FORM 10-Q
               SECURITIES AND EXCHANGE COMMISSION
                     Washington, D.C. 20549
                                 
            QUARTERLY REPORT UNDER SECTION 13 or 15(d)
              OF THE SECURITIES EXCHANGE ACT OF 1934

   For the quarter ended June 30, 1998 Commission file number 
   2-99779


                         

               National Consumer Cooperative Bank           
      (Exact name of registrant as specified in its charter)

    United States of America                   52-1157795       
 (12 U.S.C. Section 3001 et seq.)           (I.R.S. Employer    
 (State or other jurisdiction of             Identification No.)
  incorporation or organization)                                

     1401 Eye Street, NW, Suite 700, Washington, D.C.  20005
              (Address of principal executive offices)

 Registrant's telephone number, including area code (202)336-7700

     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 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________.

     Indicate the number of shares outstanding of each of the
issuer's classes of common stock, as of the latest practicable
date.
                                     Outstanding at June 30, 1998

     Class C                                      219,022
(Common stock, $100.00 par value)                              

     Class B                                      839,353
(Common stock, $100.00 par value)                     

     Class D                                           3
(Common stock, $100.00 par value) 

  <PAGE>

                 National Consumer Cooperative Bank 


            (doing business as National Cooperative Bank)
                          and Subsidiaries


                              INDEX


PART I  FINANCIAL INFORMATION                            Page No.

Item 1    Consolidated balance sheets - 
          June 30, 1998 and December 31, 1997........       3

          Consolidated statements of income - for  
          the three and six months ended June 30, 1998
          and 1997....................................      4

          Consolidated statements of cash flows - for 
          the six months ended June 30, 1998 and
          1997........................................      5-6
    
          Condensed notes to the consolidated 
          financial statements - June 30, 1998........      7-10

Item 2    Management's discussion and analysis of 
          financial condition and results of operations 
          - for the three and six months ended June 30,
          1998 and 1997................................     11-21

PART II OTHER INFORMATION

Item 2    Changes in Securities.........................    22

Item 6    Exhibits .....................................    22
          
          Exhibit 10.15 - First Amendment to Third Amended and 
          Restated Loan Agreement with Fleet Bank as Agent
     
          Exhibit 27 - Financial Data Schedule         
               
<PAGE>
                   NATIONAL COOPERATIVE BANK
                  CONSOLIDATED BALANCE SHEETS
              June 30, 1998 and December 31, 1997
                          (Unaudited)
                                         June 30,     December 31,           
                                          1998            1997    
Assets
Cash and cash equivalents             $ 51,441,012   $ 21,689,245   
Restricted cash                          5,906,793      6,884,572
Investment securities
   Available-for-sale                   48,619,638     61,268,440
   Held-to-maturity                      1,942,312      1,942,312

Loans and lease financing              590,191,044    584,635,993
Loans held for sale                    275,097,652    189,132,330
   Less: Allowance for loan losses     (17,261,231)   (17,638,136)
                                       848,027,465    756,130,187

Other assets                            24,765,527     21,389,059

   Total assets                       $980,702,747   $869,303,815           

Liabilities and Members' Equity
Liabilities
Deposits                              $108,664,150   $ 83,825,979
Patronage dividends payable in cash      8,396,613      5,872,708
Other liabilities                       19,303,475     17,072,271
Borrowings
   Short-term                          307,586,947    243,120,607
   Long-term                           218,614,206    204,793,392
                                       526,201,153    447,913,999

   Subordinated debt                   182,743,967    182,785,385

   Total borrowings                    708,945,120    630,699,384

   Total liabilities                   845,309,358    737,470,342
                                                   
Members' equity
Common stock
   Class B                              83,935,265     84,004,502
   Class C                              21,902,233     21,904,447
   Class D                                     300            300
Retained earnings
   Allocated                            11,194,703      8,109,931
   Unallocated                          17,827,210     17,474,132  

Unrealized gain on investment 
     securities available-for-sale         533,678        340,161 

   Total members' equity               135,393,389    131,833,473
   Total liabilities and members' 
   equity                             $980,702,747   $869,303,815
<PAGE>

                  NATIONAL COOPERATIVE BANK
               CONSOLIDATED STATEMENTS OF INCOME
                          (Unaudited)
                                
                              Six Months Ended         Three Months Ended
                                  June 30,                  June 30,
                               1998         1997        1998         1997   
Interest income              
 Loans and lease financing $32,257,380  $30,888,106  $16,395,484  $15,516,939
 Investment securities       3,014,790    3,105,894    1,500,049    1,571,061   

  Total interest income     35,272,170   33,994,000   17,895,533   17,088,000

Interest expense
 Deposits                    2,122,364    2,017,134    1,131,042      984,181
 Short-term borrowings       6,689,079    5,625,341    3,567,391    2,734,477
 Long-term debt, other 
  borrowings and 
  subordinated debt         13,170,918   13,042,669    6,760,332    6,770,374

   Total interest expense   21,982,361   20,685,144   11,458,765   10,489,032
   
   Net interest income      13,289,809   13,308,856    6,436,768    6,598,968

Provision for loan losses      782,881    1,389,000      430,002      687,000
   Net interest income after 
   provision for losses     12,506,928   11,919,856    6,006,766    5,911,968

Non-interest income                         
 Gain on sale of loans       3,921,355    1,741,309      291,233      332,882
 Loan and deposit 
   servicing fees            1,252,183    1,111,943      638,218      556,747
 Other                       2,403,555    1,998,748    1,124,211      893,371
    Total non-interest 
    income                   7,577,093    4,852,000    2,053,662    1,783,000

Non-interest expenses
 Compensation and 
   employee benefits         7,840,291    5,708,107    4,021,268    3,016,036
 Contractual services        1,938,536    1,726,286    1,021,556      883,067
 Occupancy and equipment     2,133,897    1,887,376    1,184,866      935,968
 Contribution to NCB
   Development Corporation           0      250,000            0      125,000
 Other                       1,313,623    1,108,170      776,532      628,479
 Total non-interest
  expenses                  13,226,347   10,679,939    7,004,222    5,588,550

Income before income taxes   6,857,674    6,091,917    1,056,206    2,106,418

Provision for income taxes     669,874      739,532      377,341      402,385

Net income                 $ 6,187,800  $ 5,352,385  $   678,865  $ 1,704,033

Distribution of net income 
 Patronage dividends       $ 6,187,800  $ 5,352,385  $   678,865  $ 1,704,033
 Retained earnings                                                              
                           $ 6,187,800  $ 5,352,385  $   678,865  $ 1,704,033



                   NATIONAL COOPERATIVE BANK
             CONSOLIDATED STATEMENTS OF CASH FLOWS
                          (Unaudited)


For the six months ended June 30,                        1998         1997     

Cash flows from operating activities
Net income                                        $   6,187,800  $  5,352,385
 
Adjustments to reconcile net income to net 
 cash (used in) provided by operating activities

  Provision for loan losses                             782,881     1,389,000 
  Depreciation and amortization                       2,516,843     2,791,804 
  Gain on sale of assets                             (3,921,355)   (1,741,309)
  Loans originated for sale                        (315,866,638)  (85,561,715)
  Proceeds from sale of loans held for sale         230,613,858   134,011,720
  (Increase) decrease in other assets                (1,195,459)    2,108,595
  Increase in other liabilities                       2,231,203     2,181,056

 Net cash (used in) provided by operating 
  activities                                        (78,650,867)   60,531,536

Cash flows from investing activities

  Redemption of restricted cash                       1,003,495        -
  Purchases of investment securities
   Available-for-sale                                    -         (4,736,872)
  Proceeds from maturities and sales 
   of investment securities
   Available-for-sale                                10,913,301     2,478,010 
   Held-to-maturity                                      -            150,642
  Net increase in loans and lease financing         (14,525,039)  (57,543,936)
  Proceeds from sale of portfolio loans               8,156,400        -
  Purchases of premises and equipment                    -           (225,418)

