NATIONAL RURAL UTILITIES COOPERATIVE FINANCE CORP /DC/
10-Q, 1996-01-16
MISCELLANEOUS BUSINESS CREDIT INSTITUTION
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<PAGE> 1

			       FORM 10-Q



			    UNITED STATES
		 SECURITIES AND EXCHANGE COMMISSION
		       Washington, D.C. 20549


	   QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
	       OF THE SECURITIES EXCHANGE ACT OF 1934
	   For the Quarterly Period Ended November 30, 1995

				  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 Number 1-7102


	NATIONAL RURAL UTILITIES COOPERATIVE FINANCE CORPORATION
	(Exact name of registrant as specified in its charter)
<TABLE>
<S>                                          <C>

	     DISTRICT OF COLUMBIA                   52-0891669     
	(State or other jurisdiction of         (I.R.S. Employer
	 incorporation or organization)          Identification No.)

</TABLE>

	    Woodland Park, 2201 Cooperative Way, Herndon, VA 22071-3025    
	(Address of principal executive offices)


    Registrant's telephone number, including the area code (703) 709-6700





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    



	

<PAGE> 2
<TABLE>
<CAPTION>
	NATIONAL RURAL UTILITIES COOPERATIVE FINANCE CORPORATION
		       COMBINED BALANCE SHEETS

		   (Dollar Amounts In Thousands)


			      A S S E T S


				      (Unaudited)
				   November 30, 1995   May 31, 1995  
<S>                                   <C>               <C>
Cash                                  $    16,284       $    26,309

Marketable Securities                      29,000            30,000

Debt Service Investments                   33,872            32,740

Loans To Members, net                   7,240,442         6,747,124

Receivables                                91,869            87,638

Fixed Assets, net                          36,505            36,807

Debt Service Reserve Funds                115,651           114,094

Other Assets                                7,464             6,077

	Total Assets                  $ 7,571,087       $ 7,080,789




The accompanying notes are an integral part of these combined financial 
statements.

</TABLE>
















<PAGE> 3
<TABLE>
<CAPTION>
	NATIONAL RURAL UTILITIES COOPERATIVE FINANCE CORPORATION
		       COMBINED BALANCE SHEETS

		   (Dollar Amounts In Thousands)

	L I A B I L I T I E S   A N D   M E M B E R S'   E Q U I T Y


				      (Unaudited)
				   November 30, 1995    May 31, 1995  
<S>                                   <C>                <C>     
Notes Payable, due within one year    $  2,201,620       $  1,812,570

Accounts Payable                            15,583             16,705

Accrued Interest Payable                    42,594             39,343

Long-Term Debt                           3,802,120          3,685,682

Other Liabilities                           20,044             21,553

Commitments, Guarantees and
   Contingencies

Members' Subordinated Certificates:
   Membership subscription
      certificates                         637,130            637,129
   Loan & guarantee certificates           603,975            597,586

   Total Members' Subordinated
	 Certificates                    1,241,105          1,234,715

Members' Equity                            248,021            270,221

    Total Members' Subordinated Certi-
      ficates & Members' Equity          1,489,126          1,504,936

Total Liabilities and Members'
   Equity                             $  7,571,087       $  7,080,789




The accompanying notes are an integral part of these combined financial 
statements.

</TABLE>






<PAGE> 4
<TABLE>
<CAPTION>
								UNAUDITED
	NATIONAL RURAL UTILITIES COOPERATIVE FINANCE CORPORATION
	COMBINED STATEMENTS OF INCOME, EXPENSES AND NET MARGINS

			(Dollar Amounts in Thousands)

	For the Quarters and Six Months Ended November 30, 1995 and 1994



				    Quarters Ended        Six Months Ended
				     November 30,            November 30,  
				   1995       1994         1995      1994   
<S>                             <C>         <C>          <C>       <C>
Operating Income-Interest on
   loans to members             $124,880    $104,513     $246,928  $202,498
Less-cost of funds allocated     106,408      84,941      209,577   163,428

	Gross operating margin    18,472      19,572       37,351    39,070

Expenses:
  General, administrative and
     loan processing               4,844       4,260        8,539     7,943
  Provision for loan and     
    guarantee losses               2,065       1,875        5,680     3,750

	Total expenses             6,909       6,135       14,219    11,693

	Operating margin          11,563      13,437       23,132    27,377

Nonoperating Income                  928       1,071        1,747     1,582

Net Margins                     $ 12,491    $ 14,508      $24,879   $28,959

The accompanying notes are an integral part of these combined financial 
statements.

</TABLE>

















 <PAGE> 5                                                                 
 <TABLE>                                                                                 (UNAUDITED)
 <CAPTION>         NATIONAL RURAL UTILITIES COOPERATIVE FINANCE CORPORATION
			COMBINED STATEMENTS OF CHANGES IN MEMBERS' EQUITY

				  (Dollar Amounts in Thousands)

		    For the Quarters Ended November 30, 1995 and 1994
														                                                            		         Patronage Capital
										                                                                                Allocated    
                                                              Educa-     Unal-       General
              						                             Member-      tional     located     Reserve
				                                  Total       ships        Fund       Margins      Fund       Other
  <S>                                <C>         <C>         <C>         <C>         <C>        <C>
Quarter Ended November 30, 1995
     Balance at August 31, 1995      $237,927    $  1,397    $    429    $ 14,677    $   346    $221,078
     Retirement of patronage capital   (2,402)          -           -           -          -      (2,402)
     Net Margins                       12,491           -           -      12,491          -          -   
     Other                                  5           5           -           -          -          -   
   Balance at November 30, 1995      $248,021    $  1,402    $    429    $ 27,168    $    346   $218,676 
												      
 Quarter Ended November 30, 1994
     Balance at August 31, 1994      $241,759    $  1,352    $    353    $ 16,740    $    318   $222,996
     Retirement of patronage capital        -           -           -           -           -          - 
     Net Margins                       14,508           -           -      14,508           -          - 
     Other                                513          14           -           -           -        499 
   Balance at November 30, 1994      $256,780    $  1,366    $    353    $ 31,248    $    318   $223,495


The accompanying notes are an integral part of these combined financial 
statements.


</TABLE>
<PAGE> 6
<TABLE>                                                    (UNAUDITED) 
<CAPTION>
	NATIONAL RURAL UTILITIES COOPERATIVE FINANCE CORPORATION
	   COMBINED STATEMENTS OF CHANGES IN MEMBERS' EQUITY

			(Dollar Amounts in Thousands)

	 For the Six Months Ended November 30, 1995 and 1994


										   Patronage  Capital
										       Allocated                                                                   Educa-     Unal-       General
					      Member-      tional     located     Reserve
				   Total       ships        Fund      Margins      Fund       Other
<S>                               <C>         <C>         <C>         <C>         <C>        <C>
Six Months Ended November 30, 1995
  Balance at May 31, 1995         $270,221    $  1,383    $    375    $  2,289    $    498   $265,676
  Retirement of patronage capital  (48,313)          -           -           -        (152)   (48,161)
  Net Margins                       24,879           -           -      24,879           -          -
  Other                              1,234          19          54           -           -      1,161
Balance at November 30, 1995      $248,021    $  1,402    $    429    $ 27,168    $    346   $218,676



Six Months Ended November 30, 1994
  Balance at May 31, 1994         $260,968    $  1,339    $    325    $  2,289    $    495   $256,520
  Retirement of patronage capital  (33,701)          -           -           -        (177)   (33,524)
  Net Margins                       28,959           -           -      28,959           -          -
  Other                                554          27          28           -           -        499
Balance at November 30, 1994      $256,780    $  1,366    $    353    $ 31,248    $    318   $223,495

