MOTOR CLUB OF AMERICA
10-Q, 2000-05-18
FIRE, MARINE & CASUALTY INSURANCE
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               SECURITIES AND EXCHANGE COMMISSION
                     Washington, D.C. 20549

                           FORM 10-Q

           QUARTERLY REPORT UNDER SECTION 13 OR 15(d)
             OF THE SECURITIES EXCHANGE ACT OF 1934



For Quarter Ended                          Commission File No.
- -----------------                          -------------------
March 31, 2000                                       0-671


                    MOTOR CLUB OF AMERICA
     ------------------------------------------------------
     (Exact name of registrant as specified in its charter)


        New Jersey                                22-0747730
 ------------------------                     -------------------
 (State of Incorporation)                       (I.R.S. Employer
                                              Identification No.)

95 Route 17 South, Paramus, New Jersey                   07653
- ---------------------------------------                --------
(Address of principal executive offices)               Zip Code


Registrant's telephone number, including area code (201) 291-2000

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    .


2,124,387 shares of Common Stock were outstanding as of May 12,
2000



                      MOTOR CLUB OF AMERICA
                            FORM 10-Q
                           MARCH 31, 2000

          PART I                                   PAGE
          -------

ITEM 1.   FINANCIAL STATEMENTS
ITEM 2.   MANAGEMENT'S DISCUSSION AND ANALYSIS
          OF FINANCIAL CONDITION AND
          RESULTS OF OPERATIONS

          PART II
          --------

ITEM 6.   EXHIBITS AND REPORTS ON FORM 8-K

<TABLE>
<CAPTION>

                         PART I
                     FINANCIAL INFORMATION

Item 1.  Financial Statements
- -----------------------------

                     MOTOR CLUB OF AMERICA
                        AND SUBSIDIARIES


             CONDENSED CONSOLIDATED BALANCE SHEETS
                          (Unaudited)

<S>                                 <C>               <C>

                                      March 31,        December 31,
                                        2000              1999
                                     ------------      ------------
     ASSETS

Investments                         $102,725,472      $ 86,981,849
Cash and cash equivalents                626,329           443,733
Premiums receivable                   31,875,275        27,132,246
Reinsurance recoverable on
 paid & unpaid losses and
 loss expenses                        31,383,960        21,163,574
Notes and accounts receivable            341,950           212,598
Deferred policy acquisition costs     11,403,243        10,560,763
Fixed assets - at cost, less
 accumulated depreciation              2,400,933         1,858,621
Prepaid reinsurance premiums           5,166,112         1,485,450
Federal income tax recoverable            -                 54,026
Deferred tax asset                     4,282,388         4,128,766
Goodwill, less accumulated
 amortization                          1,724,674         1,745,848
Other assets                           1,806,209         1,470,744
                                    ------------      ------------
    Total Assets                    $193,736,545      $157,238,218
                                    ============      ============
</TABLE>
<TABLE>
<CAPTION>
<S>                                 <C>               <C>

     LIABILITIES AND SHAREHOLDERS' EQUITY

Liabilities:
Losses and loss expenses            $ 84,300,299      $ 70,983,383
Unearned premiums                     47,875,857        38,698,028
Other liabilities                     11,918,281         9,997,359
Convertible subordinated debentures   10,000,000        10,000,000
Notes payable                         11,500,000            -
Federal income taxes payable             374,571            -
                                     ------------      ------------

   Total Liabilities                 165,969,008       129,678,770
                                    ------------      ------------
Shareholders' Equity:
Common stock, par value $.50 per share:
 (Authorized - 10,000,000 shares;
 issued and outstanding - 2,124,387
 (2000 and 1999)                       1,062,194         1,062,194
Paid in additional capital             2,066,089         2,066,089
Accumulated other comprehensive loss  (5,077,938)       (5,036,515)
Retained earnings                     29,717,192        29,467,680
                                    ------------      ------------
     Total Shareholders' Equity       27,767,537        27,559,448
                                    ------------      ------------
     Total Liabilities and
       Shareholders' Equity         $193,736,545      $157,238,218
                                    ============      ============
</TABLE>

            (Financial statements should be read in
             conjunction with the accompanying notes)

<TABLE>
<CAPTION>

                          MOTOR CLUB OF AMERICA
                             AND SUBSIDIARIES


             CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

                               (Unaudited)
<S>                               <C>                 <C>

                                  For the Three Months Ended
                               ----------------------------------
                               March 31, 2000      March 31, 1999
                               --------------      --------------