 Net cash provided by (used in)investing 
  activities                                          5,548,157   (59,877,574)

Cash flows from financing activities

 Net increase(decrease) in deposits                  24,838,171    (8,729,566)
 Net increase(decrease) in short-term
  borrowings                                         64,466,340      (800,000)
 Proceeds from issuance of long-term debt            34,800,078    40,000,000 
 Repayment on long-term debt                        (21,000,000)  (19,000,000)
 Sale of common stock                                    -                300
 Dividends paid                                        (250,112)     (210,150)

Net cash provided by financing activities           102,854,477    11,260,584

Increase in cash and cash equivalents                29,751,767    11,914,546

Cash and cash equivalents, beginning of year         21,689,245    17,150,534

Cash and cash equivalents, end of period          $  51,441,012  $ 29,065,080


                   NATIONAL COOPERATIVE BANK
             CONSOLIDATED STATEMENTS OF CASH FLOWS
                          (Unaudited)




Supplemental schedule of noncash investing and financing activities:

For the six months ended June 30,           1998         1997   

Unrealized gain (loss) on investment
 securities available-for-sale         $   193,518  $   (41,648)

Interest paid                          $21,502,177  $19,962,864

Income taxes paid                      $   600,000  $   705,554

Loans charged off                      $ 1,272,829  $    22,327
<PAGE>

                    NATIONAL COOPERATIVE BANK
               CONDENSED NOTES TO THE CONSOLIDATED
                      FINANCIAL STATEMENTS
                         June 30, 1998
                          (Unaudited)

    The accompanying financial statements have been prepared
without audit and reflect all adjustments (consisting only of
normal recurring adjustments) which were, in the opinion of
management, necessary to a fair statement of the results of the
interim period presented.  Certain information and footnote
disclosures normally included in financial statements prepared in
accordance with generally accepted accounting principles have been
condensed or omitted.  Accordingly, these condensed financial
statements should be read in conjunction with the financial
statements and the notes thereto included in NCB's most current
annual report.  The results of operations for the interim periods
are not necessarily indicative of the results of the entire year.

     Certain reclassifications have been made to the prior-period
amounts to conform with the current year's presentation.

1. Cash, Cash Equivalents and Investment Securities

  As of June 30, 1998, NCB's portfolio of investment securities,
cash and cash equivalents had an average adjusted maturity of 4
years with interest rates in those portfolios varying from 5.00% to
8.38%.
                            Cash and      Investments    Investments
                             Cash          Available-     Held-to-
                           Equivalents      for-Sale      Maturity  

Cash                       $ 4,492,356   $     -         $   -
Federal funds               28,233,011         -             -
Money market securities     18,715,645       676,410         -
Mutual funds                    -          1,472,035         - 
Mortgage-backed securities      -              5,008      1,942,312
Corporate bonds                 -          9,658,051         -
U.S. Treasury and
 Agency obligations             -          9,782,380         -     
Interest-only receivables       -         27,025,754         -     

                           $51,441,012   $48,619,638     $1,942,312
 

   At June 30, 1998, the investments in the available-for-sale
portfolio were recorded at aggregate fair value.  Restricted cash
of $5,906,793 is held by a trustee for the benefit of certificate
holders in the event of loss on certain loans sold in 1993 and
1992, the remaining balance of which totalled $50,493,942 and 
$60,327,747 at June 30, 1998. The restricted cash will become
available to NCB I, Inc., as the principal balance of the
respective loans decreases. The loans sold have original maturities
of ten to fifteen years. On March 25, 1998, $1,003,495 was received
as a reduction of the restricted cash account due to loan
repayments.

 Interest-only receivables substantially pertain to blanket loans
to cooperative housing corporations.

2. Loans and Lease Financing 

 Loans and leases outstanding by category at June 30, 1998 were:

          Commercial loans                 $367,956,858
          Lease financing                    34,876,194
          Real estate loans
           Residential                      455,580,822
           Commercial                         6,874,822

                                           $865,288,696

   At June 30, 1998 and December 31, 1997 loans held for sale were
$275.1 million and $189.1 million, respectively.  

3. Impaired Assets

   Loans that were impaired at June 30, 1998 and 1997 totalled
$4,461,303 and $6,616,343, respectively. The 1998 impaired loans
are comprised of nonaccrual loans and a restructured loan totaling
$3,445,153 and $1,016,150, respectively. The 1997 impaired loans
are comprised of nonaccrual loans and a restructured loan totaling
$5,577,108 and $1,039,235, respectively. A specific allowance of
$886,781 and $1,594,418 has been set aside for these loans at June
30, 1998 and 1997, respectively, as management's best estimate of
their fair value is less than the  recorded investment in the
loans. During 1998 and 1997, the interest collected on the
nonaccrual loans was applied to reduce the outstanding principal.
Interest earned on the restructured loan totalled $47,294 and
$48,333 during the first six months ended June 30, 1998 and 1997,
respectively.
   
   At June 30, 1998  there were no commitments to lend additional
funds to borrowers whose loans are impaired.

   At June 30, 1998 and 1997, NCB had real estate acquired through
foreclosure  of $4,272,020 and $208,338, respectively, which are
classified as other assets.

4. Allowance for Loan Losses

   The following is a summary of the activity in the allowance for
loan losses during the six months ended June 30, 1998:

  Balance at January 1, 1998               $17,638,136
  Provision for loan losses                    782,881
  Charge-offs                               (1,272,829)
  Recoveries of loans previously
   charged-off                                 113,043                          
  Balance at June 30, 1998                 $17,261,231

  The allowance for loan losses as a percentage of average loans
and lease financing at June 30, 1998 was 2.2%.

5.   Statement of Comprehensive Income

  The following is a statement of comprehensive income for the six
months ended June 30, 1998:

  Net income                               $6,187,800
  Other comprehensive income, net of tax:
     Unrealized gains on securities:
        Unrealized holding gains arising 
        during period                         193,517

  Comprehensive income                     $6,381,317
<PAGE>
6. Statement of Changes in Members' Equity

   The following is a summary of the activity in members' equity for the six 
   months ended June 30, 1998:
<TABLE>
     
                                         Retained    Retained                    Total
                              Common     Earnings    Earnings      Unrealized   Members'
                              Stock      Allocated   Unallocated     Gain       Equity  

<S>    <C>        <C> <C>  <C>          <C>         <C>           <C>        <C>
Balance, December 31, 1997 $105,909,249 $ 8,109,931 $17,474,132   $ 340,161  $131,833,473

Net income                       -           -        6,187,800       -         6,187,800

Adjustment to 1996 patronage
  dividends paid in 1997        (71,451)     -             -          -           (71,451)

Other dividends paid             -           -         (250,111)      -          (250,111)

1998 patronage dividends to be
  distributed in cash            -           -       (2,499,839)      -        (2,499,839)
 
Retained in form of equity       -        3,084,772  (3,084,772)      -                 0

Unrealized gain on investment
  securities available-for-
  sale                           -           -             -        193,517       193,517

Balance, June 30, 1998    $105,837,798  $11,194,703 $17,827,210   $ 533,678  $135,393,389

<PAGE>
 
                   NATIONAL COOPERATIVE BANK
              MANAGEMENT'S DISCUSSION AND ANALYSIS
   FOR THE THREE AND SIX MONTHS ENDED JUNE 30, 1998 AND 1997


SUMMARY

  Net income for the six months ended June 30, 1998 of $6.2 million
increased 15.6% compared with $5.4 million for the six months ended
June 30, 1997.  The variance resulted primarily from an increase in
non-interest income of $2.7 million and a decrease in the provision
for loan losses in the amount of $606 thousand which was partially
offset by a $2.5 million increase in non-interest expenses.  For
the three month period, net income declined to $679 thousand from
$1.7 million due primarily to an increase in non-interest expenses.

  Total assets were $980.7 million at June 30, 1998, representing
growth of $111.4 million or 12.8% from $869.3 million at December
31, 1997.  This growth resulted from increases in loan originations
and cash and cash equivalents.