The accompanying notes are an integral part of these combined financial statements.
</TABLE>



<PAGE> 7
<TABLE>
<CAPTION>                                  (UNAUDITED)
	NATIONAL RURAL UTILITIES COOPERATIVE FINANCE CORPORATION
		 COMBINED STATEMENTS OF CASH FLOWS

		  (Dollar Amounts In Thousands)

	For the Six Months Ended November 30, 1995 and 1994


							      1995          1994 
<S>                                                         <C>           <C>
Cash Flows From Operating Activities:
Accrual basis net margins                                   $ 24,879      $  28,959
Add (deduct):
  Provision for loan and guarantee losses                      5,680          3,750
  Depreciation                                                   629            768
  Amortization of deferred income                             (4,802)        (9,231)
  Amortization of bond issuance costs                            680            644
Add (deduct) changes in accrual accounts:
 Receivables                                                   2,915         (3,185)
 Accounts payable                                             (1,122)        (2,413)
 Accrued interest payable                                      3,251          4,192 
 Other                                                            76          6,801 

   Net cash flows provided by operating
       activities                                             32,186         30,285 

Cash Flows From Investing Activities:
 Advances made on loans                                   (1,918,757)    (1,815,312)
 Principal collected on loans                              1,419,759      1,427,327
 Investments in fixed assets                                    (327)          (202)

    Net cash flows used in investing activities             (499,325)      (388,187)

Cash Flows From Financing Activities:
  Notes payable, net                                         269,050        150,691
  Marketable Securities, Net                                   1,000        (10,000)
  Debt service                                                (1,132)        (2,014)
  Proceeds from issuance of Long-Term Debt                   348,346        271,762 
  Payments for retirement of Long-Term Debt                 (111,394)       (34,254)
  Proceeds from issuance of Members'
	Subordinated Certificates                             10,837         21,956
  Payments for retirement of Members' Subordinated
     Certificates                                            (13,441)        (3,207)
  Payments for retirement of patronage
    capital                                                  (46,152)       (34,804)

   Net cash flows provided by financing
      activities                                             457,114        360,130 

Net Cash Flows                                               (10,025)         2,228 
Beginning Cash and Cash Equivalents                           26,309         22,168 

Ending Cash and Cash Equivalents                          $   16,284     $   24,396 

Supplemental Disclosure of Cash Flow Information:
Cash paid during six months for
    Interest Expense                                      $  207,955     $  160,332

The accompanying notes are an integral part of these combined financial 
statements.

</TABLE>
<PAGE> 8



	NATIONAL RURAL UTILITIES COOPERATIVE FINANCE CORPORATION

		 Notes to Combined Financial Statements

1.      General Information

	National Rural Utilities Cooperative Finance Corporation ("CFC") is a 
	private, not-for-profit cooperative association which provides 
	supplemental financing and related  financial service programs for 
	the benefit of its members.  Membership is limited to certain 
	cooperatives, not-for-profit corporations, public bodies and related 
	service organizations, as defined in CFC's Bylaws.  CFC is exempt from 
	the payment of Federal income taxes under Section 501(c)(4) of the 
	Internal Revenue Code.

	CFC's 1,048 members as of November 30, 1995, included 902 rural 
	electric utility system members ("Utility Members"), virtually all of 
	which are consumer-owned cooperatives, 73 service members and 73 
	associate members.  The Utility Members included 837 distribution 
	systems and 65 generation and transmission systems operating in 46 
	states and U.S. territories.  At December 31, 1993, CFC's member 
	systems served approximately 12.4 million consumers, representing 
	service to an estimated 32.5 million ultimate users of electricity and 
	owned approximately $62.6 billion (before depreciation of $17.9 
	billion) in total utility plant.

	Rural Telephone Finance Cooperative ("RTFC") was incorporated as a 
	private cooperative association in the State of South Dakota in 
	September, 1987.  RTFC is a controlled affiliate of CFC and was 
	created for the purpose of providing, securing and arranging financing 
	for its rural telecommunication members and affiliates. RTFC's results 
	of operations and financial condition have been combined with those of 
	CFC in the accompanying financial statements.  As of November 30, 
	1995, RTFC had 404 members.  RTFC is a taxable entity under Subchapter 
	T of the Internal Revenue Code and accordingly takes tax deductions 
	for allocations of net margins to its patrons.

	Guaranty Funding Cooperative ("GFC") was incorporated as a private 
	cooperative association in the state of South Dakota in December 1991.  
	GFC is a controlled affiliate of CFC and was created for the purpose 
	of providing and servicing loans to its members to fund the financing 
	of loans guaranteed by the Rural Utilities Service ("RUS").  GFC's 
	results of operations and statements of financial condition have been 
	combined with those of CFC and RTFC in the accompanying financial 
	statements.Loans held by GFC were transferred to GFC by CFC and are 
	guaranteed by the RUS.  GFC had four members other than CFC at 
	November 30, 1995. GFC is a taxable entity under Subchapter T of the 
	Internal Revenue Code and accordingly takes deductions for allocations 
	of net margins to its patrons.
<PAGE> 9
In the opinion of management, the accompanying unaudited combined financial 
statements contain all adjustments (which consist only of normal recurring 
accruals) necessary to present fairly the combined financial position of CFC, 
RTFC and GFC as of November 30, 1995 and May 31, 1995, and the combined 
results of operations, cash flows and changes in members' equity for the 
quarters ended November 30, 1995 and 1994.

The Notes to Combined Financial Statements for the years ended May 31, 1995 
and 1994 should be read in conjunction with the accompanying financial 
statements. (See CFC's Form 10-K for the year ended May 31, 1995, filed on 
August 29, 1995).  Certain items on the May 31, 1995 Combined Balance Sheets 
have been reclassified to conform with the November 30, 1995 presentation.

In May 1993, the Financial Accounting Standards Board (the "FASB") released 
Statement No. 114 "Accounting by Creditors for Impairment of a Loan."  The 
statement requires that impaired loans be measured based on the present value 
of expected future cash flows discounted at the loan's effective interest 
rate, observable market value or, in the case of collateral dependent loans, 
the fair value of the collateral. In October 1994, the FASB released Statement 
No. 118, "Accounting by Creditors for Impairment of a Loan-Income Recognition 
and Disclosures".  The statement amends FASB Statement No. 114 by eliminating 
the interest income recognition provisions and changing the disclosure 
requirements.  Both statements are required to be implemented in fiscal years 
beginning after December 15, 1994 and will apply to loans that are, or become 
impaired, based on the provisions of FASB Statement No. 114, or that have 
certain restructuring agreements executed on, or after the implementation 
date.  CFC has implemented these statements.

Principles of Combination

The accompanying financial statements include the combined accounts of CFC, 
RTFC and GFC, after elimination of all material intercompany accounts and 
transactions.  CFC has a $1,000 membership interest in RTFC and GFC.  CFC 
exercises control over RTFC and GFC through majority representation on their 
Boards of Directors.  CFC manages the affairs of RTFC through a long-term 
management agreement.  CFC services the loans for GFC for which it collects a 
servicing fee.  As of November 30, 1995, CFC had committed to lend RTFC up to 
$2,400.0 million to fund loans to its members and their affiliates.  