  Revenues:

Insurance premiums (net of
 premiums ceded totaling
 $2,350,518 (2000) and
 $1,818,897 (1999))             $18,259,427         $13,084,199
Net investment income             1,399,286           1,192,532
Other revenues                       39,719              38,042
                                -----------         -----------
     Total revenues              19,698,432          14,314,773
                                -----------         -----------

  Losses and Expenses:

Insurance losses and
 loss expenses incurred
 (net of reinsurance recoveries
 totaling $2,684,701 (2000) and
 $883,621 (1999))                12,482,005           8,882,943
Amortization of deferred policy
 acquisition costs                5,195,884           3,832,123
Other operating expenses          1,398,042             338,639
Interest expense                    323,607              52,969

Amortization of goodwill             21,174               -
                                -----------         -----------
     Total losses and expenses   19,420,712          13,106,674
                                -----------         -----------
Income before Federal
 income taxes                       277,720           1,208,099
Provision for Federal income taxes   28,208             222,478
                                -----------         -----------
Net income                      $   249,512         $   985,621

Net Income per common share:
Basic                                  $.12                $.47
                                       ====                ====
Diluted                                $.12                $.46
                                       ====                ====
Weighted average common and potential common shares outstanding:

Basic                             2,124,387           2,116,429
                                  =========           =========
Diluted                           2,124,387           2,127,745
                                  =========           =========
</TABLE>

                 (Financial statements should be read in
                  conjunction with the accompanying notes)

<TABLE>
<CAPTION>

                        MOTOR CLUB OF AMERICA
                           AND SUBSIDIARIES


           CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

                             (Unaudited)
<S>                         <C>        <C>   <C>         <C>

                                For the Three Months Ended
                            --------------------------------
                            March 31, 2000    March 31, 1999
                            --------------    --------------

Operating activities:
Net income                  $   249,512       $   985,621
Adjustments to reconcile
  net income to net cash
  provided by operating
  activities:
  Depreciation and net
   amortization                 183,569           159,723
Changes in:
  Deferred policy
    acquisition costs            48,148           252,518
  Premiums receivable           103,649          (103,652)
  Notes and accounts
    receivable                 (129,352)          (39,446)
  Other assets                 (103,451)         (118,210)
  Losses and loss expenses      571,802         2,122,477
  Unearned premiums          (1,332,501)         (750,656)
  Federal income tax -
   current                       10,655            28,269
  Federal income tax -
   deferred                      17,555           194,408
  Other liabilities          (1,743,688)       (1,779,225)
  Reinsurance recoverable on
    paid and unpaid losses    2,524,726          (167,953)
                            -----------       -----------
  Prepaid reinsurance
   premiums                     683,468            96,700
Net cash provided by
  operating activities                 $ 1,084,092        $880,574
Investing activities:
  Investments purchased     (27,922,133)      (32,510,702)
  Fixed assets purchased       (581,917)         (179,043)
  Acquisition of Mountain
   Valley, net of cash
   acquire                   (4,072,162)           -
  Proceeds from sales and
   maturities of investments 20,174,716        32,569,108
                            -----------       -----------
Net cash used in
  investing activities                 (12,401,496)       (120,637)

Financing activities:
  Proceeds from Notes
   Payable                   11,500,000            -
                            -----------       -----------
  Net cash provided by
   financing activities                 11,500,000          -
                                       -----------        --------
Net increase in cash and
  cash equivalents                         182,596         759,937
Cash and cash equivalents at
  beginning of period                      443,733       2,773,427
                                       -----------      ----------
Cash and cash equivalents at
  end of period                        $   626,329      $3,533,364
                                       ===========      ==========

Supplemental Disclosures of Cash Flow Information
- --------------------------------------------------
Interest paid                         $    213,344      $   53,295
                                      ============      ==========
Federal income taxes paid             $      -          $    -
                                      ============      ==========
</TABLE>

Non Cash Investing Activities:
- ------------------------------
Invested assets and shareholders' equity decreased by $41,423 and
$753,158 in 2000 and 1999, respectively, as a result of changes
in market value, net of taxes, pertaining to the Registrant's
application of SFAS No. 115 - Accounting for Certain Investments
                              ----------------------------------
in Debt and Equity Securities.
- ------------------------------

             (Financial statements should be read in
              conjunction with the accompanying notes)

