FORM 8-K


                  SECURITIES AND EXCHANGE COMMISSION
                        Washington, D.C.  20549




                            CURRENT REPORT


Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934


                           December 22, 1993        
                   (Date of earliest event reported)



                       ITT FINANCIAL CORPORATION              
        (Exact name of registrant as specified in its charter)


     Delaware                      1-7437                   43-0815676        
(State or other jurisdiction    (Commission               (IRS Employer
     of incorporation)            File Number)            Identification No.)



 645 Maryville Centre Drive, St. Louis, Missouri                   63141-5832
        (Address of principal executive offices)                   (Zip Code)



Registrant's telephone number, including area code         (314) 542-3636    


<PAGE>

Item 5.   Other Events.

      (a)  On December 22, 1993, one of Registrant's wholly owned subsidiaries,
ITT Commercial Finance Corp. ("ITTCMF"), sold approximately $ 2.4 billion in
floorplan receivables to a master trust which it had created for the purpose of
securitizing those receivables.  The trust issued certificates to private
investors which represented  undivided interests in the trust assets totalling
$1 billion.  The trust also issued a certificate to an affiliate of the
Registrant representing an undivided interest in the remaining assets in the
trust of approximately $ 1.4 billion.  From time to time ITTCMF intends to sell
additional receivables to the trust and may issue additional certificates with
respect thereto.  ITTCMF continues to service the receivables included in the
trust's assets.  Proceeds of the transaction were used to reduce the
Registrant's debt incurred in the ordinary course of its financing operations.

      (b)  In an unrelated transaction, during December, 1993 the Registrant's
indirect wholly owned subsidiary, ITT Federal Bank, fsb, sold approximately
$1.1 billion in mortgage receivables to an unaffiliated trust in exchange for
mortgage pass-through certificates in a like amount. 

Registrant's management anticipates that securitization of various assets of
Registrant's operating units will continue in the future as transactions in the
ordinary course of its financing activities and will be reflected in its
financial statements included in Forms 10-Q and 10-K.





                              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.
                                                                 
                                      ITT FINANCIAL CORPORATION           
                                      (Registrant)
 
 

Date: January 10, 1994          By:     /s/ T. L. Payne                  
                                      T. L. Payne          
                                      Senior Vice President and Controller
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FORM 8-K

                  SECURITIES AND EXCHANGE COMMISSION
                        Washington, D.C.  20549

                            CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

                           December 22, 1993        
                   (Date of earliest event reported)

                       ITT FINANCIAL CORPORATION              
        (Exact name of registrant as specified in its charter)

     Delaware                      1-7437                   43-0815676        
(State or other jurisdiction    (Commission               (IRS Employer
     of incorporation)            File Number)            Identification No.)

 645 Maryville Centre Drive, St. Louis, Missouri                   63141-5832
        (Address of principal executive offices)                   (Zip Code)

Registrant's telephone number, including area code         (314) 542-3636
Item 5.   Other Events.

      (a)  On December 22, 1993, one of Registrant's wholly owned subsidiaries,
ITT Commercial Finance Corp. ("ITTCMF"), sold approximately $ 2.4 billion in
floorplan receivables to a master trust which it had created for the purpose of
securitizing those receivables.  The trust issued certificates to private
investors which represented  undivided interests in the trust assets totalling
$1 billion.  The trust also issued a certificate to an affiliate of the
Registrant representing an undivided interest in the remaining assets in the
trust of approximately $ 1.4 billion.  From time to time ITTCMF intends to sell
additional receivables to the trust and may issue additional certificates with
respect thereto.  ITTCMF continues to service the receivables included in the
trust's assets.  Proceeds of the transaction were used to reduce the
Registrant's debt incurred in the ordinary course of its financing operations.

      (b)  In an unrelated transaction, during December, 1993 the Registrant's
indirect wholly owned subsidiary, ITT Federal Bank, fsb, sold approximately
$1.1 billion in mortgage receivables to an unaffiliated trust in exchange for
mortgage pass-through certificates in a like amount. 

Registrant's management anticipates that securitization of various assets of
Registrant's operating units will continue in the future as transactions in the
ordinary course of its financing activities and will be reflected in its
financial statements included in Forms 10-Q and 10-K.

                              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.
                                                                 
                                      ITT FINANCIAL CORPORATION           
                                      (Registrant)
 
 

Date: January 10, 1994          By:     /s/ T. L. Payne                  
                                      T. L. Payne          
                                      Senior Vice President and Controller