SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C.

                                 FORM S-8

                          REGISTRATION STATEMENT
                                  UNDER
                        THE SECURITIES ACT OF 1933

                         UNITED MOBILE HOMES, INC.
          (Exact name of registrant as specified in its charter)

         New Jersey                          22-1890929
(State or other jurisdiction)      (I.R.S. employer identification no.)

                    125 Wyckoff Road, Eatontown, NJ      07724
           (Address of principal executive offices)  (Zip code)

            UNITED MOBILE HOMES, INC. 1984 STOCK OPTION PLAN
          AND UNITED MOBILE HOMES, INC. 1994 STOCK OPTION PLAN
                         (Full title of the plan)

                          Archer & Greiner, P.C.
          One Centennial Square, Haddonfield, New Jersey  08033
                 (Name and address of agent for service)

Telephone number, including area code, of agent for service: 908-542-4555

This registration statement shall hereafter become effective in accordance
with Rule 462 promulgated under the Securities Act of 1933, as amended.

                      CALCULATION OF REGISTRATION FEE
Title of                      Proposed         Proposed
Securities     Amount      maximum offering     maximum         Amount of
to be           to be         price per        aggregate      Registration
registered    registered (1)   share (2)      offering price        fee

Common Stock   44,000           $ 4.625        $  203,500
($.10 par      25,000             5.00            125,000
 value)        14,000             5.625            78,750
               15,000             6.50             97,500
               25,000             9.125           228,125
               37,000             7.125           263,625
               75,000             8.25            618,750
               37,000             8.375           309,875
               25,000            10.625           265,625
               38,000            10.75            408,500
              513,000            12.125 (3)     6,220,125
              -------            ======         ---------
              848,000                          $8,819,375      $ 3,041.16
              =======                           =========        ========

(1)  Pursuant  to Rule 416(a), this registration statement  includes  such
indeterminate shares as may become subject to options under the  1984  and
1994 Stock Option Plans as a result of the adjustment provisions therein.

(2)   Estimated pursuant to Rule 457 solely for the purpose of determining
the  registration fee.  The price is based upon the exercise price of  the
outstanding but unexercised options.

(3)   Estimated pursuant to Rule 457 solely for the purpose of determining
the registration fee.  The price is based upon the closing price per share
reported on The American Stock Exchange on September 23, 1996.

                                   -1-


<PAGE>
                             PART I


     INFORMATION REQUIRED IN THE SECTION 10(a) PROSPECTUS

Item 1.  Plan Information*

Item 2.  Registrant Information and Employee Plan Annual
         Information*

*     Information  required  by Part I to  be  contained  in  the
Section   10(a)  prospectus  is  omitted  from  the  registration
statement in accordance with Rule 428 under the Securities Act of
1933 and the Note to Part I of Form S-8.



































                              -2-

<PAGE>

                            PART II


     INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.  INCORPORATION OF DOCUMENTS BY REFERENCE

                United  Mobile  Homes,  Inc.  (the  "Registrant")
          hereby  incorporates by reference in this  registration
          statement the following documents:

               (a)  The Registrant's most recent annual report on
          Form  10-K  for the year ended December 31, 1995  filed
          pursuant  to Sections 13(a) or 15(d) of the  Securities
          Exchange Act of 1934, as amended (the "Exchange Act").

                (b)   All other reports filed pursuant to Section
          13(a)  or 15(d) of the Exchange Act, including  reports
          on  Form 10-Q for the periods ended March 31, 1996  and
          June 30, 1996.

                (c)   The description of the Registrant's Shares,
          $.10  par value, which is contained in the Registration
          Statement  No. 2-92896-NY as filed with the  Securities
          and Exchange Commission on December 13, 1984.

                All  documents subsequently filed by the  Company
          pursuant to Sections 13(a), 13(c), 14 and 15(d) of  the
          Exchange  Act,  prior to the filing of a post-effective
          amendment   to   this  registration   statement   which
          indicates that all securities offered hereby have  been
          sold  or  which  deregisters all  securities  remaining
          unsold, shall be deemed to be incorporated by reference
          in  this registration statement and to be a part hereof
          from the date of filing of such documents.

Item 4.   DESCRIPTION OF SECURITIES

                 The  class  of  securities  to  be  offered   is
          registered under Section 12 of the Exchange Act.

