content: 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): December 30, 1999
  
  
                              UGLY DUCKLING CORPORATION
               (Exact name of registrant as specified in its charter)
  
       Delaware                          000-20841                 86-0721358
    (State or other jurisdiction        (Commission              (IRS Employer
         of incorporation)              File Number)           Identification No.)
  
  
  
  
              2525 E. Camelback Road, Suite 500, Phoenix, Arizona 85016
                 (Address of principal executive offices) (Zip code)
  
  
  
  
         Registrant's telephone number, including area code (602) 852-6600
  
  
                                   Not applicable.
           (Former name or former address, if changed since last report.)
  
  
  <PAGE>
  
  
  Item 2.           Acquisition or Disposition of Assets
  
  
       Attached  hereto as Exhibit 99.1 is a copy of Ugly  Duckling  Corporation's
  press  release  dated  December  31,  1999  titled  "Ugly   Duckling   Announces
  Divestiture  of  Cygnet  Dealer  Finance  Subsidiary  for  $38  Million,"  which
  describes  the  sale of  stock of  Cygnet  Dealer  Finance,  Inc.  to a  company
  controlled  by Ernest C.  Garcia II,  Ugly  Duckling's  chairman  and  principal
  stockholder.
  
  Item 7.           Exhibits
  
  
           (a)      Financial Statements of Business Acquired.
  
  
                    Not Applicable
  
  
           (b)      Pro Forma Financial Information.
  
  
                    It is impractical to provide the required  proforma  financial
           information  at the time of filing this report.  The required pro forma
           financial  information  will be filed by  amendment to this Form 8-K no
           later than March 14, 2000.
  
  
           (c)      Exhibits
  
  
  EXHIBIT NO.    DESCRIPTION
  
  
  2.1            Stock Purchase Agreement, by and among Ugly Duckling Corporation,
                 Ugly  Duckling  Car Sales & Finance  Corporation,  Ugly  Duckling
                 Finance  Corporation   ("UDFC"),   Cygnet  Dealer  Finance,  Inc.
                 ("CDF"),  and Cygnet  Capital  Corporation  ("CCC"),  dated as of
                 December 30, 1999.
  
  
  2.2            Promissory Note dated December 30, 1999 from CCC to UDFC.
  
  
  2.3            Pledge Agreement dated December 30, 1999 from CCC to UDFC.
  
  
  2.4            Verde Guaranty dated December 30, 1999.
  
  
  2.5            CDF Guaranty dated December 30, 1999.
  
  
  2.6            Warrant dated December 30, 1999 from CCC to UDFC.
  
  
  99.1           Press Release dated December 31, 1999.
  
  
  
  
  <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 hereunto duly authorized.
  
                              UGLY DUCKLING CORPORATION
  
  
  Date:    January 5,2000          By:   \s\ Jon D. Ehlinger
                                          -------------------
                                           Vice President, Secretary and
                                           General Counsel
metadata_documents: [{"type": "8-K", "sequence": "1", "description": "8-K", "secsgml_size_bytes": 3427}]
metadata_filer: {"company-data": {"conformed-name": "UGLY DUCKLING CORP", "cik": "0001012704", "assigned-sic": "6141", "irs-number": "860721358", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "001-14759", "film-number": "501600"}, "business-address": {"street1": "2525 E CAMELBACK ROAD", "street2": "STE 500", "city": "PHOENIX", "state": "AZ", "zip": "85016", "phone": "6028526600"}, "mail-address": {"street1": "2525 E CAMELBACK RD", "street2": "STE 1150", "city": "PHOENIX", "state": "AZ", "zip": "85016"}}
text: 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): December 30, 1999
  
                              UGLY DUCKLING CORPORATION
               (Exact name of registrant as specified in its charter)
  
       Delaware                          000-20841                 86-0721358
    (State or other jurisdiction        (Commission              (IRS Employer
         of incorporation)              File Number)           Identification No.)
  
              2525 E. Camelback Road, Suite 500, Phoenix, Arizona 85016
                 (Address of principal executive offices) (Zip code)
  
         Registrant's telephone number, including area code (602) 852-6600
  
                                   Not applicable.
           (Former name or former address, if changed since last report.)
  Item 2.           Acquisition or Disposition of Assets
  
       Attached  hereto as Exhibit 99.1 is a copy of Ugly  Duckling  Corporation's
  press  release  dated  December  31,  1999  titled  "Ugly   Duckling   Announces
  Divestiture  of  Cygnet  Dealer  Finance  Subsidiary  for  $38  Million,"  which
  describes  the  sale of  stock of  Cygnet  Dealer  Finance,  Inc.  to a  company
  controlled  by Ernest C.  Garcia II,  Ugly  Duckling's  chairman  and  principal
  stockholder.
  
  Item 7.           Exhibits
  
           (a)      Financial Statements of Business Acquired.
  
                    Not Applicable
  
           (b)      Pro Forma Financial Information.
  
                    It is impractical to provide the required  proforma  financial
           information  at the time of filing this report.  The required pro forma
           financial  information  will be filed by  amendment to this Form 8-K no
           later than March 14, 2000.
  
           (c)      Exhibits
  
  EXHIBIT NO.    DESCRIPTION
  
  2.1            Stock Purchase Agreement, by and among Ugly Duckling Corporation,
                 Ugly  Duckling  Car Sales & Finance  Corporation,  Ugly  Duckling
                 Finance  Corporation   ("UDFC"),   Cygnet  Dealer  Finance,  Inc.
                 ("CDF"),  and Cygnet  Capital  Corporation  ("CCC"),  dated as of
                 December 30, 1999.
  
  2.2            Promissory Note dated December 30, 1999 from CCC to UDFC.
  
  2.3            Pledge Agreement dated December 30, 1999 from CCC to UDFC.
  
  2.4            Verde Guaranty dated December 30, 1999.
  
  2.5            CDF Guaranty dated December 30, 1999.
  
  2.6            Warrant dated December 30, 1999 from CCC to UDFC.
  
  99.1           Press Release dated December 31, 1999.
  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 hereunto duly authorized.
  
                              UGLY DUCKLING CORPORATION
  
  Date:    January 5,2000          By:   \s\ Jon D. Ehlinger
                                          -------------------
                                           Vice President, Secretary and
                                           General Counsel