  The return on average total assets was 1.41% for the first six
months of 1998 compared with 1.29% for the same period in 1997. 
The return on average equity for the first six months of 1998 and
1997 was 9.18% and 8.41%, respectively.

NET INTEREST INCOME

  Net interest income slightly decreased .14% or $19 thousand for
the first six months of 1998  compared with the same period a year
ago.  As shown on Table 1, the net interest spread decreased 7
basis points to 2.19% from 2.26% while net interest yield on
interest earning assets was 3.12% and 3.29% for the six months
ended June 30, 1998 and 1997, respectively.

  For the three months ending June 30, 1998, net interest income
decreased 2.5% or $162 thousand from the same period in 1997. As
shown on Table 2A, the decrease was largely due to lower yields on
investments and commercial loans and leases.

  For the six months ended June 30, 1998, interest income increased
3.8% or $1.3 million to $35.3 million from $34.0 million during the
prior year.  As shown on Table 2, the increase was due to increased
volume of real estate loans (most of which were held for sale) and
higher average yield on the commercial loan and lease portfolio.

  For the three months ended June 30, 1998, interest income went
up $807.5 thousand to $17.9 million.  The average rate on interest
earning assets decreased to 8.28% during the three months ended
June 30, 1998 compared with 8.49% in the same period in 1997.  The
increase in interest income was mostly due to a higher average
balance of the interest earning assets for the time period.

  Interest expense increased $1.3 million to $22.0 million for the
six months ended June 30, 1998 compared with $20.7 million for the
same period ended June 30, 1997. The increased interest expense is
largely a result of a higher issuance of notes payable required to
fund loan volume.  The average rate on interest bearing liabilities
decreased 5 basis points to 6.09% compared with 6.14%.  

  For the three month period ended June 30, 1998, interest expense
increased $1.0 million to $11.5 million from $10.5 million a year
ago due to increased warehouse funding.  The average rate on
interest bearing liabilities decreased to 6.20% compared with 6.25%
in the same period in 1997.  


NON-INTEREST INCOME

  Non-interest income for the six months ended June 30, 1998 was
$7.6 million representing an increase of 56.2% or $2.7 million from
$4.9 million for the same period last year. Non-interest income is
composed of gains from sale of loans, servicing fees, origination
fees and advisory fees. The majority of the increase was caused by
increased gains due to a higher amount of assets sold to the
secondary market. Assets sold were $239.7 million and $133.2
million for the first six months of 1998 and 1997, respectively.

  The gain on sale of blanket mortgages and share loans was $3.9
million in the first half of 1998 compared with $1.7 million in the
same period in 1997.  For the six months ended June 30, 1998 and
1997, NCB earned servicing income of $1.3 million and $1.1 million,
respectively based on loans serviced for others of $1.5 billion and
$1.2 billion at June 30, 1998 and 1997, respectively. Other income
increased 20.3% to $2.4 million for the six-month period ended June
30, 1998 compared with $2.0 million for the same period in 1997.
The majority of other income is related to commercial line of
business activities.

  For the three month period ended June 30, non-interest income
increased by $270.7 thousand from $1.8 million at June 30, 1997 to
$2.1 million for the same period in the current year. The majority
of the increase was related to advisory fees received during the
second quarter of 1998.

  No material changes in NCB's market risk profile occurred from
December 31, 1997 to June 30, 1998.

NON-INTEREST EXPENSES

  Non-interest expenses for the six months ended June 30, 1998
increased 23.8%  to $13.2 million from $10.7 million for the six
months ended June 30, 1997. Compensation and benefits, representing
59.3% and the largest component of non-interest expenses, increased
37.4% or $2.1 million.  The increase was due to a higher employee
base at the start of 1998 and higher bonus accruals for the current
period compared with 1997. Contractual services, occupancy and
equipment and other expenses had a total increase of $664.2
thousand or 14.1% from $4.7 million for the six months ended June
30, 1997 to $5.4 million for the same period this year. The
majority of the variance was caused by increases in corporate
marketing and development, office space rent and equipment and
technology costs.  Non-interest expenses, excluding the voluntary
contribution to NCB Development Corporation,  increased slightly as
a percentage of average assets to 1.5% for the six months ended
June 30, 1998 from 1.3% for the six months ended June 30, 1997.

  For the three months ended June 30, 1998, non-interest expenses
increased $1.4 million or 25.3% to $7.0 million from $5.6 million
for the same period in 1997.  The increase was primarily
attibutable to the timing of new hires and higher bonus accruals.
<PAGE>
Table 1
Rate Related Assets and Liabilities
(dollars in thousands)
                                           Six Months Ended June 30,
ASSETS                                1998                      1997           
                     
                           Average   Income/  Yields/ Average   Income/  Yields/
                           Balance   Expense   Rates  Balance   Expense  Rates

Interest earning assets
 Real estate loans        $395,449   $16,498   8.34%  $346,845  $15,154  8.74%
 Commercial loans
  and leases               357,019    15,759   8.83%   370,954   15,734  8.48%
 
 Total loans and leases    752,468    32,257   8.57%   717,799   30,888  8.61%

 Investment securities
  and cash equivalents      99,367     3,015   6.07%    91,402    3,106  6.80%

 Total interest earning
  assets                   851,835    35,272   8.28%   809,201   33,994  8.40%

Allowance for loan losses  (17,865)                    (16,197)

Non-interest earning assets

 Cash                        2,636                       5,376
 Other assets               39,799                      29,375
 Total non-interest  
  earning assets            42,435                      34,751

 Total assets             $876,405                    $827,755

LIABILITIES AND MEMBERS' EQUITY

Interest bearing liabilities
 Subordinated debt        $182,542    5,449  5.97%    $182,542    5,167  5.66%
 Notes payable             449,380   14,411  6.41%     405,611   13,501  6.66%
 Deposits                   89,624    2,122  4.74%      85,307    2,017  4.73%

 Total interest bearing
  liabilities              721,546   21,982  6.09%     673,460   20,685  6.14%

Other liabilities           20,108                      26,999
Members' equity            134,751                     127,296
 Total liabilities and
   members' equity        $876,405                    $827,755

Net interest earning 
  assets                  $130,289                    $135,741                  
Net interest revenues                                     
  and spread                       $13,290  2.19%               $13,309  2.26%
Net yield on 
 interest earning assets                    3.12%                        3.29%


Table 1A
Rate Related Assets and Liabilities
(dollars in thousands)
                                  Three Months Ended June 30,
ASSETS                           1998                       1997          
                                    
                           Average   Income/  Yields/ Average   Income/  Yields/
                           Balance   Expense  Rates   Balance   Expense  Rates

Interest earning assets
 Real estate loans         $398,570  $ 8,209  8.24%  $353,275   $ 7,364  8.34%
 Commercial loans
   and leases               371,659    8,186  8.81%   360,997     8,153  9.03%

 Total loans and leases     770,229   16,395  8.51%   714,272    15,517  8.69%
   
 Investment securities
  and cash equivalents       94,540    1,500  6.35%    90,857     1,571  6.92%

 Total interest earning
  assets                    864,769   17,895  8.28%   805,129    17,088  8.49%

Allowance for loan losses   (17,827)                  (16,620)

Non-interest earning assets
 
 Cash                         3,215                     6,584
 Other assets                48,602                    27,994       
 Total non-interest 
  earning assets             51,817                    34,578

 Total assets              $898,759                  $823,087

LIABILITIES AND MEMBERS' EQUITY

Interest bearing liabilities
 Subordinated debt         $182,542    2,767  6.06%  $182,542    2,619   5.74%
 Notes payable              468,521    7,561  6.46%   402,500    6,886   6.84%
 Deposits                    88,250    1,131  5.13%    86,243      984   4.56%

 Total interest bearing
  liabilities               739,313   11,459  6.20%   671,285   10,489   6.25%