Item 5.   INTERESTS OF NAMED EXPERTS AND COUNSEL

          Inapplicable.







                              -3-

<PAGE>

Item 6.   INDEMNIFICATION OF DIRECTORS AND OFFICERS

               Paragraph Tenth of the Registrant's Certificate of
          Incorporation and Amendments thereto states:

                         "A Director's liability shall be limited
               to  breaches  of  his duty based upon  an  act  or
               omission (a) in breach of the Director's  duty  of
               loyalty  to  the corporation or its  shareholders,
               (b)  not  in  good  faith or involving  a  knowing
               violation  of law, or (c) resulting in receipt  by
               such  person of an improper personal  benefit.   A
               Director  shall  not  be  personally  liable   for
               negligence.  The Board of Directors is  authorized
               to  adopt By-laws indemnifying Directors and other
               personnel to the fullest extent provided by law."

                Article VI Section 6 of the Registrant's  By-laws
          and Amendments thereto states:

                          "Every  officer, director  or
               employee of United Mobile Homes, Inc. or
               its  wholly-owned subsidiaries shall  be
               indemnified    against   expenses    and
               liabilities  in  connection  with   said
               persons'  efforts  on behalf  of  United
               Mobile  Homes, Inc. or its  wholly-owned
               subsidiaries,  and a  condition  of  the
               directorship, employment  or  agency  of
               its  officers and agents, is  that  said
               persons    be   granted   the    fullest
               protection and indemnification available
               under N.J.S.A. 14A:305.  The purpose  of
               this    resolution   is    to    require
               indemnification  where   United   Mobile
               Homes,  Inc.  has  the  power  to  grant
               indemnification  where authorized  in  a
               specific case, upon a determination that
               indemnification  is  proper  under   the
               circumstances  in  accordance  with  the
               provision of N.J.S.A. 14A:305."

               Insofar as indemnification for liabilities arising
          under  the  Securities Act of 1933 may be permitted  to
          directors,   officers   or  persons   controlling   the
          Registrant  pursuant to the foregoing  provisions,  the
          Registrant has been informed that in the opinion of the
          Securities and Exchange Commission such indemnification
          is against public policy as expressed in the Act and is
          therefore unenforceable.

Item 7.   EXEMPTION FROM REGISTRATION CLAIMED

               Inapplicable.

                              -4-
<PAGE>

Item 8.   EXHIBITS

                The following are the Exhibits included
          in this Registration Statement:

4.1       United Mobile Homes, Inc.'s 1984 Stock Option Plan
          as approved by the Shareholders on June 26, 1984.

4.2       United Mobile Homes, Inc.'s 1994 Stock Option Plan
          as  approved  by the Shareholders on May  26,  1994  is
          incorporated  herein by reference to  the  Registrant's
          Definitive  Proxy Statement dated April 25, 1994  filed
          with  the  Securities and Exchange Commission on  April
          27, 1994.

5         Opinion of Archer & Greiner, P.C. regarding legality.

23.1      Consent of Archer & Greiner, P.C. (included in Exhibit
          5).

23.2      Consent of KPMG Peat Marwick LLP.

24        Power of Attorney

Item 9.   UNDERTAKINGS

               (a)  RULE 415 OFFERING

                         The Registrant hereby undertakes:

                         (1)  To file, during any period in which
               offers  or  sales are being made, a post-effective
               amendment to this registration statement:

                                   (i)  To include any prospectus
                    required   by   Section   10(a)(3)   of   the
                    Securities Act of 1933;

                                     (ii)   To  reflect  in   the
                    prospectus any facts or events arising  after
                    the   effective  date  of  the   registration
                    statement  (or the most recent post-effective
                    amendment thereto) which, individually or  in
                    the aggregate, represent a fundamental change
                    in   the   information  set  forth   in   the
                    registration statement;

                                   (iii)  To include any material
                    information  with  respect  to  the  plan  of
                    distribution not previously disclosed in  the
                    registration statement or any material change
                    to   such  information  in  the  registration
                    statement.


                              -5-

<PAGE>

                PROVIDED, HOWEVER, that paragraphs (a)(1)(i)  and
          (a)(1)(ii)  do not apply if the registration  statement
          is  on  Form  S-3  or  Form S-8,  and  the  information
          required  to be included in a post-effective  amendment
          by  those  paragraphs is contained in periodic  reports
          filed  by  the  registrant pursuant to  Section  13  or
          Section 15(d) of the Exchange Act that are incorporated
          by reference in the registration statement.