RTFC had outstanding loans and unadvanced loan commitments totaling $1,323.3 
million and $1,215.1 million as of November 30, 1995 and May 31, 1995, 
respectively.  RTFC's net margins are allocated to RTFC's borrowers.  Summary 
financial information relating to RTFC is presented below:
<PAGE> 10
<TABLE>
<CAPTION>                       At November 30,      At May 31,
(Dollar Amounts In Thousands)             1995               1995    
<S>                             <C>                   <C>
  Outstanding loans to members
    and their affiliates        $  968,897            $883,463
  Total assets                   1,088,521             985,381
  Notes payable to CFC             968,897             883,463
  Total liabilities                987,500             892,717
  Members' Equity and
     Subordinated Certificates     101,021              92,664
    </TABLE


</TABLE>
<TABLE>
    <CAPTION>
			 For the Six Months Ended November 30,
(Dollar Amounts In Thousands)        1995               1994
   <S>                          <C>                   <C>
   Operating income             $   31,842            $ 23,839
   Net margins                       1,380                 993
</TABLE>


Summary financial information relating to GFC is presented below:
<TABLE>
<CAPTION>                     At November 30,    At May 31,
(Dollar Amounts In Thousands)       1995              1995    
<S>                             <C>                  <C>
 Outstanding loans to members   $  414,873           $421,665
 Total assets                      432,254            442,878
 Notes payable to CFC              418,914            427,875
 Total liabilities                 431,107            440,410
 Members' Equity                     1,147              2,468
</TABLE>
    <TABLE>
<CAPTION>
			 For the Six Months Ended November 30,
(Dollar Amounts In Thousands)        1995                1994  
 <S>                            <C>                  <C>
 Operating income               $   14,637           $ 11,498
 Net margins                         1,081                832
     </TABLE>



	


Unless stated otherwise, references to CFC relate to CFC, RTFC and GFC on a 
combined basis.

2. Debt Service Account

	A provision of the 1972 Indenture between CFC and Chemical Bank as 
	trustee ("1972 Indenture") requires monthly deposits into a debt 
	service account held by the trustee, generally in amounts equal to 
	one-twelfth of the total annual interest
<PAGE> 11
	payments, annual sinking fund payments and the principal amount 
	of bonds maturing within one year.  These deposits may be invested 
	in permitted investments, as defined in the indenture (generally bank 
	certificates of deposit and prime rated commercial paper).

	On February 15, 1994, CFC completed a new Collateral Trust Bond 
	Indenture ("1994 Indenture") with First Bank National Association as 
	trustee.  This indenture does not require the maintenance of a debt 
	service account.  All future Collateral Trust Bonds will be issued 
	under the 1994 Indenture. 

3.  Loans Pledged as Collateral to Secure Collateral Trust Bonds

	As of November 30, 1995 and May 31, 1995, mortgage notes representing 
	approximately $944.3 million and $789.9 million, respectively, related 
	to outstanding long-term loans to members, were pledged as collateral 
	to secure Collateral Trust Bonds.  Both the 1972 Indenture and the 
	1994 Indenture require that CFC pledge eligible mortgage notes (or 
	other permitted assets) as collateral that at least equal the 
	outstanding balance of Collateral Trust Bonds.  Under CFC's revolving 
	credit agreement (See Note 6), CFC cannot pledge mortgage notes in 
	excess of 150% of Collateral Trust Bonds outstanding.

	Collateral Trust Bonds outstanding at November 30, 1995 and May 31, 
	1995 were $881.5 million and $682.0 million, respectively. 

4.  Allowance for Loan and Guarantee Losses

	CFC maintains an allowance for loan and guarantee losses at a level 
	considered to be adequate in relation to the quality and size of its 
	loan and guarantee portfolio.  It is CFC's policy to periodically 
	review its loans and guarantees and to make adjustments to the 
	allowance as necessary. 

	The allowance is based on estimates, and accordingly, actual loan and 
	guarantee losses may differ from the allowance amount. As of November 
	30, 1995 and May 31, 1995, such allowance was $211.3 million and 
	$205.6 million, respectively.



   <PAGE> 12
  Activity in the allowance account is summarized as follows for the six 
  months ended November 30, 1995 and the year ended May 31, 1995.
<TABLE>
  <CAPTION>
				    November 30,        May 31,
   (Dollar Amounts in Thousands)       1995              1995   
   <S>                                <C>              <C>
   Beginning Balance                  $205,596         $188,196
   Provision for loan and                5,680           17,400
      guarantee losses
   Ending Balance                     $211,276         $205,596

</TABLE>
5.  Members' Subordinated Certificates

	Members' Subordinated Certificates are subordinated obligations 
	purchased by members as a condition of membership and in connection 
	with CFC's extension of long-term loans and guarantees to them.  Those 
	issued as a condition of membership (Subscription Capital Term 
	Certificates) generally mature 100 years from issuance date and bear 
	interest at 5% per annum.  The other certificates either mature 46 to 
	50 years from issuance or amortize proportionately based on the 
	principal balance of the credit extended, and either are non-interest-
	bearing or bear interest at varying rates.

	The proceeds from certain non-interest-bearing subordinated 
	certificates issued in connection with CFC's guarantees of tax-exempt 
	bonds are pledged by CFC to the debt service reserve fund established 
	in connection with the bond issue, and any earnings from the 
	investment of the fund inure solely to the benefit of the member.

6.  Credit Arrangements

	As of November 30, 1995, CFC had two revolving credit agreements 
	totaling $4,100.0 million with 56 banks, including Morgan Guaranty 
	Trust Company of New York as Arranger, Administrative Agent, and Co-
	Syndication Agent and The Bank of Nova Scotia as Co-Syndication Agent. 
	These credit facilities were arranged principally to provide liquidity 
	support for CFC's outstanding commercial paper, CFC's guaranteed 
	commercial paper issued by the National Cooperative Services 
	Corporation ("NCSC") and the adjustable or floating/fixed rate bonds 
	which CFC has guaranteed and agreed to purchase for the benefit of its 
	members.

	Under the respective revolving credit agreements, CFC can borrow up 
	to $2,460.0 million until February 28, 2000 (the "five-year 
	facility"), and $1,640.0 million until February 27, 1996 (the "364-day 
	facility").  Any amounts outstanding will be due on those dates. In 
	connection with the five-year





<PAGE> 13
	facility, CFC pays a per annum facility/commitment fee of .125 of 1%.  
	The per annum facility fee for the 364-day is .10 of 1%.  If CFC's 
	long-term ratings decline, these fees may be increased by no more than 
	.1250 of 1%.  Borrowings under both agreements will be at one or more 
	rates as defined in the agreements, as selected by CFC.

	The revolving credit agreements require CFC, among other things to 
	maintain Members' Equity and Members' Subordinated Certificates of at 
	least $1,345.0 million (increased each fiscal year by 90% of net 
	margins not distributed to members), an average fixed charge coverage 
	ratio over the six most recent fiscal quarters of at least 1.025 and 
	prohibits the retirements of patronage capital unless CFC has achieved 
	a fixed charge coverage ratio of at least 1.05 for the preceding 
	fiscal year. The credit agreements prohibit CFC from incurring senior 
	debt (including guarantees but excluding indebtedness incurred to fund 
	RUS guaranteed loans) in an amount in excess of ten times the sum of 
	Members' Equity and subordinated certificates and restricts, with 
	certain exceptions, the creation by CFC of liens on its assets and 
	certain other conditions to borrowing. 

	The agreement also prohibits CFC from pledging collateral in excess of 
	150% of the principal amount of Collateral Trust Bonds outstanding.  
	Provided that CFC is in compliance with these financial covenants 
	(including that CFC has no material contingent or other liability or 
	material litigation that were not disclosed by or reserved against in 
	its most recent annual financial statements) and is not in default, 
	CFC may borrow under the agreements until the termination dates. As of 
	November 30, 1995 and May 31, 1995, CFC was in compliance with all 
	covenants and conditions under its revolving credit agreements and 
	there were no borrowings outstanding under the revolving credit 
	agreements.

