content: UNITED STATES
  
                         SECURITIES AND EXCHANGE COMMISSION
  
                               WASHINGTON, D.C. 20549
  
                                      FORM 8-K
  
                                   CURRENT REPORT
  
                       PURSUANT TO SECTION 13 OF 15(d) OF THE
  
                           SECURITIES EXCHANGE ACT OF 1934
  
                  November 8, 1999 (Date of earliest event reported)
  
                              UGLY DUCKLING CORPORATION
               (Exact Name of Registrant as Specified in its Charter)
  
           DELAWARE                  000-20841                86-0721358
       (State or Other              (Commission              (IRS Employer
         Jurisdiction              File Number)           Identification No.)
      of Incorporation)
  
             2525 East 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)
  
                                         1
  <PAGE>
  
  
  
  ITEM 5. OTHER EVENTS.
  
       Attached  hereto as Exhibit 99.1 is a copy of Ugly  Duckling  Corporation's
  press release dated November 8, 1999 titled "Ugly Duckling Completes Acquisition
  of Virginia  Dealerships" which describes the Company's acquistion of 5 buy-here
  pay-here locations in the Richmond Virginia area, and related inventory and loan
  portfolio.
  
  
  (c)  Exhibits
  
  
  EXHIBIT
  NUMBER         DESCRIPTION
  --------       -----------
  
  99.1        Ugly  Duckling  Corporation  Press  Release Dated November 8, 1999
              Titled "Ugly Duckling Completes Acquisition of Virginia Dealerships"
  
  
  
  
  
  
  
                                         2
  <PAGE>   3
                                     SIGNATURES
  
  Pursuant to the requirements of the Securities and 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
                                                          (Registrant)
  
  
  
                                                  By /s/ JON D. EHLINGER
                                                     -----------------------------
                                                           (Signature)
  
                                                     Jon D. Ehlinger
                                                     Secretary
  
  
  Date   November 8, 1999
metadata_documents: [{"type": "8-K", "sequence": "1", "description": "8-K", "secsgml_size_bytes": 2579}]
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": "99744864"}, "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 OF 15(d) OF THE
  
                           SECURITIES EXCHANGE ACT OF 1934
  
                  November 8, 1999 (Date of earliest event reported)
  
                              UGLY DUCKLING CORPORATION
               (Exact Name of Registrant as Specified in its Charter)
  
           DELAWARE                  000-20841                86-0721358
       (State or Other              (Commission              (IRS Employer
         Jurisdiction              File Number)           Identification No.)
      of Incorporation)
  
             2525 East 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)
  
                                         1
  ITEM 5. OTHER EVENTS.
  
       Attached  hereto as Exhibit 99.1 is a copy of Ugly  Duckling  Corporation's
  press release dated November 8, 1999 titled "Ugly Duckling Completes Acquisition
  of Virginia  Dealerships" which describes the Company's acquistion of 5 buy-here
  pay-here locations in the Richmond Virginia area, and related inventory and loan
  portfolio.
  
  (c)  Exhibits
  
  EXHIBIT
  NUMBER         DESCRIPTION
  --------       -----------
  
  99.1        Ugly  Duckling  Corporation  Press  Release Dated November 8, 1999
              Titled "Ugly Duckling Completes Acquisition of Virginia Dealerships"
  
                                         2
  3
                                     SIGNATURES
  
  Pursuant to the requirements of the Securities and 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
                                                          (Registrant)
  
                                                  By /s/ JON D. EHLINGER
                                                     -----------------------------
                                                           (Signature)
  
                                                     Jon D. Ehlinger
                                                     Secretary
  
  Date   November 8, 1999