                (2)   That,  for  the purpose of determining  any
          liability  under the Securities Act of 1933, each  such
          post-effective amendment shall be deemed to  be  a  new
          registration  statement  relating  to  the   securities
          offered therein, and the offering of such securities at
          that  time shall be deemed to be the initial bona  fide
          offering thereof.

                (3)   To remove from registration by means  of  a
          post-effective  amendment any of the  securities  being
          registered  which remain unsold at the  termination  of
          the offering.

               (b)  FILING INCORPORATING SUBSEQUENT EXCHANGE ACT
               DOCUMENTS BY REFERENCE

               The undersigned Registrant hereby undertakes that,
          for  purposes  of determining any liability  under  the
          Securities Act of 1933, each filing of the Registrant's
          annual  report  pursuant to Section  13(a)  or  Section
          15(d) of the Exchange Act (and, where applicable,  each
          filing  of  an  employee benefit plan's  annual  report
          pursuant to Section 15(d) of the Exchange Act) that  is
          incorporated by reference in the registration statement
          shall  be  deemed  to  be a new registration  statement
          relating  to  the securities offered therein,  and  the
          offering  of  such  securities at that  time  shall  be
          deemed to be the initial bona fide offering thereof.














                              -6-

<PAGE>

               (h)  REQUEST FOR ACCELERATION OF EFFECTIVE DATE OR
                    FILING OF REGISTRATION STATEMENT ON FORM S-8

               Insofar as indemnification for liabilities arising
under  the  Securities Act of 1933 may be permitted to directors,
officers  and controlling persons of the Registrant  pursuant  to
the  foregoing provisions, or otherwise, the Registrant has  been
advised  that  in  the  opinion of the  Securities  and  Exchange
Commission  such  indemnification is  against  public  policy  as
expressed in the Securities Act and is, therefore, unenforceable.
In  the  event  that  a  claim for indemnification  against  such
liabilities (other than the payment of the Registrant of expenses
incurred or paid by a director, officer or controlling person  of
the  Registrant in the successful defense of any action, suit  or
proceeding)  is asserted by such director, officer or controlling
person  in  connection with the securities being registered,  the
Registrant will, unless in the opinion of its counsel the  matter
has  been settled by controlling precedent, submit to a court  of
appropriate    jurisdiction    the    question    whether    such
indemnification  by it is against public policy as  expressed  in
the Securities Act and will be governed by the final adjudication
of such issue.





























                              -7-

<PAGE>

                           SIGNATURES

      Pursuant to the requirements of the Securities Act of 1933,
as  amended,  the  Registrant certifies that  it  has  reasonable
grounds  to  believe  that it meets all of the  requirements  for
filing  on  Form  S-8  and  has  duly  caused  this  Registration
Statement  to  be  signed  on  its  behalf  by  the  undersigned,
thereunto duly authorized, in the Borough of Eatontown, State  of
New Jersey on September 26, 1996.

                              UNITED MOBILE HOMES, INC.


                              By:/s/ Eugene W. Landy
                                 EUGENE W. LANDY
                                 Chairman of the Board and Director

      Pursuant to the requirements of the Securities Act of 1933,
this  Registration  Statement has been signed  by  the  following
persons in the capacities indicated on September 26, 1996.


Signature                          Title


/s/ Eugene W. Landy           Chairman of the Board and Director
Eugene W. Landy

/s/ Samuel A. Landy           President and Director
Samuel A. Landy               (Principal Executive Officer)

/s/ Anna T. Chew              Vice President, Chief Financial
Anna T. Chew                  Officer and Director
                              (Principal Financial Officer)

/s/ Ernest V. Bencivenga      Secretary/Treasurer and Director
Ernest V. Bencivenga

/s/ Robert G. Sampson         Director
Robert G. Sampson

/s/ Charles P. Kaempffer      Director
Charles P. Kaempffer

/s/ Richard Molke             Director
Richard Molke

/s/ Robert J. Anderson        Director
Robert J. Anderson

/s/ Eugene Rothenberg         Director
Eugene Rothenberg

                              -8-

<PAGE>

                         EXHIBIT INDEX


4.1       United Mobile Homes, Inc.'s 1984 Stock Option Plan
          as approved by the Shareholders on June 26, 1984.

4.2       United Mobile Homes, Inc.'s 1994 Stock Option Plan
          as  approved  by the Shareholders on May  26,  1994  is
          incorporated  herein by reference to  the  Registrant's
          Definitive  Proxy Statement dated April 25, 1994  filed
          with  the  Securities and Exchange Commission on  April
          27, 1994.