<TABLE>
<CAPTION>
                        MOTOR CLUB OF AMERICA
                           AND SUBSIDIARIES

           CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

                             (Unaudited)

<S>                                    <C>               <C>

                                    For the Three Months Ended
                                  -------------------------------
                                  March 31, 2000   March 31, 1999
                                  --------------   --------------
Net income                             $249,512          $985,621
Other comprehensive income:
  Unrealized losses on securities:
   Unrealized holding losses
    during the period (net of taxes
    of $33,217 and $387,990)            (41,423)         (753,158)
                                       --------          --------
Other comprehensive income              (41,423)         (753,158)
                                       --------          --------
Comprehensive income                   $208,089          $232,463
                                       ========          ========
</TABLE>



             (Financial statements should be read in
              conjunction with the accompanying notes)


                      MOTOR CLUB OF AMERICA
                        AND SUBSIDIARIES
      NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS


1.  Basis of Preparation and Presentation
    -------------------------------------

     The accompanying  condensed  consolidated   financial
statements  of  Motor Club of America (the "Registrant")  include
its accounts and those of its subsidiary companies, Motor Club of
America  Insurance  Company ("Motor Club"),  Preserver  Insurance
Company  ("Preserver"),  North  East  Insurance  Company  ("North
East"), American Colonial Insurance Company ("American Colonial")
and   Mountain  Valley  Indemnity  Company  ("Mountain   Valley")
(collectively referred to as the "Insurance Companies"), and,  in
the  opinion of management, contain all adjustments necessary  to
present  fairly the Registrant's consolidated financial position,
results  of  operations  and  cash  flows,  in  accordance   with
generally accepted accounting principles.

     These statements should be read in conjunction with the
Summary  of  Significant  Accounting  Policies  and  other  notes
included in the Notes to Financial Statements in the Registrant's
1999 Annual Report on Form 10-K.

 2.  Per Share Data
     --------------

     Basic  earnings  per  share  are  computed  based  upon  the
weighted average number of common shares outstanding during  each
year.   Diluted  earnings per share are computed based  upon  the
weighted  average  number of common shares outstanding  including
outstanding    stock   options   and   convertible   subordinated
debentures.

3.  Federal Income Taxes
    ---------------------

     The  Registrant  and  its subsidiaries file  a  consolidated
Federal  income  tax  return.  In the three month  periods  ended
March  31, 2000 and 1999,  the provision for Federal income taxes
resulted  in  effective  tax rates different  from  the  expected
statutory  Federal income tax rates, principally as a  result  of
(i)  certain adjustments, principally those enacted under the Tax
Reform  Act  of  1986;  (ii) utilization of  Net  Operating  Loss
("NOL")  carryforwards; and (iii) the recognition as  a  deferred
tax  asset  of  certain tax credit carryforwards for  alternative
minimum  tax  purposes.  The Registrant has NOL carryforwards  of
$8,781,434  remaining, which expire beginning in 2009.   The  NOL
carryforward  includes  $6,677,904 attributable  to  North  East,
which expire in 2015; under the prevailing  tax  laws,  these
losses must be offset against taxable income of North East only,
are not available  to offset taxable income of other operations
and are subject to an annual limitation of $587,000.

     The Company believes it is more likely than not that it will
generate future taxable income to realize the benefits of the net
deferred  tax  asset,  including those net  deferred  tax  assets
attributable to North East only.

4.   Acquisition of Mountain Valley Indemnity Company
     ------------------------------------------------

     On March 1, 2000, the Registrant completed its acquisition of
Mountain  Valley,  formerly  known as White  Mountains  Insurance
Company, from Unitrin Inc. for $7.5 million  in cash.

     Mountain Valley, formed in 1995, presently writes small  and
medium sized commercial lines business in New York and all of New
England  except Connecticut.  Statutory surplus at  December  31,
1999 was $7.3 million.

     Under the terms of the purchase, Mountain Valley will  run-
off its present 100% intercompany quota  share  reinsurance
agreement for losses occurring prior to closing and certain other
losses; thus at closing there were no net loss and loss expense
reserves  for claims occurring prior to closing, including  those
which develop subsequently.

     Mountain  Valley assumed the unearned premium at closing
(subject to certain adjustments).

     The  acquisition has been recorded using the purchase method
of  accounting and based on the fair value of net assets acquired
at  March 1, the Registrant estimates that no goodwill exists  at
that date.

