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):       AUGUST 28, 2002




                         CONSUMERS FINANCIAL CORPORATION
             (Exact Name of Registrant as Specified in its Charter)



      Pennsylvania                   0-2616                  23-1666392
(State or Other Jurisdiction  (Commission File No.)       (I.R.S. Employer
     of Incorporation)                                   Identification No.)



1513 Cedar Cliff Drive, Camp Hill, Pennsylvania             17011
     (Address of Principal Executive Offices)             (Zip Code)



                                  717-761-4230
              (Registrant's Telephone Number, Including Area Code)



                            FORM 8-K CURRENT REPORT


ITEM  1.         CHANGES  IN  CONTROL  OF  REGISTRANT

     On  August  28,  2002,  CFC  Partners,  Ltd.,  a  New York corporation (CFC
Partners),  acquired  a  51.2%  interest in the voting common stock of Consumers
Financial  Corporation  (the  "Company")  through the issuance by the Company of
2,700,000 authorized but previously unissued shares.  CFC Partners paid $108,000
in  cash  for  the  shares  it acquired.  CFC Partners had obtained an option to
acquire  the  shares  of  the  Company  in  March  2002,  but the option was not
exercisable  until  the  Company  completed  a  tender  offer  to  its preferred
shareholders.  The  tender  offer  was  completed  on  August  23,  2002.

     The  Company had been proceeding with a Plan of Liquidation and Dissolution
(the Plan of Liquidation) previously approved by its shareholders.  However, the
Board  of  Directors determined that the transaction with CFC Partners, together
with the above-referenced tender offer, is in the best interest of the Company's
shareholders because it has the potential to produce future value for the common
shareholders,  who  were not expected to receive any distribution under the Plan
of  Liquidation,  while  permitting the preferred shareholders to exchange their
shares  for  cash.  Accordingly,  the Plan of Liquidation has been discontinued.
CFC  Partners  has indicated its intention to merge or otherwise combine various
existing  businesses  with  the  Company.

     Under  Pennsylvania  laws,  the  new  shares  of common stock issued to CFC
Partners  will  not  be  permitted  to vote on any matters unless and until such
voting rights are restored by the remaining common shareholders (i.e., excluding
CFC  Partners)  through  a  solicitation  of  proxies.  CFC  Partners intends to
commence  such  a  solicitation  of  proxies  as  soon  as  possible.

     In connection with the issuance of the new shares, Donald J. Hommel, who is
the  president  of  CFC  Partners, was appointed as a director of the Company to
fill  a  current vacancy on the Company's Board of Directors. James C. Robertson
and  John  E.  Groninger, who had been directors of the Company for more than 30
years,  resigned  from  the  Board  following the appointment of Mr. Hommel. Mr.
Hommel was named as the Company's President and Chief Executive Officer as well.



                                   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.



                                       CONSUMERS FINANCIAL CORPORATION
                                                 Registrant




Date:  September 4, 2002               By  /S/ Donald J. Hommel
       -------------------                 -------------------------------------
                                           Donald J. Hommel
                                           President and Chief Executive Officer