8-K

                                UNITED STATES
                      SECURITIES AND EXCHANGE COMMISSION

                          WASHINGTON, D.C.   20549



                                  FORM 8-K

                               CURRENT REPORT

                    PURSUANT TO SECTION 13 OR 15(D) OF
                    THE SECURITIES EXCHANGE ACT OF 1934

     Date of Report (Date of earliest event reported):  April 16, 1999      
                                        

                      UNITED COMPANIES FINANCIAL CORPORATION
                     (Exact name as specified in its charter)

          Louisiana                      1-7067              71-0430414   
(State or other jurisdiction of (Commission File Number)    (IRS Employer  
       incorporation)                                   Identification No.)

4041 Essen Lane, Baton Rouge Louisiana                           70809  
- ---------------------------------------------------------------------------
(Address of principal executive offices)                       Zip Code  

Registrant's telephone number, including area code       (225) 987-0000


                                 Not Applicable
        (Former name or former address, if changed since last report)

                                PAGE 1


 2
Item 5.   Other Events.

     The Registrant files herewith the exhibit listed in Item 7(c) below.

Item 7(c).     Exhibits.

     The following exhibit is furnished in accordance with Item 601 of
     Regulation S-K:

          99   Press Release dated April 16, 1999



 3                         
                              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 hereunto duly authorized.

                          UNITED COMPANIES FINANCIAL CORPORATION
                                         (Registrant)

           
Date:  April 16, 1999        By:   /s/  Michael W. Trickey
                                   -----------------------
                                   Michael W. Trickey        
                                   Chief Financial Officer
            
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                          INDEX TO EXHIBITS

EXHIBIT                                               SEQUENTIALLY
NO.                      EXHIBIT                      NUMBERED PAGE
- -------                 ---------                   ----------------
99        Press Release dated April 16, 1999
                                                          

             

EX-99

                                                   EXHIBIT 99
                                                   ----------


UNITED COMPANIES FINANCIAL CORPORATION     NEWS RELEASE
[UNITED COMPANIES LOGO]                    FOR IMMEDIATE DISTRIBUTION

                                              For More Information,
                                              Contact:
                              
                                              Deborah Hicks Midanek
                                              Chief Executive Officer    
                                              225-987-2385 or 800-234-8232 
                              
                                              RELEASE DATE: April 16, 1999   

     
UC Appoints Industry Expert, Michael W. Trickey, as Chief Financial Officer

    The Company and its Auditors Working to Complete 1998 Annual Report, 
    Including Audited Financial Statements, and the Company Anticipates
                     Substantial Asset Write-down

     Baton Rouge, LA  - United Companies Financial Corporation (OTC: UCFNQ)
announced today that it has appointed Michael W. Trickey as Chief Financial
Officer to succeed Dale E. Redman, who is leaving the Company to pursue
outside interests.  Mr. Redman has indicated that he will continue to serve
on the Company's Board of Directors. The Company also announced that J.
Terrell Brown would not return as an officer of the Company upon expiration
of his leave of absence on May 3, 1999.  

     The Company also announced that it has not received the relief it
requested from the Securities and Exchange Commission concerning its
periodic reports and, accordingly, the Company is proceeding diligently to
complete its 1998 Form 10-K Annual Report, including audited financial
statements.  Although the Company expects to file the Form 10-K as soon as
practicable, the Company cannot presently predict when its auditors will
complete their audit and, thus, the Company cannot estimate when the 1998
Form 10-K will be filed with the Securities and Exchange Commission.

     Although the Company's 1998 audited financial statements are not yet
complete, it is anticipated that they will reflect a substantial write-down
of the value of certain of the Company's assets.  The write-down is likely
to be of such a magnitude that there can be no assurance that the Company's
assets (net of the amount of the write-down) will exceed its liabilities. 
In addition, there can be no assurance that the ultimate value received for
the Company's assets will cover the Company's outstanding liabilities and
debt claims.

     Mr. Trickey brings eighteen years experience in and around the sub-prime
lending industry. He is Managing Director of The Berkshire Group L.P.
where he provides consulting services to sub-prime mortgage lenders.  Mr.
Trickey's financial experience includes positions with AMRESCO, INC.,
Household International and Discover Card Services.  Moreover, Mr. Trickey
traded financial derivative products for three years, and has performed
audits for Price Waterhouse. 

     Mr. Trickey has extensive experience building and financing sub-prime
residential mortgage operations. "We are pleased that Mike has joined our
executive management team," said Deborah Hicks Midanek, Chief Executive
Officer of United Companies.  "His ability to adapt corporate financing
strategies to the changing environment has been remarkable and reflects his
technical abilities as well as his keen instincts."   

     Prior to his current position, Mr. Trickey joined AMRESCO in 1995 to
start the company's sub-prime residential business.  He served as CFO of
that division for two years before moving to the Dallas Corporate office to
develop the corporation's Capital Markets Group.  He established financial
controls, funding sources and the securitization program for AMRESCO's
residential group.  

     Mr. Trickey is a Certified Public Accountant and holds an MBA from the
University of Chicago.  He is a summa cum laude graduate of Ohio State
University where he received a BS in Accounting.

     United Companies is a specialty finance company in reorganization, that
provides consumer loan products nationwide through its lending subsidiary,
UC Lending(R).

     The following is a "Safe Harbor" Statement under the Private Securities
Litigation Reform Act of 1995: The statements contained in this release that
are not historical facts are forward-looking statements based on the
Company's current expectations and beliefs concerning future developments
and their potential effects on the Company.  There can be no assurance that
future developments affecting the Company will be those anticipated by the
Company.  Actual results may differ from those projected in the forward-looking
statements.  These forward-looking statements involve significant
risks and uncertainties (some of which are beyond the control of the
Company) and are subject to change based upon various factors, including but
not limited to the following risks and uncertainties: changes in the
performance of the financial markets, in the demand for and market
acceptance of United Companies' products, and in general economic
conditions, including interest rates; the presence of competitors with
greater financial resources and the impact of competitive products and
pricing; the effect of the Company's policies including the amount of the
Company expenses; the continued availability to the Company of adequate
funding sources; actual prepayment rates and credit losses on loans sold as
compared to prepayment rates and credit losses assumed by the Company at the
time of sale for purposes of its gain on sale computations; the effect of
changes in market interest rates on the spread between the coupon rates on
loans sold and the rates on securities backed by such loans issued by the
Company in securitization transactions and on the discount rate assumed by
the Company in its gain on sale computations; timing of loan sales; the
quality of the Company's owned and serviced loan portfolio including levels
of delinquencies, customer bankruptcies and charge-offs; ratings; and
various legal, regulatory and litigation risks.  The Company undertakes no
obligation to publicly update or revise any forward-looking statements,
whether as the result of new information, future events or otherwise.  For a
more detailed discussion of some of the on going risks and uncertainties,
see Item 7. Management's Discussion and Analysis of Financial Condition and
Results of Operations - Investment Considerations in the Company's Annual
Report on Form 10-K for the year ending December 31, 1997, as well as other
Company filings with the Securities and Exchange Commission.