     The  Registrant  recorded $268,000 of acquisition  related
expenses, net of taxes, in its results of operations for the three
months  ended  March  31,  2000.  Please  refer  to  Note  5
("Related Party Transactions") for additional information on the
financing of this acquisition.

5.   Related Party Transactions
     --------------------------

      In  connection with the acquisition of Mountain Valley, the
Registrant  extended unsecured debt financing  ("Notes")  in  the
amount  of  $11.5 million to finance the transaction and  provide
additional working capital.

      The  Notes  were  purchased by three  of  the  Registrant's
directors  ("Ownership Group"). This debt matures in  two  years.
The  Notes  bear interest at a rate of 10.605%, which is  payable
quarterly  commencing  May 28, 2000.    The  Registrant  will  be
pursuing  longer-term  financing options  to  replace  this  debt
during  that period.  At the Registrant's election, if acceptable
financing is not identified during the two year period, the  debt
can  be  extended for up to five years utilizing successive  one-
year renewals, in exchange for an increased interest rate on  the
Notes.

     The  Ownership  Group owns 45.1% of the outstanding  common
stock  of the Registrant at March 31, 2000.  The Ownership  Group
also   purchased  $9,253,785  of  the  $10  million   Convertible
Subordinated  Debentures ("Debentures") issued on  September  23,
1999.  Based on the Registrant's common shares outstanding as  of
March 31, 2000, the Ownership Group could increase its collective
percentage  stock  ownership  to 56.1%,  if  the  Debentures  are
converted into the Registrant's common stock.

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

Overview of Business Operations
- -------------------------------

     The Registrant owns and operates five regionally focused
property and casualty insurance companies, including companies that
specialize in small and mid-sized commercial insurance through the
Preserver Insurance Group.

     The Preserver Insurance Group consists of Preserver, which
writes small commercial and homeowners insurance in New Jersey,
and Mountain Valley, which writes small and mid-sized commercial
insurance in New England and New York. The Preserver Insurance
Group is rated B++ (Very Good) by A.M. Best Company ("Best").
American Colonial plans to commence operations in New York in the
second quarter 2000, writing commercial lines in tandem with
Mountain Valley.

     Motor Club writes personal automobile insurance ("PPA") in New
Jersey and is rated B+ (Very Good) by Best. North East writes
personal automobile and small commercial lines insurance in the
State of Maine and is rated B (Fair) by Best.

     The Registrant is pursuing a strategy to: (1) increase  its
identification as a provider of small commercial lines  insurance
and  has continued to expand its product line in support of  this
objective;  and (2) expand and diversify its insurance operations
outside  the  State of New Jersey. The Registrant  believes  that
both  of these objectives can be attained through the acquisition
of other insurance companies which present opportunities to write
these product lines in different geographic areas. The Registrant
expects to continue to follow this strategy.

     Please refer to Note 4 for information on the acquisition of
Mountain  Valley, which was acquired on March 1, 2000.  North East
was acquired in September 1999.   The Registrant believes that
these acquisitions fully establish it as a regional commercial
lines company in the New England and Mid-Atlantic regions.

      The Registrant  anticipates continued reductions in its
operating expenses, namely through the implementation of
operating efficiencies which should reduce other overhead
expenditures.

     Historically, the Insurance Companies' results of operations
have  been  influenced  by  factors affecting  the  property  and
casualty  insurance industry in general and the  New  Jersey  PPA
market in particular.  The operating results of the U.S. property
and  casualty insurance industry have been subject to significant
variations  due  to competition, weather,  catastrophic  events,
regulation, general economic  conditions, judicial trends,
fluctuations in interest rates and other changes in the
investment environment.

Results of Operations
- ---------------------

     The  consolidated results of operations include,  using  the
purchase method of accounting, the results of operations of  North
East  for  the  three months ended March 31,  2000  and  Mountain
Valley  from March 1, 2000, the date of acquisition.  North East
and Mountain Valley  are collectively referred to as the "Acquired
Companies".