Other liabilities            24,022                    24,708
Members' equity             135,424                   127,094
 Total liabilities and
   members' equity         $898,759                  $823,087

Net interest earning
 assets                    $125,456                  $133,844
Net interest revenues and                                 
 spread                              $ 6,436  2.08%           $ 6,599    2.24%
Net yield on 
 interest earning assets                      2.98%                      3.28%

<PAGE>
Table 2
Change in Net Interest Income
(dollars in thousands)

For the six months ended June 30, 1998 compared to 1997        

                              Increase (decrease) due to changes in:

                               Average    Average
                               Volume*     Yield        Net** 
Interest Income

Cash equivalents and 
 investment securities         $  258     $ (349)    $  (91)
Commercial loans and leases      (603)       628         25
Real estate loans               2,051       (707)     1,344
 
 Total interest income          1,706       (428)     1,278

Interest Expense

Deposits                          102          3        105 
Notes payable                   1,417       (508)       909
Subordinated debt                   0        283        283

 Total interest expense         1,519       (222)     1,297

Net interest income            $  187     $ (206)    $  (19)



*  Average monthly balances
** Changes in interest income and interest expense due to changes
  in rate and volume have been allocated to "change in average  
  volume" and "change in average rate" in proportion to the 
  absolute dollar amounts in each.

<PAGE>
Table 2A
Change in Net Interest Income
(dollars in thousands)

For the three months ended June 30, 1998 compared to 1997

       
                              Increase (decrease) due to changes in:

                                Average   Average
                                Volume*   Yield        Net**  
Interest Income

Cash equivalents and 
 investment securities        $   62      $ (133)    $  (71)
Commercial loans and leases      238        (205)        33
Real estate loans                933         (88)       845
 
 Total interest income         1,233        (426)       807

Interest Expense

Deposits                          23         124        147
Notes payable                  1,081        (406)       675
Subordinated debt                  0         148        148

 Total interest expense        1,104        (134)       970

Net interest income           $  129      $ (292)    $ (163)


* Average monthly balances
**Changes in interest income and interest expense due to changes 
 in rate and volume have been allocated to "change in average  
 volume" and "change in average rate" in proportion to the 
 absolute dollar amounts in each.

<PAGE>
PROVISION FOR INCOME TAXES

 The federal income tax provision is determined on the basis of
non-member income generated by NCB Savings Bank, FSB and reserves
set aside for the retirement of Class A notes and dividends on
Class C stock. NCB's subsidiaries are also subject to varying
levels of state taxation.  The income tax provision for the six
months ended June 30, 1998 was $669.9 thousand compared with the
prior year's provision of $739.5 thousand.

CASH, CASH EQUIVALENTS AND INVESTMENT SECURITIES

 Cash, cash equivalents and investment securities at June 30, 1998
increased $16.1 million or 17.6% from $91.8 million at year-end
1997 due to growth in deposits.  As a percentage of interest
earning assets, cash, cash equivalents and investment securities
increased to 11.1% at June 30, 1998  from 10.6% at December 31,
1997.

ALLOWANCE FOR LOAN LOSSES

 The allowance for loan losses at June 30, 1998 decreased 2.1% to
$17.3 million from $17.6 million at December 31, 1997.  The
allowance during the period was impacted by loans charged-off of
$1.3 million, recoveries of loans previously charged-off amounting
to $113 thousand, and the provision of $783 thousand. Overall,
credit quality was strong and improving.  NCB's provision for loan
losses as a percentage of average loans and leases outstanding
decreased to .2% at June 30, 1998 compared with .4% for the same
period in 1997.       

 The loan loss allowance as a percentage of average loans and
leases remained flat at 2.3% on June 30, 1998 and December 31,
1997. Management considers the current allowance to be adequate to
absorb known and inherent risks in the loan portfolio.

 As shown in Table 3,  total impaired assets (restructured, non-
accruing loans and real estate owned) decreased  from $9.2 million
at December 31, 1997 to $8.7 million at June 30, 1998.  The
decrease was caused by the sale of various parcels of foreclosed
real estate which was partially offset by an increase in non-
accruing loans. Impaired assets as a percentage of loans and leases
outstanding plus real estate owned were 1.0% at June 30, 1998
compared with 1.2% at year-end 1997.  The allowance for loan losses
as a percentage of impaired assets increased to 197.6% at June 30, 
1998 from 192.2% at December 31, 1997.



<PAGE>
TABLE 3
Impaired Assets
(dollars in thousands)

                      June 30,  March 31, Dec. 31, Sept. 30, June 30,
                        1998      1998      1997     1997      1997   


Real estate owned     $4,272    $ 5,068  $5,114    $ 5,545   $  208
 
Non-accruing           3,445      5,738   3,030      3,801    5,577

Restructured           1,016      1,022   1,027      1,032    1,039

Total                 $8,733    $11,828  $9,171    $10,378   $6,824
<PAGE>
INTEREST BEARING LIABILITIES

Interest bearing liabilities
(dollars in thousands)
                              
                     6/30/98        12/31/97      % Change

Deposits            $108,664        $ 83,826       29.6%                        
Short-term debt      307,587         243,121       26.5%                        
Long-term debt       218,614         204,793        6.7%                        
Subordinated debt    182,744         182,785        0.0%

 Total              $817,609        $714,525       14.4%

    Interest bearing liabilities increased 14.4% to $817.6 million at
June 30, 1998 from $714.5 million at December 31, 1997.

    For the first six months of 1998, deposits at NCB Saving Bank,
FSB increased 29.6% to $108.7 million from $83.8 million at year-
end 1997. The growth was attributable to aggressive campaign to
attract local and national deposit accounts and cooperative
customers. Average maturity of the certificates of deposits is 15.4
months. Funds generated by the increased deposit activity were used
to originate single-family loans and increase  liquidity.

    At June 30, 1998, total short-term and long-term borrowings
(including the subordinated debt) increased 12.4% from year-end
1997. Proceeds from the borrowings were used predominantly to fund
growth in warehoused loans. NCB had approximately $307.6 million
outstanding on its short-term facilities at June 30, 1998. Included
in the short-term borrowings were revolving lines of credit of $214
million; commercial paper program with a face value of $60 million
and $33.7 million in borrowings from an affiliate and cooperative
customers. Long term debt increased 6.7% from year-end 1997 due to
the issuance of an additional $14.0 million under the new medium-
term note program.  Unused capacities under the short term and long
term facilities of approximately $92.3 million and $73.0 million,
respectively, are sufficient to meet anticipated commitments during
1998.
<PAGE>

Part II Other Information


Item 2. Changes in Securities

 (c)  During the period covered by this report, NCB sold three
shares of its Class C stock without registration under the
Securities Act of 1933 (the "1933 Act") in reliance on the exemption
from registration provided by section 4 (2) of the 1933 Act. The
stock was sold for $100 a share in cash without any underwriting
discounts or commissions to cooperative organizations eligible to
obtain loans from NCB. The stock was not offered to the general
public; the purchasers had access to essentially the same
information that would be contained in a registration statement and
had the capability to evaluate the merits of such an investment.

