UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 12B-25
NOTIFICATION OF LATE FILING
FORM 10-Q
FOR THE PERIOD ENDED SEPTEMBER 30, 1998
COMMISSION FILE NUMBER: 0-2616
CONSUMERS FINANCIAL CORPORATION
1200 CAMP HILL BY-PASS
CAMP HILL, PA 17011
PART II - RULES 12B-25(B) AND (C)
If the subject report could not be filed without unreasonable effort or expense
and the registrant seeks relief pursuant to Rule 12b-25b, the following should
be completed.
X (a) The reasons described in reasonable detail in Part III of this form
could not be eliminated without unreasonable effort or expense;
X (b) The subject annual report, or semi-annual report, transition report
on Form 10-K, Form 20-F, Form 11-K, Form N-SAR, or portion thereof,
will be filed on or before the fifteenth calendar day following the
prescribed due date; or the subject quarterly report or transition
report on Form 10-Q, or portion thereof, will be filed on or before
the fifth calendar day following the prescribed due date; and
X (c) The accountant s statement or other exhibit required by Rule 12b-
25(c) has been attached if applicable.
PART III - NARRATIVE
State below in reasonable detail the reasons why the Form 10-K, 11-K, 10-Q, N-
SAR, or the transition report or portion thereof, could not be filed within the
prescribed time period. (Attach Extra Sheets if Needed).
The Company will be unable to file its Form 10-Q for the quarter ended Septem-
ber 30, 1998 as a result of the time required to modify the Company s financial
statements to reflect a liquidation basis of accounting following the adoption
of a Plan of Liquidation and Dissolution by the Company s shareholders on March
24, 1998, as well as the additional time needed to finalize certain disclosures
concerning Year 2000 compliance. Completion of the Form 10-Q by the original
due date has been further restricted by the reduction in the number of Company
employees to six as of November 16, 1998.
PART IV - OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification:
R. FREDRIC ZULLINGER
(717) 730-6306
(2) Have all other periodic reports required under Section 13 or 15(d) of the
Securities Exchange Act of 1934 or Section 30 of the Investment Company
Act of 1940 during the preceding 12 months (or for such shorter period
that the registrant was required to file such reports) been filed? If
answer is no, identify report(s).
X Yes No
(3) Is it anticipated that any significant change in results of operations
from the corresponding period for the last fiscal year will be reflected
by the earnings statements to be included in the subject report or por-
tion thereof?
X Yes No
In the first nine months of 1998, the Company reported a loss from
continuing operations of $256,000 and a loss from discontinued operations
of $950,000, resulting in a reported net loss of $1.2 million. The
Company adopted a liquidation basis of accounting effective March 24,
1998, and, accordingly, its results of operations for the period
subsequent to March 24 will be presented as part of the Company s
Consolidated Statement of Changes in Net Assets. The Company expects to
report an excess of operating income over operating expenses for the
period from March 25, 1998 to September 30, 1998 of approximately
$77,000. The improvement results from the elimination of the losses
which were being incurred in the credit insurance business prior to its
sale and from further reductions of overhead expenses.
CONSUMERS FINANCIAL CORPORATION
has caused this notification to be signed on its behalf by the undersigned
hereunto duly authorized.
Date: November 16, 1998 By: /S/ R. Fredric Zullinger
R. Fredric Zullinger
Sr. VP and CFO