     The  table  below details the results of operations for the
Acquired  Companies as included in the condensed consolidated
statement of opertions for the three months ended March 31, 2000:
<TABLE>
<CAPTION>

<S>                          <C>            <C>          <C>
                                                          Total
                                North        Mountain   Acquired
                                East          Valley    Companies
                             ----------     ----------  ----------
Insurance  premiums          $4,329,213     $1,430,946   $5,760,159
Net  investment income          234,265         35,877      270,142
                             ----------     ----------  -----------
Total  revenues               4,563,478      1,466,823    6,030,301
                             ----------     ----------  -----------
Losses and loss adjustment
   expenses incurred          3,370,606        995,112    4,365,718
Amortization of deferred policy
  acquisition costs and
   other operating expenses   1,385,412        493,116    1,878,528
                             ----------      ---------  -----------
Total losses and expenses     4,756,018      1,488,228    6,244,246
                             ----------     ----------  -----------
Loss before Federal
  income taxes                 (192,540)       (21,405)    (213,945)

Benefit for federal income
  taxes                          65,464         26,164       91,628
                            -----------     ----------  -----------
Net  income (loss)          ($  127,076)    $    4,759  ($ 122,317)
                            ===========     ==========  ==========
Loss ratio                         77.9%          69.5%      75.8%
Expense ratio                      32.0%          34.5%      32.6%
                                  -----          -----      -----
Combined ratio                    109.9%         104.0%     108.4%
                                  =====          =====      =====
</TABLE>

     In  addition, the Registrant incurred $268,000, net of tax,
in expenses related  to the acquisition of Mountain Valley.  For
purposes of the following discussion, the North East and Mountain
Valley results and the non-recurring acquisition expenses  are
excluded  in order to afford  comparability.   The North  East
results are discussed separately below; the  Mountain Valley
results  are not meaningful as of March 31  and  are  not discussed
further.

     Absent  these items, net income decreased $346,000 or  $0.17
basic and $0.16 diluted net income per share for the three months
ended March 31, 2000 as compared to the same period in 1999.  The
decline in earnings was primarily due to interest expense related
to  the  Notes  and  Debentures issued  in  connection  with  the
Acquired  Companies of approximately $245,000, net  of  tax,  and
lower  earnings from the PPA operations as a result of the  AICRA
rate rollback.

     The combined ratio for the three months ended March 31, 2000
was 99.8% compared to 100.2% for the same period in 1999.

     The reduction in earnings was offset by higher earnings from
Preserver,  which  had very strong results in the  first  quarter
2000,  with  pre-tax profit increasing almost 9%  over  the  same
period in 1999, due to a lower combined ratio and higher revenue.

Revenues
- --------

INSURANCE PREMIUMS

     Insurance  premiums declined $585,000 or  5%  in  the  three
months ended March 31, 2000 compared to the same period in  1999.
Continuing  decreases in Motor Club PPA premium  were  offset  by
increases in Commercial Lines business written by Preserver.

     The   following  table  details  the  changes  in  insurance
premiums  and  underlying in force policy counts  for  the  three
months  ended  March 31, 2000 as compared to the same  period  in
1999:
<TABLE>
<CAPTION>
<S>                    <C>           <C>       <C>      <C>

                            Change in            Change in
                        Net                    Policy
Class  of Business    Premium     Percent     Count  Percent
- ------------------    --------    -------     ------ -------
Private  Passenger
 Automobile          ($954,000)     (10%)       36      0%
Commercial  Lines      360,000       18%       501      9%
Personal  Property       9,000        5%      (222)    (2%)
                     ---------     ----       ----     --
Total                ($585,000)    (  5%)      315      1%
                     =========     ====       ====     ==
</TABLE>

NET INVESTMENT INCOME

     Net  investment income decreased $63,000 or 5% for the three
months  ended  March 31, 2000 as compared to the same  period  in
1999.

     The  average  invested  assets for the  three  month  period
ended March 31, 2000 were $75,678,000 compared to $73,718,000 for
the  same  period  in 1999.  The investment portfolio  (including
short-term investments and excluding capital gains) yielded 5.97%
for  the  three months ended March 31, 2000 as compared to  6.47%
for the same period in 1999.

Losses and Expenses
- -------------------

LOSSES AND LOSS EXPENSES INCURRED

     Loss  and loss expenses incurred decreased $767,000  or  9%,
which produced the following loss ratios:

                          Three Months Ended
                      March 31, 2000    March 31, 1999
                      --------------    --------------
       Motor Club        69.3%              72.0%
       Preserver         54.8%              56.2%
                         ----               ----
       Total             64.9%              67.9%
                         ====               ====

     Preserver has continued to produce an excellent loss ratio in
the first quarter 2000, although its direct loss ratio was slightly
higher than in 1999.  Reinsurance recoveries in 2000 accounted
for the reduction in its loss ratio compared to 1999.  Motor
Club's PPA loss ratio was lower compared to 1999 despite the
effects of the AICRA rate rollback.  This is primarily due to
improved overall results in Personal Injury Protection ("PIP") (No
Fault) first party medical claims; this is so, particularly
compared to the third and fourth quarters of 1999.