Item 6. Exhibits 

 The following exhibits are filed as part of this report:

      Exhibit 10.15 - First Amendment to Third Amended and 
      Restated Loan Agreement with Fleet Bank as Agent
 
      Exhibit 27 - Financial Data Schedule

 <PAGE>
                           SIGNATURE
                                
                                
 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 CONSUMER COOPERATIVE BANK    

Date:                              

                                  By:/s/ Richard L. Reed                      
                                     Richard L. Reed, 
                                     Managing Director,
                                     Chief Financial Officer



                                  By:/s/ Marietta J. Orcino
                                     Marietta J. Orcino
                                     Vice President, 
                                     Tax & Regulatory Compliance
                                     


</TABLE>
[{"type": "10-Q", "sequence": "1", "secsgml_size_bytes": 38222}]
{"company-data": {"conformed-name": "NATIONAL CONSUMER COOPERATIVE BANK /DC/", "cik": "0000356801", "assigned-sic": "6141", "irs-number": "521157795", "state-of-incorporation": "DC", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "10-Q", "act": "34", "file-number": "002-99779", "film-number": "98684869"}, "business-address": {"street1": "1401 EYE ST N W", "city": "WASHINGTON", "state": "DC", "zip": "20005", "phone": "2023367731"}, "mail-address": {"street1": "1401 EYE ST NW", "city": "WASHINGTON", "state": "DC", "zip": "20005"}, "former-company": [{"former-conformed-name": "NATIONAL COOPERATIVE BANK", "date-changed": "19890808"}, {"former-conformed-name": "NATIONAL CONSUMER COOPERATIVE BANK", "date-changed": "19880804"}]}
FORM 10-Q
               SECURITIES AND EXCHANGE COMMISSION
                     Washington, D.C. 20549
                                 
            QUARTERLY REPORT UNDER SECTION 13 or 15(d)
              OF THE SECURITIES EXCHANGE ACT OF 1934

   For the quarter ended June 30, 1998 Commission file number 
   2-99779

                         

               National Consumer Cooperative Bank           
      (Exact name of registrant as specified in its charter)

    United States of America                   52-1157795       
 (12 U.S.C. Section 3001 et seq.)           (I.R.S. Employer    
 (State or other jurisdiction of             Identification No.)
  incorporation or organization)                                

     1401 Eye Street, NW, Suite 700, Washington, D.C.  20005
              (Address of principal executive offices)

 Registrant's telephone number, including area code (202)336-7700

     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 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________.

     Indicate the number of shares outstanding of each of the
issuer's classes of common stock, as of the latest practicable
date.
                                     Outstanding at June 30, 1998

     Class C                                      219,022
(Common stock, $100.00 par value)                              

     Class B                                      839,353
(Common stock, $100.00 par value)                     

     Class D                                           3
(Common stock, $100.00 par value)
National Consumer Cooperative Bank 

            (doing business as National Cooperative Bank)
                          and Subsidiaries

                              INDEX

PART I  FINANCIAL INFORMATION                            Page No.

Item 1    Consolidated balance sheets - 
          June 30, 1998 and December 31, 1997........       3

          Consolidated statements of income - for  
          the three and six months ended June 30, 1998
          and 1997....................................      4

          Consolidated statements of cash flows - for 
          the six months ended June 30, 1998 and
          1997........................................      5-6
    
          Condensed notes to the consolidated 
          financial statements - June 30, 1998........      7-10

Item 2    Management's discussion and analysis of 
          financial condition and results of operations 
          - for the three and six months ended June 30,
          1998 and 1997................................     11-21

PART II OTHER INFORMATION

Item 2    Changes in Securities.........................    22

Item 6    Exhibits .....................................    22
          
          Exhibit 10.15 - First Amendment to Third Amended and 
          Restated Loan Agreement with Fleet Bank as Agent
     
          Exhibit 27 - Financial Data Schedule
NATIONAL COOPERATIVE BANK
                  CONSOLIDATED BALANCE SHEETS
              June 30, 1998 and December 31, 1997
                          (Unaudited)
                                         June 30,     December 31,           
                                          1998            1997    
Assets
Cash and cash equivalents             $ 51,441,012   $ 21,689,245   
Restricted cash                          5,906,793      6,884,572
Investment securities
   Available-for-sale                   48,619,638     61,268,440
   Held-to-maturity                      1,942,312      1,942,312

Loans and lease financing              590,191,044    584,635,993
Loans held for sale                    275,097,652    189,132,330
   Less: Allowance for loan losses     (17,261,231)   (17,638,136)
                                       848,027,465    756,130,187

Other assets                            24,765,527     21,389,059

   Total assets                       $980,702,747   $869,303,815           

Liabilities and Members' Equity
Liabilities
Deposits                              $108,664,150   $ 83,825,979
Patronage dividends payable in cash      8,396,613      5,872,708
Other liabilities                       19,303,475     17,072,271
Borrowings
   Short-term                          307,586,947    243,120,607
   Long-term                           218,614,206    204,793,392
                                       526,201,153    447,913,999

   Subordinated debt                   182,743,967    182,785,385

   Total borrowings                    708,945,120    630,699,384

   Total liabilities                   845,309,358    737,470,342
                                                   
Members' equity
Common stock
   Class B                              83,935,265     84,004,502
   Class C                              21,902,233     21,904,447
   Class D                                     300            300
Retained earnings
   Allocated                            11,194,703      8,109,931
   Unallocated                          17,827,210     17,474,132  

Unrealized gain on investment 
     securities available-for-sale         533,678        340,161 

   Total members' equity               135,393,389    131,833,473
   Total liabilities and members' 
   equity                             $980,702,747   $869,303,815
NATIONAL COOPERATIVE BANK
               CONSOLIDATED STATEMENTS OF INCOME
                          (Unaudited)
                                
                              Six Months Ended         Three Months Ended
                                  June 30,                  June 30,
                               1998         1997        1998         1997   
Interest income              
 Loans and lease financing $32,257,380  $30,888,106  $16,395,484  $15,516,939
 Investment securities       3,014,790    3,105,894    1,500,049    1,571,061   

  Total interest income     35,272,170   33,994,000   17,895,533   17,088,000

Interest expense
 Deposits                    2,122,364    2,017,134    1,131,042      984,181
 Short-term borrowings       6,689,079    5,625,341    3,567,391    2,734,477
 Long-term debt, other 
  borrowings and 
  subordinated debt         13,170,918   13,042,669    6,760,332    6,770,374

   Total interest expense   21,982,361   20,685,144   11,458,765   10,489,032
   
   Net interest income      13,289,809   13,308,856    6,436,768    6,598,968

Provision for loan losses      782,881    1,389,000      430,002      687,000
   Net interest income after 
   provision for losses     12,506,928   11,919,856    6,006,766    5,911,968

Non-interest income                         
 Gain on sale of loans       3,921,355    1,741,309      291,233      332,882
 Loan and deposit 
   servicing fees            1,252,183    1,111,943      638,218      556,747
 Other                       2,403,555    1,998,748    1,124,211      893,371
    Total non-interest 
    income                   7,577,093    4,852,000    2,053,662    1,783,000

Non-interest expenses
 Compensation and 
   employee benefits         7,840,291    5,708,107    4,021,268    3,016,036
 Contractual services        1,938,536    1,726,286    1,021,556      883,067
 Occupancy and equipment     2,133,897    1,887,376    1,184,866      935,968
 Contribution to NCB
   Development Corporation           0      250,000            0      125,000
 Other                       1,313,623    1,108,170      776,532      628,479
 Total non-interest
  expenses                  13,226,347   10,679,939    7,004,222    5,588,550

Income before income taxes   6,857,674    6,091,917    1,056,206    2,106,418

Provision for income taxes     669,874      739,532      377,341      402,385

Net income                 $ 6,187,800  $ 5,352,385  $   678,865  $ 1,704,033

Distribution of net income 
 Patronage dividends       $ 6,187,800  $ 5,352,385  $   678,865  $ 1,704,033
 Retained earnings                                                              
                           $ 6,187,800  $ 5,352,385  $   678,865  $ 1,704,033

                   NATIONAL COOPERATIVE BANK
             CONSOLIDATED STATEMENTS OF CASH FLOWS
                          (Unaudited)

For the six months ended June 30,                        1998         1997     

Cash flows from operating activities
Net income                                        $   6,187,800  $  5,352,385
 
Adjustments to reconcile net income to net 
 cash (used in) provided by operating activities

  Provision for loan losses                             782,881     1,389,000 
  Depreciation and amortization                       2,516,843     2,791,804 
  Gain on sale of assets                             (3,921,355)   (1,741,309)
  Loans originated for sale                        (315,866,638)  (85,561,715)
  Proceeds from sale of loans held for sale         230,613,858   134,011,720
  (Increase) decrease in other assets                (1,195,459)    2,108,595
  Increase in other liabilities                       2,231,203     2,181,056

