SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
AMENDMENT #12
CONSUMERS FINANCIAL CORPORATION
(Name of Issuer)
Common Stock
(Title of Class of Securities)
210520 10 2
(CUSIP number)
Check the following box if a fee is being paid with this statement. _____ (A
fee is not required only if the filing person: (1) has a previous statement
on file reporting beneficial ownership of more than five percent of the class
of securities described in Item 1; and (2) has filed no amendment subsequent
thereto reporting beneficial ownership of five percent or less of such class.)
(See Rule 13d-7.)
1. Names of Reporting Persons, SS or IRS ID Nos. of Above Persons
Consumers Financial Corporation and Subsidiaries
Employee Stock Ownership Plan
ID# 23-1666392
2. Check the Appropriate Box if a member of a Group
(a)
(b) x
3. SEC Use Only
4. Citizenship or Place of Organization - PENNSYLVANIA
Number of shares 5. Sole Voting Power - NONE
Beneficially Owned 6. Shared Voting Power - NONE
by Each Reporting 7. Sole Dispositive Power - 240,607 shares
Person With: 8. Shared Dispositive Power - NONE
9. Aggregate Amount Beneficially Owned by Each Reporting Person
240,607 shares
10. Check if the Aggregate Amount in Row 9 Excludes Certain Shares N/A
11. Percent of Class Represented by Amount in Row 9 - 8.0%
12. Type of Reporting Person - EP
SCHEDULE 13G
Item 1(a). Name of Issuer:
CONSUMERS FINANCIAL CORPORATION
Item 1(b). Address of Issuer's Principal Executive Offices:
1200 Camp Hill By-Pass
P. O. Box 26
Camp Hill, PA 17001-0026
Item 2(a). Name of Person Filing:
Consumers Financial Corporation and Subsidiaries
Employee Stock Ownership Plan
Item 2(b). Address of Principal Business Office or, if none, Residence:
1200 Camp Hill By-Pass
P. O. Box 26
Camp Hill, PA 17001-0026
Item 2(c). Citizenship:
A Trust organized under the laws of the
Commonwealth of Pennsylvania
Item 2(d). Title of Class of Securities:
Common Stock
Item 2(e). CUSIP Number: 210520 10 2
Item 3. If this Statement is filed pursuant to Rules 13d-1(b), or 13-2(b),
check whether the person filing is a:
_____(a) Broker or Dealer registered under Section 15 of the Act
_____(b) Bank as defined in section 3(a)(6) of the Act
_____(c) Insurance Company as defined in section 3(a) (19) of the Act
_____(d) Investment Company registered under section 8 of the
Investment Company Act.
_____(e) Investment Advisor registered under section 203 of the
Investment Advisers Act of 1940
X (f) Employee Benefit Plan, Pension Fund which is subject to
the provisions of the Employee Retirement Income
Security Act of 1974 or Endowment Fund; see sub-section
240.13d-1(b) (1)(ii)(F)
_____(g) Parent Holding Company, in accordance with sub-
section 240.13d-1(b)(ii)(G) (Note: See Item 7)
_____(h) Group, in accordance with sub-section 240.13d-1(b)(ii)(H)
Item 4. Ownership as of December 31, 1997:
(a) Amount Beneficially Owned: 240,607
(b) Percent of Class: 8.0%
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote - NONE
(ii) shared power to vote or to direct the vote - NONE
(iii) sole power to dispose or to direct the disposition of -
240,607
(iv) shared power to dispose or to direct the disposition of - NONE
Item 5. Ownership of Five Percent or Less of a Class
If this statement is being filed to report the fact that as of the date hereof
the reporting person has ceased to be the beneficial owner of more than five
percent of the class of securities, check the following.
NOT APPLICABLE
Item 6. Ownership of More than Five Percent on Behalf of Another Person
No person is known to have the right to receive or the
power to direct the receipt of dividends from, or the
proceeds from the sale of, these securities.
Item 7. Identification and Classification of the Subsidiary Which Acquired
the Security Being Reported on By the Parent Holding Company.
NOT APPLICABLE
Item 8. Identification and Classification of Members of the Group
This Schedule is not being filed on behalf of a group.
Item 9. Notice of Dissolution of Group
NOT APPLICABLE
Item 10. Certification
By signing below I certify that, to the best of my knowledge and belief, the
securities referred to above were acquired in the ordinary course of business
and were not acquired for the purpose of and do not have the effect of changing
or influencing the control of the issuer of such securities and were not
acquired in connection with or as a participant in any transaction having such
purposes or effect.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
February 26, 1998
Date
CONSUMERS FINANCIAL CORPORATION AND
SUBSIDIARIES EMPLOYEE STOCK OWNERSHIP PLAN
By /S/James C. Robertson, Trustee
Name/Title
By /S/William J. Walsh, Jr., Trustee
Name/Title
By /S/R. Fredric Zullinger, Trustee
Name/Title
