Rule 424(b)(3)
                                            File Nos. 333-31529 and 333-31529-01

                                                                          
PRICING SUPPLEMENT NO. 54 DATED March 2, 1998
(To Prospectus Dated August 12, 1997, as Supplemented August 15, 1997)

                     COUNTRYWIDE HOME LOANS, INC.
                      MEDIUM-TERM NOTES, SERIES F
              DUE NINE MONTHS OR MORE FROM DATE OF ISSUE

                PAYMENT OF PRINCIPAL, PREMIUM, IF ANY,
         AND INTEREST FULLY AND UNCONDITIONALLY GUARANTEED BY
                  COUNTRYWIDE CREDIT INDUSTRIES, INC.
                           FIXED RATE NOTES
                           ----------------


Trade Date:             March 2, 1998        Book Entry: |X|
Issue Price:            100%                 Certificated: |_|
Original Issue Date:    March 5, 1998        Principal Amount:    $ 80,000,000
Stated Maturity Date:   February 10, 2003    Net Proceeds:        $ 79,640,000
Interest Rate:          6.46%                Specified Currency:    U.S. Dollars

Exchange Rate Agent:    N/A

Agent:                  Merrill Lynch & Co.

Minimum Denomination:   $100,000
Interest Payment Dates: February 10 and August 10, commencing August 10, 1998
Record Dates:           January 26 and July 26

Redemption:                                 Repayment:

Check box opposite applicable paragraph:    Check box opposite applicable 
                                              paragraph:
|X| The Notes cannot be redeemed prior to   |X| The Notes cannot be repaid prior
  maturity.                                   to maturity.
|_| The Notes may be redeemed prior to      |_| The Notes may be repaid prior to
  maturity.                                   maturity.
Initial Redemption Date:                    Optional Repayment Dates:
Initial Redemption Percentage:
Annual Redemption Percentage Reduction, 
  if any:

Additional/Other Terms: N/A


                            --------------

     The Notes to which this Pricing Supplement relates will
constitute unsecured and unsubordinated indebtedness of CHL and will
rank pari passu in right of payment with CHL's other unsecured and
unsubordinated indebtedness. As of November 30, 1997, the Guarantor did
not have any secured indebtedness outstanding, and CHL had
$258,207,000 aggregate principal amount of secured indebtedness
outstanding. As of such date, CHL had $7,136,241,000 aggregate
principal amount of unsecured and unsubordinated indebtedness
outstanding, which indebtedness ranked pari passu in right of payment
with CHL's other unsecured and unsubordinated indebtedness and will
rank pari passu in right of payment with the Notes to which this
Pricing Supplement relates.