 Net cash (used in) provided by operating 
  activities                                        (78,650,867)   60,531,536

Cash flows from investing activities

  Redemption of restricted cash                       1,003,495        -
  Purchases of investment securities
   Available-for-sale                                    -         (4,736,872)
  Proceeds from maturities and sales 
   of investment securities
   Available-for-sale                                10,913,301     2,478,010 
   Held-to-maturity                                      -            150,642
  Net increase in loans and lease financing         (14,525,039)  (57,543,936)
  Proceeds from sale of portfolio loans               8,156,400        -
  Purchases of premises and equipment                    -           (225,418)

 Net cash provided by (used in)investing 
  activities                                          5,548,157   (59,877,574)

Cash flows from financing activities

 Net increase(decrease) in deposits                  24,838,171    (8,729,566)
 Net increase(decrease) in short-term
  borrowings                                         64,466,340      (800,000)
 Proceeds from issuance of long-term debt            34,800,078    40,000,000 
 Repayment on long-term debt                        (21,000,000)  (19,000,000)
 Sale of common stock                                    -                300
 Dividends paid                                        (250,112)     (210,150)

Net cash provided by financing activities           102,854,477    11,260,584

Increase in cash and cash equivalents                29,751,767    11,914,546

Cash and cash equivalents, beginning of year         21,689,245    17,150,534

Cash and cash equivalents, end of period          $  51,441,012  $ 29,065,080

                   NATIONAL COOPERATIVE BANK
             CONSOLIDATED STATEMENTS OF CASH FLOWS
                          (Unaudited)

Supplemental schedule of noncash investing and financing activities:

For the six months ended June 30,           1998         1997   

Unrealized gain (loss) on investment
 securities available-for-sale         $   193,518  $   (41,648)

Interest paid                          $21,502,177  $19,962,864

Income taxes paid                      $   600,000  $   705,554

Loans charged off                      $ 1,272,829  $    22,327
NATIONAL COOPERATIVE BANK
               CONDENSED NOTES TO THE CONSOLIDATED
                      FINANCIAL STATEMENTS
                         June 30, 1998
                          (Unaudited)

    The accompanying financial statements have been prepared
without audit and reflect all adjustments (consisting only of
normal recurring adjustments) which were, in the opinion of
management, necessary to a fair statement of the results of the
interim period presented.  Certain information and footnote
disclosures normally included in financial statements prepared in
accordance with generally accepted accounting principles have been
condensed or omitted.  Accordingly, these condensed financial
statements should be read in conjunction with the financial
statements and the notes thereto included in NCB's most current
annual report.  The results of operations for the interim periods
are not necessarily indicative of the results of the entire year.

     Certain reclassifications have been made to the prior-period
amounts to conform with the current year's presentation.

1. Cash, Cash Equivalents and Investment Securities

  As of June 30, 1998, NCB's portfolio of investment securities,
cash and cash equivalents had an average adjusted maturity of 4
years with interest rates in those portfolios varying from 5.00% to
8.38%.
                            Cash and      Investments    Investments
                             Cash          Available-     Held-to-
                           Equivalents      for-Sale      Maturity  

Cash                       $ 4,492,356   $     -         $   -
Federal funds               28,233,011         -             -
Money market securities     18,715,645       676,410         -
Mutual funds                    -          1,472,035         - 
Mortgage-backed securities      -              5,008      1,942,312
Corporate bonds                 -          9,658,051         -
U.S. Treasury and
 Agency obligations             -          9,782,380         -     
Interest-only receivables       -         27,025,754         -     

                           $51,441,012   $48,619,638     $1,942,312
 

   At June 30, 1998, the investments in the available-for-sale
portfolio were recorded at aggregate fair value.  Restricted cash
of $5,906,793 is held by a trustee for the benefit of certificate
holders in the event of loss on certain loans sold in 1993 and
1992, the remaining balance of which totalled $50,493,942 and 
$60,327,747 at June 30, 1998. The restricted cash will become
available to NCB I, Inc., as the principal balance of the
respective loans decreases. The loans sold have original maturities
of ten to fifteen years. On March 25, 1998, $1,003,495 was received
as a reduction of the restricted cash account due to loan
repayments.

 Interest-only receivables substantially pertain to blanket loans
to cooperative housing corporations.

2. Loans and Lease Financing 

 Loans and leases outstanding by category at June 30, 1998 were:

          Commercial loans                 $367,956,858
          Lease financing                    34,876,194
          Real estate loans
           Residential                      455,580,822
           Commercial                         6,874,822

                                           $865,288,696

   At June 30, 1998 and December 31, 1997 loans held for sale were
$275.1 million and $189.1 million, respectively.  

3. Impaired Assets

   Loans that were impaired at June 30, 1998 and 1997 totalled
$4,461,303 and $6,616,343, respectively. The 1998 impaired loans
are comprised of nonaccrual loans and a restructured loan totaling
$3,445,153 and $1,016,150, respectively. The 1997 impaired loans
are comprised of nonaccrual loans and a restructured loan totaling
$5,577,108 and $1,039,235, respectively. A specific allowance of
$886,781 and $1,594,418 has been set aside for these loans at June
30, 1998 and 1997, respectively, as management's best estimate of
their fair value is less than the  recorded investment in the
loans. During 1998 and 1997, the interest collected on the
nonaccrual loans was applied to reduce the outstanding principal.
Interest earned on the restructured loan totalled $47,294 and
$48,333 during the first six months ended June 30, 1998 and 1997,
respectively.
   
   At June 30, 1998  there were no commitments to lend additional
funds to borrowers whose loans are impaired.

   At June 30, 1998 and 1997, NCB had real estate acquired through
foreclosure  of $4,272,020 and $208,338, respectively, which are
classified as other assets.

4. Allowance for Loan Losses

   The following is a summary of the activity in the allowance for
loan losses during the six months ended June 30, 1998:

  Balance at January 1, 1998               $17,638,136
  Provision for loan losses                    782,881
  Charge-offs                               (1,272,829)
  Recoveries of loans previously
   charged-off                                 113,043                          
  Balance at June 30, 1998                 $17,261,231

  The allowance for loan losses as a percentage of average loans
and lease financing at June 30, 1998 was 2.2%.

5.   Statement of Comprehensive Income

  The following is a statement of comprehensive income for the six
months ended June 30, 1998:

  Net income                               $6,187,800
  Other comprehensive income, net of tax:
     Unrealized gains on securities:
        Unrealized holding gains arising 
        during period                         193,517

  Comprehensive income                     $6,381,317
6. Statement of Changes in Members' Equity

   The following is a summary of the activity in members' equity for the six 
   months ended June 30, 1998:

     
                                         Retained    Retained                    Total
                              Common     Earnings    Earnings      Unrealized   Members'
                              Stock      Allocated   Unallocated     Gain       Equity
Balance, December 31, 1997 $105,909,249 $ 8,109,931 $17,474,132   $ 340,161  $131,833,473

Net income                       -           -        6,187,800       -         6,187,800

Adjustment to 1996 patronage
  dividends paid in 1997        (71,451)     -             -          -           (71,451)

Other dividends paid             -           -         (250,111)      -          (250,111)

1998 patronage dividends to be
  distributed in cash            -           -       (2,499,839)      -        (2,499,839)
 
Retained in form of equity       -        3,084,772  (3,084,772)      -                 0

Unrealized gain on investment
  securities available-for-
  sale                           -           -             -        193,517       193,517

Balance, June 30, 1998    $105,837,798  $11,194,703 $17,827,210   $ 533,678  $135,393,389
NATIONAL COOPERATIVE BANK
              MANAGEMENT'S DISCUSSION AND ANALYSIS
   FOR THE THREE AND SIX MONTHS ENDED JUNE 30, 1998 AND 1997

SUMMARY

  Net income for the six months ended June 30, 1998 of $6.2 million
increased 15.6% compared with $5.4 million for the six months ended
June 30, 1997.  The variance resulted primarily from an increase in
non-interest income of $2.7 million and a decrease in the provision
for loan losses in the amount of $606 thousand which was partially
offset by a $2.5 million increase in non-interest expenses.  For
the three month period, net income declined to $679 thousand from
$1.7 million due primarily to an increase in non-interest expenses.