5         Opinion of Archer & Greiner, P.C. regarding legality.

23.1      Consent of Archer & Greiner, P.C. (included in Exhibit
          5).

23.2      Consent of KPMG Peat Marwick LLP.

24        Power of Attorney



























                              -9-

<PAGE>
                                             EXHIBIT 4.1
                   UNITED MOBILE HOMES, INC.

                     1984 STOCK OPTION PLAN


           1.   Purpose.   The purpose of the Stock  Option  Plan
(hereinafter  called the "Plan"), is to promote the interests  of
United Mobile Homes, Inc. (hereinafter called the "Company"),  by
affording  an  incentive to certain officers and  key  management
employees to remain in the employ of the Company and to use their
best  efforts  in its behalf; and further to aid the  Company  in
attracting,   maintaining,  and  developing  capable   management
personnel of a caliber required to insure the Company's continued
success,  by  means of an offer to such persons of an opportunity
to  acquire or increase their proprietary interest in the Company
through  the granting of options to purchase the Company's  stock
pursuant to the terms of this Plan.

           2.   Shares  Subject to Plan.  (a)  The shares  to  be
delivered  upon exercise of options granted under the Plan  shall
be made available, at the discretion of the Board of Directors of
the Company (the "Board"), from the authorized unissued shares of
the  Company's  Common  Stock or from shares  reacquired  by  the
Company, including shares purchased in the open market.

          (b)  Subject to adjustments made pursuant to provisions
of Section 10 hereof, the aggregate number of shares which may be
issued  upon  exercise of all options which may be granted  under
the  Plan  shall not exceed 60,000 shares of the $1.00 par  value
Common Stock of the company (306,000 shares $.10 par value on 5.1
to 1 stock split).

           (c)   In the event that any option granted under  this
Plan  expires  or  terminates for any reason  whatsoever  without
having  been  exercised in full, the shares become available  for
other  options  to  the same employee or other employees  without
decreasing  the aggregate number of shares which may  be  granted
under  the  Plan; or shall be available for any lawful  corporate
purpose.

          (d)  More than one option may be granted to an optionee
pursuant  to  this Plan.  However, not more than  thirty  percent
(30%) of the number of shares which can be issued under this Plan
in  accordance with Section 2(b) hereof may be purchased  by  one
employee upon exercise of all options granted under the  Plan  to
such employee.

          3.  Option Agreements.  (a)  Each option under the Plan
shall  be evidenced by an option agreement, which shall be signed
by  an officer of the Company and by the employee and which shall
contain  such provisions as may be approved by the Committee  (as
defined in Section 4 hereof).

                              -10-
<PAGE>

           (b)   The  option agreements shall constitute  binding
contracts  between  the  Company  and  the  optionee  and   every
optionee,  upon  acceptance of such option  agreement,  shall  be
bound  by  the  terms and restrictions of this Plan  and  of  the
option agreement.

           (c)   The  terms of the option agreement shall  be  in
accordance  with this Plan, but may include additional provisions
and  restrictions,  provided that the same are  not  inconsistent
with the Plan.

           4.  Administration.  The Board shall appoint an option
committee (hereinafter called the "Committee"), to administer the
Plan,  which Committee shall consist of not less than  three  nor
more than five members of the Board, to serve at the pleasure  of
the Board.  No individual who has been granted options under this
Plan  shall  become a member of the Committee while said  options
are  still  in  existence.  No member of the Committee  shall  be
eligible for any grant of options.  The Committee shall have full
power  and  authority to construe, interpret, and administer  the
Plan  and  may from time to time adopt such rules and regulations
for  carrying out this Plan as it may deem proper and in the best
interests of the Company.  Subject to the terms, provisions,  and
conditions  of  the  Plan,  the Committee  shall  have  exclusive
jurisdiction  (i)  to select the key employees  to  whom  options
shall  be granted, (ii) to determine the number of shares subject
to each option, (iii) to determine the time or times when options
will be granted, (iv) to determine the option price of the shares
subject  to  each  option, (v) to determine the  time  when  each
option may be exercised, (vi) to fix such other provisions of the
option agreement as the Committee may deem necessary or desirable
consistent  with the terms of this Plan, and (vii)  to  determine
all  other questions relating to the administration of the  Plan.
The  interpretation  of  any  provisions  of  this  Plan  by  the
Committee  shall  be  final, conclusive,  and  binding  upon  all
persons  and the Board shall place into effect the determinations
of the Committee.

