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


[X]  QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
     ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED  MARCH 31, 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 Nos.: 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
incorporation or organization)                  identification number)


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


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



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 May 15, 1998 -- 1,000 shares


                                
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               FUND AMERICA INVESTORS CORPORATION
                        FORM 10-Q FOR THE
                THREE MONTHS ENDED MARCH 31, 1998


                              INDEX



PART I.  FINANCIAL INFORMATION                          PAGE NO.   

     Item 1.   Financial Statements                        3

     Item 2.   Management's Discussion and
               Analysis of Financial Condition
               and Results of Operations                   6

PART II.  OTHER INFORMATION

     Item 1.   Legal Proceedings                           7

     Item 2.   Changes in Securities                       7

     Item 3.   Defaults upon Senior Securities             7

     Item 4.   Submission of Matters to a Vote
               of Security Holders                         7

     Item 5.   Other Information                           7

     Item 6.   Exhibits and Reports                        7

     SIGNATURES                                            8


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                    PART I.  FINANCIAL INFORMATION

Item 1.  Financial Statements

                  FUND AMERICA INVESTORS CORPORATION
                            BALANCE SHEETS
                              (Unaudited)                        
                                   

<CAPTION>
                                      March 31,             December 31,
                                        1998                   1997      
                                      --------              -----------

<S>                                 <C>                     <C>
Assets
  Cash                               $ 111,907               $ 117,269 
  Deferred offering costs               38,903                  38,903 
                                     ---------               ---------
     Total assets                    $ 150,810               $ 156,172 
                                     =========               =========


Liabilities - accounts payable       $   7,140               $     106 
                                     ---------               ---------

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           369,990                 369,990 
  Accumulated deficit                 (226,330)               (213,934)
                                     ---------               ---------
Total shareholder's equity             143,670                 156,066 
                                     ---------               ---------
 Total liabilities and
     shareholder's equity            $ 150,810               $ 156,172 
                                     =========               =========

<FN>
See notes to financial statements

                                     Page 3


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                  FUND AMERICA INVESTORS CORPORATION
                       Statements of Operations
                              (Unaudited)


<CAPTION>
                                            Three months ended   
                                                 March 31,        
                                        _________________________
                                        1998                 1997            
                                      --------             --------  
<S>                                 <C>                  <C>
Revenue                         
 Interest income                     $   1,304            $   1,226 
                                     ---------            ---------
       Total revenue                     1,304                1,226  
                                     ---------            ---------

Expenses
 General and administrative              7,700                6,621 
 Legal fees                                  -                  132 
 Management fees                         6,000                6,000 
                                     ---------            ---------
       Total expenses                   13,700               12,753 
                                     ---------            ---------
   
Net loss                             $ (12,396)           $ (11,527)
                                     =========            =========

<FN>
See notes to financial statements



                                    Page 4
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                       FUND AMERICA INVESTORS CORPORATION
                            Statements of Cash Flows
                                  (Unaudited)


<CAPTION>                                                                
                                                  Three months ended  
                                                       March 31,  
                                              --------------------------
                                                1998              1997 
                                              --------          --------
<S>                                         <C>               <C>
Net cash flow used in
   operating activities:                                                        
       Net loss                              $(12,396)         $(11,527)
   Adjustments to reconcile
     net loss to net cash flow
     from operating activities:
  
   Changes in operating assets
     and liabilities:
       Accounts payable                         7,034             6,282 
                                             --------          --------
Net cash flow used in operating
   activities                                  (5,362)           (5,245)    
                                             --------          --------  
                                           

Net decrease in cash                           (5,362)           (5,245) 

Cash at beginning of period                   117,269           147,076 
                                             --------          --------
Cash at end of period                        $111,907          $141,831    
                                             ========          ========


<FN>
See notes to financial statements



                                  Page 5

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                       FUND AMERICA INVESTORS CORPORATION
                          NOTES TO FINANCIAL STATEMENTS
                                  (Unaudited)
                   Three months ended March 31, 1998 and 1997


1.  Basis of Presentation

Organization

    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 the issuance and administration of
Collateralized Mortgage Obligations ("CMOs") which  are secured by mortgage
loans or by mortgage loan pass-through certificates backed by mortgage loans
(collectively referred to as the "Collateral").  The Collateral may be issued
and/or guaranteed by agencies, including the Government National Mortgage Asso-
ciation, the Federal National Mortgage Association and the Federal Home Loan
Mortgage Corporation, or other entities.  To issue such CMOs, 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 accomp-
lish the foregoing and are incidental thereto.

    During the first quarter ended March 31, 1998, there was no activity on the
Company's fourth Registration Statement No. 33-60662.  The Company is, however,
planning to update the Registration Statement through amendments in order to
utilize the $141 million of remaining and unissued CMOs. After all updates are
completed, the Company expects that an affiliated mortgage company will utilize
the remaining balance by securitizing mortgage loans generated from their
operations.

2. Unaudited Financial Statements

    In the opinion of management, the accompanying unaudited financial state-
ments contain all adjustments necessary to present fairly the financial
position of the Company at March 31, 1998, and the results of its operations
and cash flows for the periods ended March 31, 1998 and 1997.

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

Liquidity and Capital Resources

    The Company expects to fund its ongoing operations from its cash balances,
revenue derived from CMO offerings and, if necessary, with borrowings from its
sole shareholder.  As of March 31, 1998, $500,000 was available to be borrowed
from the Company's sole shareholder.  Any borrowings will be subordinate and
junior to any issued mortgage securities.

Results of Operations

    The Company reported a net loss for the three months ended March 31, 1998
of $12,396  as compared to a net loss for the three months ended March 31, 1997
of $11,527.  An increase in General and Administrative expenses is the primary
difference in the results of operations between the two reporting periods.


                                     Page 6

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PART II. OTHER INFORMATION



     Item 1.  Legal Proceedings

              None.

     Item 2.  Changes in Securities

              None.

     Item 3.  Defaults Upon Senior Securities

              None.

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

              None.

     Item 5.  Other Information

              None.

     Item 6.  Exhibits and Reports on Form 8-K

              A.  Exhibits

                  Exhibit 27. Financial Data Schedule

              B.  Form 8-K - None



                                 Page 7


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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.



                                       FUND AMERICA INVESTORS CORPORATION
                                       (Registrant)


Date:  May 15, 1998               By:  /s/  Helen M. Dickens
       -----------------              -----------------------------------
                                        Helen M. Dickens
                                        Vice President and Secretary
                                        (Duly authorized and Principal
                                         Financial Officer)
                            





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