  Total assets were $980.7 million at June 30, 1998, representing
growth of $111.4 million or 12.8% from $869.3 million at December
31, 1997.  This growth resulted from increases in loan originations
and cash and cash equivalents.

  The return on average total assets was 1.41% for the first six
months of 1998 compared with 1.29% for the same period in 1997. 
The return on average equity for the first six months of 1998 and
1997 was 9.18% and 8.41%, respectively.

NET INTEREST INCOME

  Net interest income slightly decreased .14% or $19 thousand for
the first six months of 1998  compared with the same period a year
ago.  As shown on Table 1, the net interest spread decreased 7
basis points to 2.19% from 2.26% while net interest yield on
interest earning assets was 3.12% and 3.29% for the six months
ended June 30, 1998 and 1997, respectively.

  For the three months ending June 30, 1998, net interest income
decreased 2.5% or $162 thousand from the same period in 1997. As
shown on Table 2A, the decrease was largely due to lower yields on
investments and commercial loans and leases.

  For the six months ended June 30, 1998, interest income increased
3.8% or $1.3 million to $35.3 million from $34.0 million during the
prior year.  As shown on Table 2, the increase was due to increased
volume of real estate loans (most of which were held for sale) and
higher average yield on the commercial loan and lease portfolio.

  For the three months ended June 30, 1998, interest income went
up $807.5 thousand to $17.9 million.  The average rate on interest
earning assets decreased to 8.28% during the three months ended
June 30, 1998 compared with 8.49% in the same period in 1997.  The
increase in interest income was mostly due to a higher average
balance of the interest earning assets for the time period.

  Interest expense increased $1.3 million to $22.0 million for the
six months ended June 30, 1998 compared with $20.7 million for the
same period ended June 30, 1997. The increased interest expense is
largely a result of a higher issuance of notes payable required to
fund loan volume.  The average rate on interest bearing liabilities
decreased 5 basis points to 6.09% compared with 6.14%.  

  For the three month period ended June 30, 1998, interest expense
increased $1.0 million to $11.5 million from $10.5 million a year
ago due to increased warehouse funding.  The average rate on
interest bearing liabilities decreased to 6.20% compared with 6.25%
in the same period in 1997.  

NON-INTEREST INCOME

  Non-interest income for the six months ended June 30, 1998 was
$7.6 million representing an increase of 56.2% or $2.7 million from
$4.9 million for the same period last year. Non-interest income is
composed of gains from sale of loans, servicing fees, origination
fees and advisory fees. The majority of the increase was caused by
increased gains due to a higher amount of assets sold to the
secondary market. Assets sold were $239.7 million and $133.2
million for the first six months of 1998 and 1997, respectively.

  The gain on sale of blanket mortgages and share loans was $3.9
million in the first half of 1998 compared with $1.7 million in the
same period in 1997.  For the six months ended June 30, 1998 and
1997, NCB earned servicing income of $1.3 million and $1.1 million,
respectively based on loans serviced for others of $1.5 billion and
$1.2 billion at June 30, 1998 and 1997, respectively. Other income
increased 20.3% to $2.4 million for the six-month period ended June
30, 1998 compared with $2.0 million for the same period in 1997.
The majority of other income is related to commercial line of
business activities.

  For the three month period ended June 30, non-interest income
increased by $270.7 thousand from $1.8 million at June 30, 1997 to
$2.1 million for the same period in the current year. The majority
of the increase was related to advisory fees received during the
second quarter of 1998.

  No material changes in NCB's market risk profile occurred from
December 31, 1997 to June 30, 1998.

NON-INTEREST EXPENSES

  Non-interest expenses for the six months ended June 30, 1998
increased 23.8%  to $13.2 million from $10.7 million for the six
months ended June 30, 1997. Compensation and benefits, representing
59.3% and the largest component of non-interest expenses, increased
37.4% or $2.1 million.  The increase was due to a higher employee
base at the start of 1998 and higher bonus accruals for the current
period compared with 1997. Contractual services, occupancy and
equipment and other expenses had a total increase of $664.2
thousand or 14.1% from $4.7 million for the six months ended June
30, 1997 to $5.4 million for the same period this year. The
majority of the variance was caused by increases in corporate
marketing and development, office space rent and equipment and
technology costs.  Non-interest expenses, excluding the voluntary
contribution to NCB Development Corporation,  increased slightly as
a percentage of average assets to 1.5% for the six months ended
June 30, 1998 from 1.3% for the six months ended June 30, 1997.

  For the three months ended June 30, 1998, non-interest expenses
increased $1.4 million or 25.3% to $7.0 million from $5.6 million
for the same period in 1997.  The increase was primarily
attibutable to the timing of new hires and higher bonus accruals.
Table 1
Rate Related Assets and Liabilities
(dollars in thousands)
                                           Six Months Ended June 30,
ASSETS                                1998                      1997           
                     
                           Average   Income/  Yields/ Average   Income/  Yields/
                           Balance   Expense   Rates  Balance   Expense  Rates

Interest earning assets
 Real estate loans        $395,449   $16,498   8.34%  $346,845  $15,154  8.74%
 Commercial loans
  and leases               357,019    15,759   8.83%   370,954   15,734  8.48%
 
 Total loans and leases    752,468    32,257   8.57%   717,799   30,888  8.61%

 Investment securities
  and cash equivalents      99,367     3,015   6.07%    91,402    3,106  6.80%

 Total interest earning
  assets                   851,835    35,272   8.28%   809,201   33,994  8.40%

Allowance for loan losses  (17,865)                    (16,197)

Non-interest earning assets

 Cash                        2,636                       5,376
 Other assets               39,799                      29,375
 Total non-interest  
  earning assets            42,435                      34,751

 Total assets             $876,405                    $827,755

LIABILITIES AND MEMBERS' EQUITY

Interest bearing liabilities
 Subordinated debt        $182,542    5,449  5.97%    $182,542    5,167  5.66%
 Notes payable             449,380   14,411  6.41%     405,611   13,501  6.66%
 Deposits                   89,624    2,122  4.74%      85,307    2,017  4.73%

 Total interest bearing
  liabilities              721,546   21,982  6.09%     673,460   20,685  6.14%

Other liabilities           20,108                      26,999
Members' equity            134,751                     127,296
 Total liabilities and
   members' equity        $876,405                    $827,755

Net interest earning 
  assets                  $130,289                    $135,741                  
Net interest revenues                                     
  and spread                       $13,290  2.19%               $13,309  2.26%
Net yield on 
 interest earning assets                    3.12%                        3.29%

Table 1A
Rate Related Assets and Liabilities
(dollars in thousands)
                                  Three Months Ended June 30,
ASSETS                           1998                       1997          
                                    
                           Average   Income/  Yields/ Average   Income/  Yields/
                           Balance   Expense  Rates   Balance   Expense  Rates

Interest earning assets
 Real estate loans         $398,570  $ 8,209  8.24%  $353,275   $ 7,364  8.34%
 Commercial loans
   and leases               371,659    8,186  8.81%   360,997     8,153  9.03%

 Total loans and leases     770,229   16,395  8.51%   714,272    15,517  8.69%
   
 Investment securities
  and cash equivalents       94,540    1,500  6.35%    90,857     1,571  6.92%

 Total interest earning
  assets                    864,769   17,895  8.28%   805,129    17,088  8.49%

Allowance for loan losses   (17,827)                  (16,620)

Non-interest earning assets
 
 Cash                         3,215                     6,584
 Other assets                48,602                    27,994       
 Total non-interest 
  earning assets             51,817                    34,578