           5.  Eligibility.  Key employees of the Company and any
of  its  subsidiaries including officers and  directors  who  are
employees shall be eligible to receive options.  The fact that an
employee has been granted an option under this Plan shall not  in
any  way affect or qualify the right of the employer to terminate
his employment at any time.  Nothing contained in this Plan shall
be  construed to limit the right of the Company to grant  options
otherwise than under the Plan for any proper and lawful corporate
purpose,  including  but not limited to options  granted  to  key
employees.   Key employees to whom options may be  granted  under
the  Plan  will be those selected by the Committee from  time  to
time   who,  in  the  sole  discretion  of  the  Committee,  have
contributed  in  the  past or who may be expected  to  contribute
materially  in  the future to the successful performance  of  the
Company.


                              -11-

<PAGE>

           6.   Option Price.  The price at which shares of stock
may  be  purchased under an option granted pursuant to this  Plan
shall  be determined by the Committee but shall not be less  than
100%  of  fair market value of such shares on the date  that  the
option  is  granted, such fair market value to be determined  by,
and  in  accordance  with procedures to be  established  by,  the
Committee.   The  option price will be subject to adjustments  in
accordance with provisions of Section 10 hereof.

            7.    Exercise  of  Options.   (a)   Subject  to  the
provisions  of the Plan with respect to termination of employment
under  Section 9 hereof, the period during which each option  may
be  exercised  shall be fixed by the Committee at the  time  such
option  is  granted, but such period shall expire not later  than
five (5) years from the date the option is granted.  In addition,
each  option must be exercised within five (5) years of its  date
of grant.

           (b)   Each  option  granted  under  the  Plan  may  be
exercised only after one (1) year of continued employment by  the
Company or one of its subsidiaries immediately following the date
the  option  is  granted  and, except as provided  in  Section  9
hereof,  only during the continuance of the optionee's employment
with  the  Company or one of its subsidiaries.   Subject  to  the
foregoing limitations and the terms and conditions of the  option
agreement, each option shall be exercisable in whole or  in  part
in  installments  at  such time or times  as  the  Committee  may
prescribe and specify in the applicable option agreement.

           (c)   No  shares  shall be delivered pursuant  to  any
exercise  of  an option until the requirement of  such  laws  and
regulations as may be deemed by the Committee to be applicable to
them  are  satisfied and until payment in full  in  cash  of  the
option  price for them is received by the Company.  No  optionee,
or  the  legal  representative, legatee,  or  distributee  of  an
optionee, shall be deemed to be a holder of any shares subject to
any  option unless and until the certificate or certificates  for
them have been issued.

           8.   Transferability of Options.   An  option  granted
under the Plan may not be transferred except by will or the  laws
of  descent  or  distribution, and during  the  lifetime  of  the
employee to whom granted, may be exercised only by such employee.

           9.   Termination  of Employment.  In  the  event  that
employment  of  an optionee by the Company or any  subsidiary  is
terminated  for any reason other than death, an option  shall  be
exercisable  by the optionee at any time prior to the  expiration
date  of the option or within three months after the date of such
termination,  whichever is earlier, but only to  the  extent  the
optionee  had the right to exercise such option at date  of  such
termination.  In the event of death of an optionee while in the

                              -12-

<PAGE>

employ  of  the  Company  (or  within  three  (3)  months   after
termination  of  employment by reasons  of  retirement  with  the
consent of the Company), his option shall be exercisable  by  the
person or persons to whom such optionee's rights pass by will  or
by  the laws of descent and distribution at any time prior to the
expiration  date of the option or within three (3)  months  after
the  date  of such death, whichever is earlier, but only  to  the
extent the optionee had the right to exercise such option on  the
date of his death.