     The Registrant does note that the initial results in PIP for
Accident Year 2000 have been consistent (i.e., higher) with those
experienced in Accident Year 1999 after the AICRA rate rollback
was implemented.  However, savings on losses in older Accident
Years have offset current accident year experience.

AMORTIZATION OF DEFERRED POLICY ACQUISITION COSTS AND OTHER
OPERATING EXPENSES

     Expenses increased $138,000 or 3% in the three months ended
March 31, 2000 as compared to the same period in 1999.  This
produced an expense ratio of 34.9% in 2000 as compared to 32.3%
in 1999.  The increase in the expense ratio is primarily due to
the continuing reductions in insurance premium resulting from the
AICRA rate rollback.  The increase in overall expenses in
primarily due to higher statutory assessments from Motor Club's PPA
operations.

     The Registrant remains committed to reducing overhead
expenses relative to premium volume.

North East
- ----------

     North East's  net loss of $127,000 is not unusual in the
first quarter of the calendar year, due to increased frequency
and severity of automobile claims directly resulting from winter
weather.  The loss ratio for the three months ended March 31, 2000
was 77.9% as compared to 83.0% in 1999.  However, North East's
net loss is significantly lower than its $474,000 loss in the three
months ended March 31, 1999.  This is primarily attributable to
significantly lower expenses, particularly reinsurance costs and
salaries.  As a result, the expense ratio in the 2000 first quarter
was 32.0% as compared to 46.4% in 1999.  An additional contributing
factor to the improved ratios is revenue growth of 39%, which in
part is affected by the aforementioned reductions in reinsurance
costs, combined with growth in all aspects of North East's
insurance products.

Financial Condition, Liquidity and Capital Resources
- ----------------------------------------------------

     The Registrant's book value increased to $13.07 per share at
March 31, 2000 from $12.97 per share at December 31, 1999.  The
sources of the net increase were net income of $250,000 or $0.12
described previously, offset by a decrease of $0.02 (net of
deferred taxes) in the market value of fixed maturity investments
accounted for as available-for-sale under SFAS No. 115.  Interest
rates have continued to move upward, causing unrealized losses
during this period in the Registrant's investment portfolio.
Because the Insurance Companies' investment portfolios are
composed completely of securities which  are generally highly
liquid and no default notices have been received on any of
those securities, there are no grounds to believe that the
unrealized losses incurred are other than temporary.  In
addition, the combination of the duration of the portfolio being
sufficiently short, combined with the highly liquid nature of
those securities and the Registrant's proclivity to hold bonds to
maturity, the par value of bonds should be fully realized at
maturity, resulting in those unrealized losses being temporary.
The net unrealized loss of fixed maturity investments, net of
applicable deferred taxes, and included in accumulated other
comprehensive loss in the condensed consolidated balance sheet as
of March 31, 2000 was $1,810,000 or $.85 per share.

     The Insurance Companies' need for liquidity arises primarily
from the obligation to pay claims.  The primary sources of
liquidity are premiums received, collections from reinsurers and
proceeds from investments.

     Reserving assumptions and payment patterns of the Insurance
Companies did not materially change from the prior year and there
were no unusually large retained losses resulting from claim
activity.  Unpaid losses are not discounted.

Operating and Investing Activities
- -----------------------------------

     Net cash provided by operating activities were $680,000 and
$881,000 in the three months ended March 31, 2000 and 1999,
respectively.  The increase in cash flow from operating
activities in the three months ended March 31, 2000 as compared
to 1999 reflects the positive results of Motor Club and
Preserver.

     Excluding the acquisition of Mountain Valley, net cash
utilized in investing activities was $2,475,000 in 2000 and
$121,000 in 1999 reflecting the investment of cash provided by
operating and financing activities.

Financing Activities
- --------------------

     The Registrant paid no dividend on its common stock in 2000
or 1999.

     The Registrant issued $11.5 million of Promissory Notes on
February 28, 2000 as described in Note 5 to Financial Statements
of this Form 10-Q.

     The Registrant has no other material outstanding capital
commitments which would require additional financing.

