding is designed to
     cover Funding's fixed charges (interest expense) at a coverage ratio
     mutually agreed upon by Funding and JCPenney.  The earnings to fixed
     charges coverage ratio has historically been at least one and one-half
     times.

     Since 1986, Funding has provided financing to JCPenney in accordance with
     the loan agreement and no receivable balances have been purchased.

     Funding is not and has not been involved in the administration of
     JCPenney's retail credit operation and does not bear any expenses or
     receive any finance charge revenue connected therewith.


     For the third quarter of 1999, income, expenses, and provision for taxes
     increased as compared with the third quarter of 1998, as a result of
     higher average borrowing levels. Borrowing levels averaged $2,923 million
     during the 1999 third quarter as compared with $2,172 million during the
     comparable 1998 period. At the end of the third quarter of 1999, borrowing
     levels were $3,222 million as compared with $2,518 million at the end of
     the third quarter of 1998.  Average interest rates for the third quarter of
     1999 increased 7 basis points as compared with the third quarter of 1998.
     For the nine month period ended October 30, 1999, income, expenses, and
     provision for taxes increased as compared to the 1998 comparable period.
     These increases were a result of higher average borrowing levels. Borrowing
     levels averaged $2,549 million for the first nine months of 1999 as
     compared with $1,781 million in the comparable 1998 period due to an
     increase in JCPenney's general capital needs. For the nine month period in
     1999, average rates decreased 22 basis points as compared with the same
     period in 1998.

     JCPenney has initiated actions to address the Year 2000 issue relating to
     Funding.  Year 2000 readiness work was more than 99 per cent complete as of
     October 30, 1999. Since January 1999, JCPenney has been retesting all
     systems critical to JCPenney's core businesses.  JCPenney has also focused
     on the Year 2000 readiness of its suppliers and service providers, both
     independently and in conjunction with the National Retail Federation.
     Total costs associated with these efforts are not expected to have a
     material impact on the financial results of either JCPenney or Funding.  In
     addition, Funding has communicated with its commercial paper

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     dealers to determine their Year 2000 readiness.  However, there can be no
     guarantee that the systems of these commercial paper dealers, on which
     Funding relies, will be converted in a timely manner, or that a failure
     to convert would not have a material adverse effect on Funding's
     operations.


          SUBSEQUENT EVENT

     On December 6, 1999, JCPenney completed the previously announced sale of
     its proprietary credit card business to General Electric Capital
     Corporation.


     PART II - OTHER INFORMATION


          Item 6.   Exhibits and Reports on Form 8-K
                      ________________________________

               (a)  Exhibits

                    The following documents are filed as exhibits to this
                    report:

                    4(a)  Amended and Restated 364-Day Revolving Credit
                          Agreement dated as of October 1, 1999, among
                          J.C.Penney Company, Inc. and J.C.Penney Funding
                          Corporation, the Lenders party thereto, The Chase
                          Manhattan Bank, as Administrative Agent, Salomon
                          Smith Barney Inc., as Syndication Agent, and Bank of
                          America, N.A. and Credit Suisse First Boston, as
                          Co-Documentation Agents.

                    27    Financial Data Schedule for the nine months ended
                          Oct. 30, 1999.

               (b)  Reports on Form 8-K
                    ___________________
                    None

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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.


                                        J. C. PENNEY FUNDING CORPORATION


                                        By:  /s/ W. J. Alcorn
                                           __________________________

                                             W. J. Alcorn
                                             Controller
                                             (Principal Accounting Officer)

     Date: December 13, 1999

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