	At November 30, 1995 and May 31, 1995, CFC classified $2,460.0 million 
	and $2,430.0 million, respectively, of its notes payable outstanding 
	as long-term debt.  CFC expects to maintain more than $2,460.0 million 
	of notes payable during the next twelve months.  If necessary, CFC can 
	refinance such notes payable on a long-term basis by borrowing under 
	the five-year facility subject to the conditions herein.  

7.  Unadvanced Loan Commitments

	As of November 30, 1995 and May 31, 1995, CFC had unadvanced loan 
	commitments, summarized by type of loan, as follows:







<PAGE> 14
<TABLE>
<CAPTION>
(Dollar Amounts In Thousands)     November 30, 1995      May 31, 1995
  <S>                           <C>                 <C>
	  Long-term                     $1,616,391          $1,325,141
	  Intermediate-term                205,188             186,313
	  Short-term                     3,329,740           3,121,212
	  Telecommunications               354,387             331,633
	  Associate Member                  59,804              53,483
	  Restructured (See Note 11(D))     20,000              20,000
  Total unadvanced loan
    commitments                         $5,585,510          $5,037,782
</TABLE>
    Unadvanced commitments include loans approved by CFC for which loan 
    contracts have not yet been executed and for which loan contracts have 
    been executed but funds have not been advanced. CFC may require additional 
    information to assure itself that all conditions for advance of funds have 
    been fully met and that there has been no material change in the member's 
    condition as represented in the documents supplied to CFC.  Since 
    commitments may expire without being fully drawn upon, the total amounts 
    reported as commitments do not necessarily represent future cash 
    requirements.  Collateral and security requirements for loan commitments 
    are identical to those for advanced loans.

8.  Retirement of Patronage Capital
	
    CFC patronage capital in the amount of $47.6 million was retired on August 
    31, 1995, representing one-sixth of the total allocations for fiscal years 
    1988, 1989 and 1990 and 70% of the allocation for fiscal year 1995.  
    During the second quarter GFC retired patronage capital in the amount of 
    $2.4 million.  RTFC will retire 70% of their FY 1995 allocation by January 
    31, 1996.  Future retirements of patronage capital allocated to patrons 
    may be made annually as determined by CFC's Board of Directors with due 
    regard for CFC's financial condition. 

9.  Guarantees

    As of November 30, 1995 and May 31, 1995, CFC had guaranteed the following 
    contractual obligations of its members:
<TABLE>
<CAPTION>
   (Dollar Amounts In Thousands)    November 30, 1995    May 31, 1995  
   <S>                                 <C>               <C>
   Long-term tax-exempt bonds (A)      $1,472,265        $1,496,930
   Debt portions of leveraged lease
	   transactions (B)               559,718           568,662
   Indemnifications of tax benefit
     transfers (C)                        378,016           389,755
   Other guarantees (D)                   137,714           119,575
       Total guarantees                $2,547,713        $2,574,922

</TABLE>



<PAGE> 15
(A) CFC has unconditionally guaranteed to the holders or to trustees for the 
    benefit of holders of these bonds the full principal, premium (if any) and 
    interest payments on each bond when due.  In the event of default, the 
    bonds cannot be accelerated as long as CFC makes the scheduled debt 
    service payments.  In addition, CFC has agreed to make up, at certain 
    times, deficiencies in the debt service reserve funds for some of these 
    issues of bonds. Of the amounts shown, $1,179.8 million and $1,200.1 
    million as of November 30, 1995 and May 31, 1995, respectively, are 
    adjustable or floating/fixed rate bonds.  The interest rate on such bonds 
    may be converted to a fixed rate as specified in the indenture for each 
    bond offering.  During the variable rate period (including at the time of 
    conversion to a fixed rate), CFC has unconditionally agreed to purchase 
    bonds tendered or called for redemption if such bonds are not sold to 
    other purchasers by the remarketing agents.

(B) CFC has unconditionally guaranteed the repayment of debt raised by 
    National Cooperative Services Corporation ("NCSC") for leveraged lease 
    transactions.

(C) CFC has unconditionally guaranteed to lessors certain indemnity payments 
    which may be required to be made by the lessees in connection with tax 
    benefit transfers.  The amounts of such guarantees reach a maximum and 
    then decrease over the life of the lease.

(D) At November 30, 1995 and May 31, 1995, CFC had unconditionally guaranteed 
    commercial paper, along with the related interest rate exchange agreement, 
    issued by NCSC of $35.1 million and $34.9 million, respectively.

10.  Interest Rate Exchange Agreements

     The following table lists the notional principal amounts of CFC's 
     interest rate exchange agreements at November 30, 1995 and May 31, 1995:
<TABLE>
<CAPTION>

	   (Dollar Amounts in Thousands)

		  Maturity                     Notional Principal Amount
		   Date                  November 30, 1995   May 31, 1995
      <S>                              <C>              <C>
	  August 1996 (1)                  $ 30,000         $ 30,000
	  September 1996 (2)                150,000          150,000
	  February 1997 (1)                  35,000           35,000
	  February 1997 (1)                  40,000           40,000
	  February 1997 (1)                  25,000           25,000
	  February 1998 (2)                  50,000           50,000
		 Total                     $330,000         $330,000

</TABLE>


	
<PAGE> 16
     (1) Under these agreements, CFC pays a fixed rate of interest and 
	 receives interest based on a variable rate.
     (2) Under these agreements, CFC pays a variable rate of interest and 
	 receives a variable rate of interest.

     CFC's objective in using interest rate exchange agreements in which it 
     pays a fixed rate of interest and receives a variable rate of interest is 
     to fix the interest rate on a portion of its commercial paper.  CFC then 
     uses commercial paper, in an amount equal to the notional principal value 
     of the interest rate exchange agreements, to fund a portion of its long-
     term fixed rate loan portfolio.  The net difference between the rate paid 
     by CFC and the rate received is included in the cost of funds.

     CFC's objective in using interest rate exchange agreements in which it 
     pays and receives a variable rate of interest is to change the variable 
     rate on a notional amount of debt from a LIBOR rate index to a commercial 
     paper rate index.  The variable rate Collateral Trust Bonds and Medium-
     Term Notes are issued based on a LIBOR rate index, while CFC sets its 
     variable rate loan interest rates based on a commercial paper rate.   The 
     net difference between the rate paid by CFC and the rate received is 
     included in the cost of funds.

     CFC is exposed on these interest rate swap agreements to interest rate 
     risk if the counterparty to the interest rate swap agreement does not 
     perform to the agreement's terms.  CFC does have a policy intended to 
     limit counterparty credit risk by maintaining long-term swap agreements 
     only with financial institutions with at least a AA long-term credit 
     rating, and short-term swap agreements only with financial institutions 
     with at least a A long-term credit rating.


11.  Contingencies

     (A) At November 30, 1995 and May 31, 1995, nonperforming loans in the 
	 amount of $26.4 million and $27.6 million, respectively, were on a 
	 nonaccrual basis with respect to interest income.  At November 30, 
	 1995 and May 31, 1995, the total amount of restructured debt was 
	 $196.0 million and $185.0 million, respectively.  CFC elected to 
	 apply all principal and interest payments received against principal 
	 outstanding on restructured debt of $142.3 million and $131.1 
	 million, respectively. At November 30, 1995 and May 31, 1995, CFC had 
	 committed to lend $0.0 million to non-performing borrowers, $20.0 
	 million to restructured borrowers, respectively, all on a senior 
	 secured lien basis.

