Rule 424(b)(3)
                                            File Nos. 333-66467 and 333-66467-01

                                                                          
AMENDMENT NO. 1, DATED AS OF APRIL 22, 1999,
TO PRICING SUPPLEMENT NO. 13 DATED APRIL 22, 1999
(To Prospectus Dated November 10, 1998, as Supplemented November 10, 1998)

                     COUNTRYWIDE HOME LOANS, INC.
                      MEDIUM-TERM NOTES, SERIES H

                     UNCONDITIONALLY GUARANTEED BY
                  COUNTRYWIDE CREDIT INDUSTRIES, INC.
                           FIXED RATE NOTES
                           ----------------


Trade Date:             April 22, 1999      Book Entry: |X|
Issue Price:            100%                Certificated: |_|
Original Issue Date:    April 30, 1999       Principal Amount:    $ 15,000,000
Stated Maturity Date:   April 30, 2019       Net Proceeds:        $ 14,722,500
Interest Rate:          7.00%               Specified Currency:  U.S. Dollars

Exchange Rate Agent:    N/A

Agent:                  Countrywide Securities Corporation

Minimum Denomination:   $1,000
Interest Payment Dates: April 30 and October 30, commencing October 30, 1999
Record Dates:           April 15 and October 15

Redemption:                                 Repayment:

Check box opposite applicable paragraph:    Check box opposite applicable 
                                              paragraph:
| | The Notes cannot be redeemed prior to   |X| The Notes cannot be repaid prior
  maturity.                                   to maturity.
|X| The Notes may be redeemed prior to      |_| The Notes may be repaid prior to
  maturity.                                   maturity.
Initial Redemption Date: April 30, 2004     Optional Repayment Dates:
Initial Redemption Percentage:
Annual Redemption Percentage Reduction, 
  if any:

Additional/Other Terms: The Notes may be redeemed at any time following the
                        Initial Redemption Date upon 10 business days'
                        notice to the Holder.
                        
                               --------------

     The Notes to which this Pricing Supplement relates will be
unsecured and unsubordinated indebtedness of CHL and will rank
equally with CHL's other unsecured and unsubordinated
indebtedness. As of February 28, 1999, the Guarantor did not have
any secured indebtedness outstanding and CHL had $87,635,000
aggregate principal amount of secured indebtedness outstanding.
As of that date, CHL had $8,216,382,000 aggregate principal amount of
unsecured and unsubordinated indebtedness outstanding, which
indebtedness ranked equally with CHL's other unsecured and
unsubordinated indebtedness and will rank equally with the Notes
to which this Pricing Supplement relates.



                                            Rule 424(b)(3)
                                            File Nos. 333-66467 and 333-66467-01

                                                                          
PRICING SUPPLEMENT NO. 14 DATED APRIL 26, 1999
(To Prospectus Dated November 10, 1998, as Supplemented November 10, 1998)

                     COUNTRYWIDE HOME LOANS, INC.
                      MEDIUM-TERM NOTES, SERIES H

                     UNCONDITIONALLY GUARANTEED BY
                  COUNTRYWIDE CREDIT INDUSTRIES, INC.
                           FIXED RATE NOTES
                           ----------------


Trade Date:             April 26, 1999      Book Entry: |X|
Issue Price:            100%                Certificated: |_|
Original Issue Date:    May 20, 1999         Principal Amount:    $ 30,000,000
Stated Maturity Date:   May 20, 2019         Net Proceeds:        $ 29,465,500
Interest Rate:          7.00%               Specified Currency:  U.S. Dollars

Exchange Rate Agent:    N/A

Agent:                  Countrywide Securities Corporation

Minimum Denomination:   $1,000
Interest Payment Dates: May 20 and November 20, commencing November 20, 1999
Record Dates:           May 5 and November 5

Redemption:                                 Repayment:

Check box opposite applicable paragraph:    Check box opposite applicable 
                                              paragraph:
| | The Notes cannot be redeemed prior to   |X| The Notes cannot be repaid prior
  maturity.                                   to maturity.
|X| The Notes may be redeemed prior to      |_| The Notes may be repaid prior to
  maturity.                                   maturity.
Initial Redemption Date: May 20, 2004       Optional Repayment Dates:
Initial Redemption Percentage:
Annual Redemption Percentage Reduction, 
  if any:

Additional/Other Terms: The Notes may be redeemed at any time following the
                        Initial Redemption Date upon 10 business days'
                        notice to the Holder.
                        
                               --------------

     The Notes to which this Pricing Supplement relates will be
unsecured and unsubordinated indebtedness of CHL and will rank
equally with CHL's other unsecured and unsubordinated
indebtedness. As of February 28, 1999, the Guarantor did not have
any secured indebtedness outstanding and CHL had $87,635,000
aggregate principal amount of secured indebtedness outstanding.
As of that date, CHL had $8,216,382,000 aggregate principal amount of
unsecured and unsubordinated indebtedness outstanding, which
indebtedness ranked equally with CHL's other unsecured and
unsubordinated indebtedness and will rank equally with the Notes
to which this Pricing Supplement relates.