SECURITIES AND EXCHANGE COMMISSIONS
Washington, DC 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 7)
SANTA FE FINANCIAL CORPORATION
Name of Issuer
Common Stock, Par Value $0.10 Per Share
Title of Class of Securities
802014-10-0
CUSIP Number
Mr. Howard A. Jaffe
Chief Operating Officer
The Intergroup Corporation
2121 Avenue of the Stars, Suite 2020
Los Angeles, California 90067
(310) 556-1999
_________________________________________
Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications
March 27, 1995
Date of Event which Requires Filing of this Statement
If the filing person has previously filed a statement on Schedule
13G to report the acquisition which is the subject of this
Schedule 13D, and is filing this schedule because of Rule 13d-
1(b) (3) or (4), check the following box. [ ]
Check the following box if a fee is being paid with this
statement. [ ]
<PAGE>
CUSIP No. 802014-10-0
1. Name of Reporting Person Tax Identification Number
The Intergroup Corporation 13-3293645
2. Check the Appropriate Box if a Member of a Group
a. b.
3. SEC Use Only
4. Source of Funds
5. Check if Disclosure of Legal Proceedings is Required
pursuant to Items 2(d) or 2 ______
6. Citizenship or Place of Organization
Delaware
Number of 7. Sole Voting Power
Shares 211,450
Beneficially __________________________________________________
Owned by 8. Shared Voting Power
Each
Reporting __________________________________________________
Person 9. Sole Dispositive Power
With 211,450
__________________________________________________
10. Shared Dispositive Power
11. Aggregate Amount Beneficially Owned By Each Reporting Person
211,450 Shares of Common Stock
12. Check if the Aggregate Amount in Row 11 Excludes Certain
Shares _________
13. Percent of Class Represented by Amount in Row 11
33.1%
14. Type of Reporting Person
CO
<PAGE>
AMENDMENT NO. 7 TO SCHEDULE 13D
OF THE INTERGROUP CORPORATION
REGARDING OWNERSHIP OF COMMON STOCK OF
SANTA FE FINANCIAL CORPORATION
This Amendment No. 7 to Schedule 13D is being filed by
The Intergroup Corporation ("Intergroup") to update information
previously furnished.
The following Item of this Schedule 13D is amended.
Item 4. Purpose of Transaction.
(d) The Board of Directors of the Company have
nominated two directors of Intergroup to serve as directors of
the Company for election at the upcoming Annual Meeting of
Shareholders of the Company, presently scheduled to be held in
May 1996. If elected, the two directors would constitute a
majority of the Board (which presently consists of three
directors) and, therefore, transfer control of the Company to
Intergroup.
Intergroup believes that the two directors would
vote to have the Board review the performance of management and
make any management changes deemed appropriate.
<PAGE>
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.
Dated: March 28, 1996
THE INTERGROUP CORPORATION
By: /s/Howard A. Jaffe
Howard A. Jaffe
Corporate Secretary