     (B) Out of the $222.4 million and $212.6 million of loans described in 
	 footnote 11(A) at November 30, 1995 and May 31, 1995, respectively, 
	 CFC has classified $168.7 million and $158.8 






<PAGE> 17
	 million as impaired with respect to the provisions of FASB Statements 
	 No. 114 and 118.  At those dates CFC had allocated $50.8 million and 
	 $40.1 million of the loan and guarantee loss allowance to such 
	 impaired loans.  At November 30, 1995 and May 31, 1995, 97% of the 
	 loans classified as impaired were collateral dependent.  Loans are 
	 collateral dependent when there are no reliable future payment 
	 schedules and the amount expected to be collected is directly related 
	 to the value of the assets and future revenues that represent the 
	 underlying security for the loan.  The amount of loan and guarantee 
	 loss allowance allocated to such loans was based on a comparison of 
	 the recorded investment in the loan to the estimated value of the 
	 collateral.  CFC does not recognize interest income on any of the 
	 loans classified as impaired.  Instead, all payments received are 
	 applied as a reduction of principal.  The average recorded investment 
	 in impaired loans for the six months ended November 30, 1995 was 
	 $171.0 million.

     (C) On May 23, 1985, Wabash Valley Power Association, Inc. ("WVPA") filed 
	 a voluntary petition for reorganization under Chapter 11 of the U.S. 
	 Bankruptcy Code in connection with the canceled Marble Hill plant 
	 construction.

	 On August 7, 1991, the Bankruptcy Court confirmed WVPA's 
	 reorganization plan pending approval of rates as contemplated in the 
	 plan.  

	 On June 22, 1994, the U.S. District Court affirmed (over RUS's 
	 objection) the Wabash plan in reorganization.  RUS appealed to the 
	 U.S. Court of Appeals.  On December 28, 1995, the U.S. Court of 
	 Appeals reaffirmed the Wabash plan of reorganization.  RUS now may 
	 request that the U.S. Court of Appeals review or rehear the case 
	 and/or appeal the judgement to the U.S. Supreme Court.

	 Under the Wabash plan, CFC would realize an estimated total loss of 
	 approximately $12 million ($8.6 million of which has been written off 
	 to date), after the offset of subordinated capital term certificates 
	 (without taking into account interest since the petition date).  CFC 
	 and RUS have agreed to distribute all settlement proceeds from Wabash 
	 in compliance with provisions under the shared mortgage.  Upon re-
	 solution of the bankruptcy there will be a final accounting of the 
	 cash flow subsequent to the petition date.  At this time it is 
	 anticipated that this final accounting will result in CFC making a 
	 net payment to RUS to true-up the cash distribution between RUS and 
	 CFC.
	
	 In May 1993, CFC advanced $24.4 million in variable interest rate 
	 secured loans to WVPA, which was used to effect an early redemption 
	 of the tax-exempt bonds guaranteed by CFC.  As WVPA 




  <PAGE> 18
	 is operating in Bankruptcy, CFC has classified these loans as non-
	 performing, therefore, does not accrue interest income on these 
	 loans.  As of November 30, 1995, CFC had $19.8 million in loans 
	 outstanding to Wabash.

	 Based on WVPA's preliminary reorganization plan, management believes 
	 that CFC has adequately reserved for any potential loss.

     (D) Deseret Generation & Transmission Co-operative ("Deseret") and its 
	 major creditors entered into an Agreement Restructuring Obligations 
	 ("ARO") document that restructured Deseret's debt obligations to RUS, 
	 CFC and certain other creditors, including certain lease payments due 
	 on the Bonanza Power Plant.  The ARO, which closed in January 1991 
	 with an effective date of January 1, 1989, provides for the reduction 
	 of Deseret's debt service and rental obligations on the Bonanza Power 
	 Plant until 1996 when large sales of power are intended to commence.

	 Under the ARO, CFC expected to fund Deseret's cashflow shortfalls 
	 totaling $117 million and expected a maximum exposure of $439 
	 million in 1996.  At November 30, 1995, CFC had funded $124.6 million 
	 of the shortfall.  CFC's current exposure of $457.0 million is 
	 greater than the expected maximum from the ARO because it loaned 
	 Deseret funds to permit the early redemption, at a premium, of two 
	 high interest rate bond issues.  Under the ARO assumptions, CFC expects 
	 to fund Deseret's cash flow shortfalls until at least 1996 under its 
	 various guarantees of debt obligations.

	 As part of a separate agreement, in conjunction with the ARO, CFC will 
	 be obligated to repay out of payments by Deseret $25.9 million (plus 
	 interest) received from a party to the Bonanza Lease transaction to 
	 cover shortfalls in the July 1989, January 1990 and July 1990 lease 
	 payments which were funded by that party.  This amount will be repaid 
	 if the available annual cash flow were to exceed the debt repayment 
	 requirements as defined in the ARO (i.e., CFC is no longer required 
	 to fund a shortfall).

	 As of November 30, 1995, CFC had approximately $457.0 million in 
	 current credit exposure on behalf of Deseret consisting of $142.3 
	 million in secured loans, and $314.7 million for guarantees by CFC of 
	 various direct and indirect obligations of Deseret.  CFC's guarantees 
	 include $8.4 million in tax-benefit indemnifications and $27.3 
	 million relating to mining equipment for a coal supplier of Deseret.  
	 The remainder of CFC's guarantee is for semiannual debt service 
	 payments on $279.0 million of bonds issued in a $655 million 
	 leveraged lease financing of a generating station in 1985.  Under 
	 the ARO, CFC has also provided Deseret a $20.0 million five-year 
	 senior 




<PAGE> 19

	 secured line of credit.  At November 30, 1995, there was no balance 
	 outstanding under this line of credit which expires in January 1996. 
	 CFC does not anticipate interest income recognition on the 
	 outstanding loans until such time that Deseret's power sales produce 
	 cash flows sufficient to service all debt.

	 The parties to the ARO have agreed to extend the ARO until January 
	 31, 1996,  in order to provide an opportunity to develop a final term 
	 sheet for a negotiated restructuring of Deseret's obligation.  Under 
	 the proposal being developed,  CFC would fund the purchase of the RUS 
	 claims by CFC and the members of Deseret for $250 million.  The
  portion of the purchase amount lent to Deseret will receive a 
  priority for payment out of future Deseret cash flows.  CFC will 
  fund the Deseret members' portion of the purchase amount through
  long-term secured loans.  Refinancing of other obligations of Deseret
  at current market rates, future asset sales and expected contracts
  for excess capacity is expected to enable Deseret to meet its
  obligations under the proposal.  At this time additional approvals,
  including regulatory consents, are required to implement the proposal
  and therefore its implementation can not be assured.

	 CFC believes that given the underlying collateral value and the terms 
	 of the ARO, it has adequately reserved for any potential loss on its 
	 loans and guarantees to Deseret.

     (E) As a consequence of high costs associated with the Clinton Nuclear 
	 Station, Soyland Power Cooperative ("Soyland") charged costs for 
	 wholesale power     which resulted in its member's retail rates being 
	 uncompetitive.  This situation resulted in revenues which were 
	 inadequate to service its debt.  Soyland, RUS and CFC entered into a 
	 debt restructuring agreement, dated as of December 15, 1993, which 
	 restructured Soyland's indebtedness to RUS.  As part of this agreement, 
	 CFC agreed to extend additional credit to Soyland in the form of a 
	 $30 million revolving credit facility and a $30 million loan for 
	 capital additions.  The revolving credit loan and the capital 
	 additions loan have priority in payment over the existing RUS loans 
	 and the prior CFC loan.  