SAFE HARBOR STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION
- -------------------------------------------------------------
Reform Act of 1995

     This Report on Form 10-Q contains statements that are not
historical facts and are considered "forward-looking statements"
(as defined in the Private Securities Litigation Reform Act of
1995), including statements concerning the expected benefits of
the merger with North East and acquisition of Mountain Valley and
the expected future plans related thereto. These statements can
be identified by terms such as "believes", "expects", "may",
"will", "should", "anticipates", the negatives thereof, or by
discussions of strategy. Certain statements contained herein are
forward-looking statements that involve risks, uncertainties,
opinions and predictions, and no assurance can be given that the
future results will be achieved since events or results may
differ materially as a result of risks facing the Company. These
include, but are not limited to economic, market or regulatory
conditions as well as catastrophic events. Consummation of the
merger with North East and acquisition of Mountain Valley and
future benefits therefrom involve various risks and
uncertainties, including the risk of material adverse changes in
financial markets or the condition of the Company; risks
associated with the Company's entry into new markets; and state
regulatory and legislative actions which can affect the
profitability of certain lines of business and impede the
companies' ability to charge adequate rates. Accordingly, Motor
Club of America's premium growth and underwriting results has
been and will continue to be potentially materially affected by
those factors.

                             PART II

                       OTHER INFORMATION

Item 6.  EXHIBITS AND REPORTS ON FORM 8-K
- -------  --------------------------------
     a)  Exhibits

         None

     b)  Reports on Form 8-K

         None

                           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.


                                   MOTOR CLUB OF AMERICA




                                   s/Stephen A. Gilbert
                                   By: Stephen A. Gilbert
                                       President



                                   s/Patrick J. Haveron
                                   By: Patrick J. Haveron
                                       Executive Vice President -
                                       Chief Financial Officer
                                       and Chief Accounting Officer


Dated: May 18, 2000


<TABLE> <S> <C>

<ARTICLE> 7
<LEGEND>
These schedules contain summary financial information extracted from Motor Club
of America's Consolidated Balance Sheets for the period ended March 31, 2000 and
the Consolidated Statements of Operations for the three months ended and is
qualified in its entirety by reference to such financial statements.
</LEGEND>

<S>                             <C>
<PERIOD-TYPE>                   3-MOS
<FISCAL-YEAR-END>                          DEC-31-2000
<PERIOD-END>                               MAR-31-2000
<DEBT-HELD-FOR-SALE>                       102,484,362
<DEBT-CARRYING-VALUE>                                0
<DEBT-MARKET-VALUE>                                  0
<EQUITIES>                                      93,868
<MORTGAGE>                                     147,242
<REAL-ESTATE>                                        0
<TOTAL-INVEST>                             102,725,472
<CASH>                                         626,329
<RECOVER-REINSURE>                          31,383,960
<DEFERRED-ACQUISITION>                      11,403,243
<TOTAL-ASSETS>                             193,736,545
<POLICY-LOSSES>                             84,300,299
<UNEARNED-PREMIUMS>                         47,875,857
<POLICY-OTHER>                                       0
<POLICY-HOLDER-FUNDS>                                0
<NOTES-PAYABLE>                             11,500,000
                                0
                                          0
<COMMON>                                     1,062,194
<OTHER-SE>                                  26,705,343
<TOTAL-LIABILITY-AND-EQUITY>               193,736,545
                                  18,259,427
<INVESTMENT-INCOME>                          1,399,286
<INVESTMENT-GAINS>                                   0
<OTHER-INCOME>                                  39,719
<BENEFITS>                                  12,482,005
<UNDERWRITING-AMORTIZATION>                  5,195,884
<UNDERWRITING-OTHER>                         1,742,823
<INCOME-PRETAX>                                277,720
<INCOME-TAX>                                    28,208
<INCOME-CONTINUING>                            249,512
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                   249,512
<EPS-BASIC>                                        .12
<EPS-DILUTED>                                      .12
<RESERVE-OPEN>                              70,983,383
<PROVISION-CURRENT>                         19,237,070
<PROVISION-PRIOR>                          (4,070,364)
<PAYMENTS-CURRENT>                         (8,440,136)
<PAYMENTS-PRIOR>                            10,289,926
<RESERVE-CLOSE>                             84,300,299
<CUMULATIVE-DEFICIENCY>                    (4,070,364)


</TABLE>


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