 Total assets              $898,759                  $823,087

LIABILITIES AND MEMBERS' EQUITY

Interest bearing liabilities
 Subordinated debt         $182,542    2,767  6.06%  $182,542    2,619   5.74%
 Notes payable              468,521    7,561  6.46%   402,500    6,886   6.84%
 Deposits                    88,250    1,131  5.13%    86,243      984   4.56%

 Total interest bearing
  liabilities               739,313   11,459  6.20%   671,285   10,489   6.25%

Other liabilities            24,022                    24,708
Members' equity             135,424                   127,094
 Total liabilities and
   members' equity         $898,759                  $823,087

Net interest earning
 assets                    $125,456                  $133,844
Net interest revenues and                                 
 spread                              $ 6,436  2.08%           $ 6,599    2.24%
Net yield on 
 interest earning assets                      2.98%                      3.28%
Table 2
Change in Net Interest Income
(dollars in thousands)

For the six months ended June 30, 1998 compared to 1997        

                              Increase (decrease) due to changes in:

                               Average    Average
                               Volume*     Yield        Net** 
Interest Income

Cash equivalents and 
 investment securities         $  258     $ (349)    $  (91)
Commercial loans and leases      (603)       628         25
Real estate loans               2,051       (707)     1,344
 
 Total interest income          1,706       (428)     1,278

Interest Expense

Deposits                          102          3        105 
Notes payable                   1,417       (508)       909
Subordinated debt                   0        283        283

 Total interest expense         1,519       (222)     1,297

Net interest income            $  187     $ (206)    $  (19)

*  Average monthly balances
** Changes in interest income and interest expense due to changes
  in rate and volume have been allocated to "change in average  
  volume" and "change in average rate" in proportion to the 
  absolute dollar amounts in each.
Table 2A
Change in Net Interest Income
(dollars in thousands)

For the three months ended June 30, 1998 compared to 1997

       
                              Increase (decrease) due to changes in:

                                Average   Average
                                Volume*   Yield        Net**  
Interest Income

Cash equivalents and 
 investment securities        $   62      $ (133)    $  (71)
Commercial loans and leases      238        (205)        33
Real estate loans                933         (88)       845
 
 Total interest income         1,233        (426)       807

Interest Expense

Deposits                          23         124        147
Notes payable                  1,081        (406)       675
Subordinated debt                  0         148        148

 Total interest expense        1,104        (134)       970

Net interest income           $  129      $ (292)    $ (163)

* Average monthly balances
**Changes in interest income and interest expense due to changes 
 in rate and volume have been allocated to "change in average  
 volume" and "change in average rate" in proportion to the 
 absolute dollar amounts in each.
PROVISION FOR INCOME TAXES

 The federal income tax provision is determined on the basis of
non-member income generated by NCB Savings Bank, FSB and reserves
set aside for the retirement of Class A notes and dividends on
Class C stock. NCB's subsidiaries are also subject to varying
levels of state taxation.  The income tax provision for the six
months ended June 30, 1998 was $669.9 thousand compared with the
prior year's provision of $739.5 thousand.

CASH, CASH EQUIVALENTS AND INVESTMENT SECURITIES

 Cash, cash equivalents and investment securities at June 30, 1998
increased $16.1 million or 17.6% from $91.8 million at year-end
1997 due to growth in deposits.  As a percentage of interest
earning assets, cash, cash equivalents and investment securities
increased to 11.1% at June 30, 1998  from 10.6% at December 31,
1997.

ALLOWANCE FOR LOAN LOSSES

 The allowance for loan losses at June 30, 1998 decreased 2.1% to
$17.3 million from $17.6 million at December 31, 1997.  The
allowance during the period was impacted by loans charged-off of
$1.3 million, recoveries of loans previously charged-off amounting
to $113 thousand, and the provision of $783 thousand. Overall,
credit quality was strong and improving.  NCB's provision for loan
losses as a percentage of average loans and leases outstanding
decreased to .2% at June 30, 1998 compared with .4% for the same
period in 1997.       

 The loan loss allowance as a percentage of average loans and
leases remained flat at 2.3% on June 30, 1998 and December 31,
1997. Management considers the current allowance to be adequate to
absorb known and inherent risks in the loan portfolio.

 As shown in Table 3,  total impaired assets (restructured, non-
accruing loans and real estate owned) decreased  from $9.2 million
at December 31, 1997 to $8.7 million at June 30, 1998.  The
decrease was caused by the sale of various parcels of foreclosed
real estate which was partially offset by an increase in non-
accruing loans. Impaired assets as a percentage of loans and leases
outstanding plus real estate owned were 1.0% at June 30, 1998
compared with 1.2% at year-end 1997.  The allowance for loan losses
as a percentage of impaired assets increased to 197.6% at June 30, 
1998 from 192.2% at December 31, 1997.
TABLE 3
Impaired Assets
(dollars in thousands)

                      June 30,  March 31, Dec. 31, Sept. 30, June 30,
                        1998      1998      1997     1997      1997   

Real estate owned     $4,272    $ 5,068  $5,114    $ 5,545   $  208
 
Non-accruing           3,445      5,738   3,030      3,801    5,577

Restructured           1,016      1,022   1,027      1,032    1,039

Total                 $8,733    $11,828  $9,171    $10,378   $6,824
INTEREST BEARING LIABILITIES

Interest bearing liabilities
(dollars in thousands)
                              
                     6/30/98        12/31/97      % Change

Deposits            $108,664        $ 83,826       29.6%                        
Short-term debt      307,587         243,121       26.5%                        
Long-term debt       218,614         204,793        6.7%                        
Subordinated debt    182,744         182,785        0.0%

 Total              $817,609        $714,525       14.4%

    Interest bearing liabilities increased 14.4% to $817.6 million at
June 30, 1998 from $714.5 million at December 31, 1997.

    For the first six months of 1998, deposits at NCB Saving Bank,
FSB increased 29.6% to $108.7 million from $83.8 million at year-
end 1997. The growth was attributable to aggressive campaign to
attract local and national deposit accounts and cooperative
customers. Average maturity of the certificates of deposits is 15.4
months. Funds generated by the increased deposit activity were used
to originate single-family loans and increase  liquidity.

    At June 30, 1998, total short-term and long-term borrowings
(including the subordinated debt) increased 12.4% from year-end
1997. Proceeds from the borrowings were used predominantly to fund
growth in warehoused loans. NCB had approximately $307.6 million
outstanding on its short-term facilities at June 30, 1998. Included
in the short-term borrowings were revolving lines of credit of $214
million; commercial paper program with a face value of $60 million
and $33.7 million in borrowings from an affiliate and cooperative
customers. Long term debt increased 6.7% from year-end 1997 due to
the issuance of an additional $14.0 million under the new medium-
term note program.  Unused capacities under the short term and long
term facilities of approximately $92.3 million and $73.0 million,
respectively, are sufficient to meet anticipated commitments during
1998.
Part II Other Information

Item 2. Changes in Securities

 (c)  During the period covered by this report, NCB sold three
shares of its Class C stock without registration under the
Securities Act of 1933 (the "1933 Act") in reliance on the exemption
from registration provided by section 4 (2) of the 1933 Act. The
stock was sold for $100 a share in cash without any underwriting
discounts or commissions to cooperative organizations eligible to
obtain loans from NCB. The stock was not offered to the general
public; the purchasers had access to essentially the same
information that would be contained in a registration statement and
had the capability to evaluate the merits of such an investment.

Item 6. Exhibits 

 The following exhibits are filed as part of this report:

      Exhibit 10.15 - First Amendment to Third Amended and 
      Restated Loan Agreement with Fleet Bank as Agent
 
      Exhibit 27 - Financial Data Schedule
SIGNATURE
                                
                                
 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 CONSUMER COOPERATIVE BANK    

Date:                              

                                  By:/s/ Richard L. Reed                      
                                     Richard L. Reed, 
                                     Managing Director,
                                     Chief Financial Officer

                                  By:/s/ Marietta J. Orcino
                                     Marietta J. Orcino
                                     Vice President, 
                                     Tax & Regulatory Compliance