	 At November 30, 1995, CFC had $49.4 million in outstanding long-term 
	 loans to Soyland which were secured equally and ratably with the RUS 
	 on all assets and future revenues of Soyland.  In addition, CFC had 
	 $1.2 million outstanding to Soyland under the super-secured revolving 
	 credit agreement and $15.0 million outstanding on the super-secured 
	 capital additions loan, both of which are mentioned above.  CFC also 
	 had $277.5 million in loans to Soyland which are guaranteed by the 
	 U.S. Government. 

	 Soyland has presented the details of a third party offer to purchase 
	 most of Soyland's assets for an amount substantially less than the 
	 combined RUS and CFC debt.  Cash flow from any source regarding
  Soyland will first be applied against the CFC super-secured loans, 
	 with any remaining proceeds split pro-rata 




<PAGE> 20       
	 between CFC and RUS based on total debt outstanding to Soyland. The 
	 proposal was reviewed by RUS and CFC.  The third party subsequently 
	 requested termination of their offer, which expired on December 31, 
	 1995.  CFC believes that, given the underlying collateral value of 
	 its secured loans to Soyland, it has adequately reserved for any 
	 potential loss on its loans.

	
12.  Loans Guaranteed by RUS

     At November 30, 1995, CFC held $422.3 million in Trust Certificates 
     related to the refinancings of Federal Financing Bank loans.  These 
     Trust Certificates are supported by payments from certain CFC Power 
     Supply members whose payments are guaranteed by RUS. 










































<PAGE> 21
Part I. Item 2.

	 Management's Discussion and Analysis of Financial
	       Condition and Results of Operations
		 (all dollar amounts in millions)


Changes in Financial Condition

During the six months ended November 30, 1995, CFC's total assets increased 
by $490.3 or 6.9% to $7,571.1 from $7,080.8 at May 31, 1995, primarily due 
to an increase of $493.3 in net loans outstanding.  Changes to the loan 
portfolio included increases of $592.0 in long-term loans,  offset by 
decreases of $101.5 in short-term loans. 

Long-term loan activity consisted primarily of $775.5 in advances and $175.1 
in principal repayments.  Included in Long-term loan advances was $294.7  
advanced to 16 members for the prepayment of their RUS loans, and $29.0 
advanced to 7 members for telephone exchange acquisitions.

Net loans to members represented 96% and 95% of total assets at November 30, 
1995 and May 31, 1995.  Long-term loans represented 87% and 85% of gross loans 
at November 30, 1995 and May 31, 1995.  Fixed rate loans represented 36% of 
gross loans at November 30, 1995 and 32% at May 31, while the remaining loans 
carry a variable rate that may be adjusted monthly or semi-monthly.  At 
November 30, 1995, $568.1 or 7.6% of gross loans were unsecured, compared to 
$627.2 million or 9.0% at May 31.  All other loans were secured pro-rata with 
other lenders (primarily RUS), by all assets and future revenues of the 
borrower.

At November 30, CFC had provided $2,547.7 in guarantees, a decrease of $27.2 
from the $2,574.9 at May 31.  These guarantees relate primarily to tax-exempt 
financed pollution control equipment and to leveraged lease transactions for 
plant and equipment.  All guarantees are secured on a pro-rata basis with 
other creditors on all assets and future revenues of the borrower or by the 
underlying financed assets.  

Also at November 30, CFC had unadvanced loan commitments of $5,585.5, an 
increase of $547.7 from the $5,037.8 committed at May 31. Most unadvanced 
loan commitments contain a material adverse change clause that would relieve 
CFC from its obligation to lend if the borrower's financial condition had 
changed materially from the time the loan was approved.  Many of these 
commitments are provided for operational back-up liquidity. CFC does not 
anticipate funding the majority of the commitments outstanding during the 
next twelve to eighteen months.

During the quarter ended November 30, CFC's total liabilities and members' 
equity increased by $490.3 or 6.9% to $7,571.1 from $7,080.8 at May 31. The 
increase was primarily due to increases of $389.0 in notes payable, $116.4 in 
long-term debt, offset by a decrease of $15.8 in members' equity and 
subordinated certificates.



<PAGE> 22
The notes payable increase is due to increases of $106.1 in Dealer Commercial 
Paper, $162.9 in Member Commercial Paper and the reclassification of $150.0 in 
Collateral Trust Bonds maturing September 15, 1996, offset by an increase of 
$30.0 in the amount of short-term debt supported by the five year revolving 
credit agreement and reclassified as long-term debt.  The member commercial 
paper balance outstanding at November 30, 1995 represents a 14.7% increase 
over the May 31, 1995 balance.  The increase in long-term debt is due to 
increases of $36.9 in Medium-Term Notes outstanding, $49.5 in Collateral 
Trust Bonds outstanding and $30.0 in the amount of short-term debt 
reclassified as long-term debt.  CFC has issued $200.0 in Collateral 
Trust Bonds so far this year and has averaged about $13.0 in Medium-Term 
Note sales to members each month.  The increase in Collateral Trust Bonds 
outstanding represents the new issues less the reclassification of the bonds 
maturing on September 15, 1996, to notes payable.  The decrease in members' 
equity and subordinated certificates was primarily due to the retirement of 
$50.0 in patronage capital offset by the $24.9 net margins for the six months 
and by the issuance of $6.4 in subordinated certificates related to the 
advance of loans.  The increases to notes payable and long-term debt were 
required to fund the increase in loans outstanding.  Subsequent to the end of 
the quarter on January 4, 1996, CFC issued $100.0 in Collateral Trust Bonds, 
due 2003 at a rate of 5.95%.

The allowance for loan and guarantee losses increased by $5.7 to $211.3 at 
November 30, from $205.6 at May 31.  At November 30, the loan and guarantee 
loss allowance represented 2.84% of gross loans, 2.11% of gross loans and 
guarantees, 94.97% of nonperforming and restructured loans, and 800.4% of 
nonperforming loans compared to 2.96%, 2.16%, 96.71% and 743.8% at May 31, 
respectively.  The allowance is periodically reviewed by management for 
adequacy.  In performing this assessment, management considers various 
factors including an analysis of the financial strength of CFC's borrowers, 
delinquencies, loan charge-off history, underlying collateral and economic and 
industry conditions.  As of November 30, management believes that the 
allowance for loan and guarantee losses is adequate to cover any portfolio 
losses which have occurred or may occur.

As of December 31, 1995, CFC had advanced $815.3 to 53 members for the 
prepayment of RUS loans.  CFC estimates that this amount represented 88% of 
the total RUS prepayments.  Other lenders have lent 7% of the total and the 
remaining 5% was prepaid out of the members' general funds.  As of December 
31, 1995 CFC had approved loan applications for an additional $165.1 from 26 
members for the purpose of prepaying their RUS notes.  In addition, there were 
$116.3 in loan prepayment applications pending at RUS.  RTFC had loan 
applications for $336.1 from 33 members for telephone exchange acquisitions.

CFC has implemented Financial Accounting Standards Board ("FASB") Statement 
No. 112, "Employers' Accounting for Postemployment Benefits." The 
implementation of this statement did not have a material impact on CFC's 
financial statements.

<PAGE> 23
CFC has implemented FASB Statement No. 115, "Accounting for Certain 
Investments in Debt and Equity Securities."  The CFC investments covered by 
this statement at November 30, 1995, include Marketable Securities and Debt 
Service investments.  These items have been recorded at amortized cost, due 
to CFC's intent and ability to hold all investments to maturity.

CFC has implemented FASB Statement No. 119, "Disclosure about Derivative 
Financial Instruments and Fair Value of Financial Instruments."  CFC is 
neither a dealer nor trader in derivative financial instruments.  CFC uses 
interest rate exchange agreements to help manage its interest rate risk.  
The net difference between the rates paid by CFC and the rates received by 
CFC is included in the cost of funds.  CFC is exposed to interest rate risk 
if the counterparty to the agreement does not perform to the agreement's 
terms.  CFC's policy is to enter into interest rate exchange agreements only 
with financial institutions with at least a AA long-term credit rating.

CFC has implemented FASB Statements No. 114, "Accounting by Creditors for 
Impairment of a Loan" and No. 118, "Accounting by Creditors for Impairment of 
a Loan-Income Recognition and Disclosure."  As of November 30, 1995, CFC has 
classified $168.7 of loans outstanding as impaired with respect to the 
provisions of these statements.  At November 30, 1995, CFC has specifically 
allocated $50.8 of the loan and guarantee loss allowance to such impaired 
loans.  CFC has not recognized any interest income on its impaired loans 
during the six months ended November 30, 1995.  Instead, CFC has applied all 
payments received as a reduction to principal outstanding.

At November 30, 1995, CFC has loans outstanding in the amount of $26.4 
classified as nonperforming and $196.0 classified as restructured.  All 
nonperforming loans and $142.3 of restructured loans were on a nonaccrual 
basis with respect to interest income.

The parties to the Deseret restructuring have agreed to extend the ARO until 
January 31, 1996 in order to provide an opportunity to develop a negotiated 
restructuring of Deseret's obligations under the ARO.  Under the proposal 
being developed, CFC and the Deseret members would buyout RUS for a total of 
$250.  CFC will fund the Deseret member's portion of the buyout through long-
term secured loans to the members.  At this time the terms of the agreement 
have not been finalized and the necessary approvals required for 
implementation have not been secured, therefore implementation of the plan 
cannot be assured.  As of November 30, 1995, CFC had $457.0 in current credit 
exposure to Deseret, consisting of $142.3 in secured loans and $314.7 for 
guarantees of various direct and indirect obligations of Deseret.

On December 28, 1995, the U.S. Court of Appeals reaffirmed the lower courts 
approval of the Wabash plan of reorganization.  RUS now may request that the 
U.S. Court of Appeals review or rehear the case and/or appeal the judgement 
to the U.S. Supreme Court.  As of November 30, 




<PAGE> 24
1995, CFC had $19.8 in loans outstanding to Wabash.  Upon resolution of the 
bankruptcy, CFC and RUS have agreed to split all proceeds from Wabash in 
compliance with the provisions of the shared mortgage.  At this time, it is 
anticipated that this final accounting will result in CFC making a net 
payment to RUS to true up the cash distribution between CFC and RUS.

As of November 30, 1995, CFC had $49.4 in long-term secured loans, $1.2 
outstanding under the super-secured revolving credit agreement and $15.0 
outstanding on the super-secured capital additions loan to Soyland.  The 
amounts outstanding under the super-secured revolving credit agreement and 
the super-secured capital additions loan would be repaid first from the 
proceeds of asset sales or liquidation.  Soyland had presented a third party 
offer to purchase most of Soyland's assets, this offer was not accepted by the 
creditors and expired on December 31, 1995.

CFC believes that, given the value of the collateral underlying the loans to 
Deseret, Wabash and Soyland, it is adequately reserved for any potential 
losses.

Changes in the Results of Operations

CFC's net margins are subject to change as interest rates change. Therefore, 
CFC uses an interest coverage ratio, instead of the dollar amount of gross or 
net margins, as a primary performance indicator.  During the six months ended 
November 30, 1995, CFC achieved a Times Interest Earned Ratio (TIER) of 1.12.  
This was a decrease from the 1.18 TIER for the quarter ended November 30, 
1994.  The decrease in TIER was primarily due to a reduction in the amount of 
conversion fees recognized, $4.8 for the six months ended November 30, 1995; 
compared to $9.2 for the six months ended November 30, 1994.  TIER for the 
two periods without conversion fees would have been 1.10 and 1.12, 
respectively.  During the early 1990's, a large volume of CFC's fixed rate 
loan portfolio converted to a variable rate, which required the payment of a 
fee.  These conversion fees were collected, deferred and amortized into income 
through the loan's next scheduled repricing date.  The majority of the 
conversion fees were recognized during fiscal years 1993, 1994 and 1995.  The 
remaining deferred conversion fees will be amortized into income during fiscal 
years 1996 and 1997, approximately $19.2 per year.  Future conversions from 
the fixed rate to the variable rate, of the magnitude experienced in the early 
1990's, are not anticipated for fiscal years 1996 and 1997.  Management has 
established a 1.10 TIER as its minimum operating level.

Operating income for the six months ended November 30, 1995, was $246.9, an 
increase of $44.4 from the prior year period.  The increase in operating 
income was due to both a positive rate variance of $17.3 and a positive volume 
variance of $27.1.  Average loans outstanding increased by $875.9 and the 
average yield increased by 45 basis points from the prior year period.  For 
the six months ended November 30, 1995, average loans outstanding were 
$7,209.8 and the average yield was 6.83%, compared to average loans 
outstanding of $6,333.9 and an average yield





<PAGE> 25
of 6.38% for the six months ended November 30, 1994.  CFC sets the interest 
rates on its loans to cover the cost of funds, general and administrative 
expenses, a provision for loan and guarantee losses and a reasonable TIER.  
As a result, the yield earned on the loan portfolio will move in conjunction 
with the rates in the capital markets.

CFC's cost of funds for the six months ended November 30, 1995, totaled 
$209.6, an increase of $46.2 from the prior year.  The increase was due to a 
negative rate variance of $24.9 and a positive volume variance of $21.3.  The 
average interest rate on funds used by CFC at November 30, 1995, was 5.80%, an 
increase of 65 basis points compared to the average rate of 5.15% at November 
30, 1994.  Included in the cost of funds is interest expense on CFC's 
Subordinated Certificates and other instruments offset by income from the 
overnight investments of excess cash and the interest earnings on debt service 
investments.

For the six months ended November 30, 1995 and November 30, 1994, general and 
administrative expenses totaled $8.5 and $7.9, respectively. General and 
administrative expenses represented 24 basis points of average loan volume for 
the six months ended November 30, 1995, which is a decrease of 1 basis point 
from 25 basis points for the prior year period.

The provision for loan and guarantee losses for the six months ended November 
30, 1995, totaled $5.7 or 15 basis points, compared to the prior year total of 
$3.8 or 12 basis points.  CFC has maintained the provision for loan and 
guarantee losses in line with management's assessment of the size and quality 
of the loan portfolio.  During the six months ended November 30, 1995, CFC 
made planned additional provisions to the loan and guarantee loss allowance 
totaling $1.9.

Overall, CFC's net margins for the six months ended November 30, 1995, totaled 
$24.9, a decrease of $4.1 from the prior year period total of $29.0.


Liquidity and Capital Resources

CFC is subject to liquidity risk to the extent cash repayments on its assets 
or other sources of funds are insufficient to cover the cash requirements on 
maturing liabilities.  For the most part, CFC funds its long-term loans with 
much shorter term maturity debt instruments, however, CFC's long-term loans 
typically are repriced monthly or on a multiple number of years basis, and as 
such, CFC will match the loan repricing periods with similarly repriced 
sources of funding, thus minimizing interest rate risk. 

With regard to liquidity risk, CFC manages its liquidity risk by ensuring that 
other sources of funding are available to make debt maturity payments.  CFC 
accomplishes this in five ways.  First, CFC maintains revolving credit 
agreements which (subject to certain conditions) allows CFC to borrow funds 
on terms of up to five years.  Second, CFC has maintained investment grade 
ratings, facilitating access to the capital markets.  Third, CFC maintains 
SEC shelf registrations 
<PAGE> 26
for both its Collateral Trust Bonds, Medium-Term Notes and other debt 
securities, which (absent market disruptions and assuming CFC maintains 
investment grade ratings) could be issued at fixed or variable rates in 
sufficient amounts to fund the next 18 to 24 months funding requirements.  
Fourth, CFC maintains SEC registrations for the Grantor Trust Certificates 
which permits public issuance.  Fifth, CFC obtains much of its funding 
directly from its members and believes this funding is more stable than 
funding obtained from outside sources.

At November 30, 1995, CFC had $4,100.0 in available credit, $2,460.0 of which 
is available through February 28, 2000 and $1,640.0 is available through 
February 27, 1996.  As of November 30, 1995 CFC was in compliance with all 
covenants and conditions to borrowing.

As of November 30, 1995, CFC had shelf registrations for Collateral Trust 
Bonds and Medium-Term Notes of $450.0 and $298.4, respectively.  Subsequent 
to the end of the quarter, CFC completed one bond issue, the $100.0 5.95% 
Collateral Trust Bonds, due 2003.  As of November 30, 1995, CFC had SEC shelf 
registrations for Grantor Trust Certificates of $139.4.  During the first six 
months of fiscal year 1996, CFC also developed and registered $250 of a new 
debt security, Quarterly Income Capital Securities.  These securities will be 
sold in the retail markets with maturities of 30 to 50 years.  The interest 
due on these securities will be deferrable by CFC for up to five years.  As 
of November 30, 1995, CFC had not issued any of these new securities.

Member invested funds, including the loan and guarantee loss allowance, at 
November 30, 1995 and May 31, 1995, were $3,273.8 and $3,126.7 or 42.5% and 
43.4% of CFC's total capitalization, respectively (long- and short-term debt 
outstanding, members' certificates and equity and the loan and guarantee loss 
allowance).

CFC's leverage ratio was 5.51 at November 30, 1995, a slight increase over the 
5.13 reported at May 31, 1995.  The increase was primarily due to additional 
debt required to fund new loans and a decrease in the members' equity due to 
the retirement of patronage capital on August 31, 1995.

The following chart schedules the maturities of CFC's fixed rate loans and 
fixed rate funding.  The chart is a useful tool to identify gaps in the 
matching of fixed rate loans with fixed rate funds.

<PAGE> 27
<TABLE>
<CAPTION>
				Interest-Rate Gap Analysis
				(Fixed Assets/Liabilities)
				 As of  November 30, 1995

(Dollar Amounts In Millions)                                               
					       
			       FY 96     FY 97-98   FY 99-00   FY 01-05   FY 06-15   FY 16+       Total
<S>                          <C>         <C>        <C>       <C>         <C>       <C>          <C>
Assets:
  Loan Amortization                                     
    and repricing             $ 173.0    $ 431.2    $ 540.7    $ 720.5    $ 566.9    $ 139.6     $2,571.9

Total Assets                  $ 173.0    $ 431.2    $ 540.7    $ 720.5    $ 566.9    $ 139.6     $2,571.9

Liabilities and Equity:
  Long-Term Debt              $  54.2    $ 637.3    $  50.5    $ 197.2    $ 113.5    $ 200.0     $1,252.7
  Subordinated Certificates       4.3       16.2      110.1      505.6      287.9       53.1        977.2
  Equity                           -          -       154.4       17.7       52.0         -         224.1

Total Liabilities and Equity  $  58.5    $ 653.5    $ 315.0    $ 720.5    $ 453.4    $ 253.5     $2,454.0

Gap *                         $ 114.5    $(222.3)   $ 225.7    $  (0.0)   $ 113.5    $(113.5)    $  117.9 

Cumulative Gap                $ 114.5    $(107.8)   $ 117.9    $ 117.9    $ 231.4    $ 117.9   
Cumulative Gap as a %
     of  Total Assets           1.51%      1.42%      1.56%      1.56%     3.06%       1.56%

 *  Loan amortization/repricing over/(under) debt maturities
</TABLE>


CFC is subject to interest rate risk to the extent CFC's loans are subject to 
interest rate adjustment at different times than the liabilities which fund 
those assets.  Therefore, CFC's interest rate risk management policy involves 
the close matching of asset and liability repricing terms within a range of 5% 
of gross assets (total assets plus the  loan and  guarantee loss allowance 
which is netted against gross loans on the balance sheet).  CFC measures the 
matching of funds to assets by comparing the amount of fixed rate assets 
repricing or amortizing to the total fixed rate debt maturing over the 
periods listed in the above table.  At November 30, 1995, CFC had $173.0 in 
fixed rate assets amortizing or repricing and $58.5 in fixed rate liabilities 
maturing during the remainder of fiscal year 1996.  The difference, $114.5, 
represents the amount of CFC's assets that are not considered match-funded as 
to interest rate.  CFC's difference of $114.5 at November 30, 1995 represents 
1.5% of total assets.

Variable rate loans are repriced monthly and are funded with variable rate 
liabilities that are also priced monthly and as such are considered to be 
match-funded with respect to interest rate repricings.














<PAGE> 28

Part II 



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,

	A.  Exhibits

		27  - Financial Data Schedules

	B.  Reports on Form 8-K.

		Item 5 on September 11, 1995 - Filing of Underwriting Agreement for Bond
                                 Issue
  Item 5 on October 5, 1995 - Filing of Underwriting Agreement for Bond
                              Issue
























<PAGE> 29



	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.


						
		NATIONAL RURAL UTILITIES
		COOPERATIVE FINANCE CORPORATION


		 



		   /s/  Steven L. Lilly                         
		  Chief Financial Officer             

January 16, 1996



			 /s/  Angelo M. Salera                                            
    Controller (Principal Accounting Officer)


January 16, 1996












































  





<TABLE> <S> <C>

<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from the November
30, 1995 10-Q and is qualified in its entirety by reference to such financial
statements.
</LEGEND>
       
<S>                             <C>
<PERIOD-TYPE>                   6-MOS
<FISCAL-YEAR-END>                          MAY-31-1996
<PERIOD-END>                               NOV-30-1995
<CASH>                                          16,284
<SECURITIES>                                    29,000
<RECEIVABLES>                                   91,869
<ALLOWANCES>                                         0
<INVENTORY>                                          0
<CURRENT-ASSETS>                               171,025
<PP&E>                                          44,757
<DEPRECIATION>                                   8,252
<TOTAL-ASSETS>                               7,571,087
<CURRENT-LIABILITIES>                        2,279,841
<BONDS>                                      3,802,120
                                0
                                          0
<COMMON>                                             0
<OTHER-SE>                                   1,489,126
<TOTAL-LIABILITY-AND-EQUITY>                 7,571,087
<SALES>                                        246,928
<TOTAL-REVENUES>                               248,675
<CGS>                                          209,577
<TOTAL-COSTS>                                  209,577
<OTHER-EXPENSES>                                 8,539
<LOSS-PROVISION>                                 5,680
<INTEREST-EXPENSE>                                   0
<INCOME-PRETAX>                                 24,879
<INCOME-TAX>                                         0
<INCOME-CONTINUING>                             24,879
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                    24,879
<EPS-PRIMARY>                                        0
<EPS-DILUTED>                                        0
        

</TABLE>


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