          10.  Capital Adjustments Affecting Stock.  In the event
of  a  capital adjustment resulting from a stock dividend,  stock
split, reorganization, merger, consolidation, or a combination or
exchange of shares, the number of shares of stock subject to this
Plan  and  the  number of shares under option shall  be  adjusted
consistent with such capital adjustment.  The price of any  share
under option shall be adjusted so that there will be no change in
the  aggregate purchase price payable under exercise of any  such
option.   The granting of an option pursuant to this  Plan  shall
not  affect in any way the right or power of the Company to  make
adjustments, reorganizations, reclassification, or changes of its
capital or business structure or to merge, consolidate, dissolve,
liquidate, or sell or transfer all or any part of its business or
assets.

          11.  Amendments, Suspension, or Termination.  The Board
shall have the right, at any time, to amend, suspend or terminate
the  Plan  in  any respect which it may deem to be  in  the  best
interests of the Company, provided, however, no amendments  shall
be made in the Plan which:

                     (a)  Increase the total number of shares for
          which  options may be granted under this Plan  for  all
          key employees or for any one of them except as provided
          in Section 10 hereof;

                     (b)   Change the minimum purchase price  for
          the  optioned shares, except as provided in Section  10
          hereof;

                      (c)   Affect  outstanding  options  or  any
          unexercised  rights thereunder, except as  provided  in
          Section 7 hereof;

                     (d)   Extend  the option period provided  in
          Section  7 hereof or make an option exercisable earlier
          than as specified in Section 7 hereof; and

                    (e)  Extend the termination date of the Plan.




                              -13-
<PAGE>

          12.  Effective Date, Term and Approval.  Subject to the
approval of the stockholders of the Company at the Annual Meeting
in  1984,  the Plan shall take effect on January 1,  1984.   This
Plan  will  terminate on March 31, 1994 and  no  options  may  be
granted  under  the  Plan  after that  date,  unless  an  earlier
termination date after which no options may be granted under  the
Plan  is  fixed  by action of the Board, but any  option  granted
prior thereto may be exercised in accordance with its terms.  The
Plan  and all options granted pursuant to it are subject  to  all
laws, approvals, requirements and regulations of any governmental
authority  which  may be applicable thereto and,  notwithstanding
any provisions of the Plan or option agreement, the holder of  an
option shall not be entitled to exercise his option nor shall the
Company  be obligated to issue any shares to the holder  if  such
exercise  or issuance shall constitute a violation by the  holder
or   the   Company  of  any  provisions  of  any  such   approval
requirements, law or regulation.

          13.  Miscellaneous.  The Committee, in fixing the terms
of  the  options  granted, may, but shall  not  be  required  to,
conform the options so that they may qualify as incentive options
under the Internal Revenue Code Amendments of 1981 or such future
Internal  Revenue Code provisions as may provide  more  favorable
tax treatment than unqualified options.



























                              -14-

<PAGE>

                                             EXHIBIT 5






                      September 30, 1996


United Mobile Homes, Inc.
125 Wyckoff Road
Eatontown, NJ  07724

Dear Sirs:

      We  have examined the corporate records and proceedings  of
United  Mobile Homes, Inc., a New Jersey corporation, with respet
to  the  legal sufficiency of all corporate proceedings  of  such
corporation  taken  in  connection with the  creation,  form  and
validity  and full payment and non-assessability when  issued  of
the  848,000 shares of common stock, par value $0.10  per  share,
covered  by  the  Registration  Statement  on  Form  S-8,   dated
September   30,  1996,  in  connection  with  which  Registration
Statement this opinion is rendered.

     Based upon such examination, we are of the opinion that when
the Registration Statement shall have been declared effective  by
order  of the Securities and Exchange Commission, and the  shares 
shall have been issued and sold upon the terms and conditions set
forth in the Registration Statement, such  shares will be validly
authorized and legally issued, fully paid, and non-assessable.

      We  hereby  consent  to the filing of this  opinion  as  an
exhibit to the Registration Statement.

                         Sincerely,


                         /s/ Archer & Greiner

                         ARCHER & GREINER
                         A Professional Corporation




                              -15-

<PAGE>

                                        EXHIBIT 23.2








                INDEPENDENT ACCOUNTANTS' CONSENT


The Board of Directors
United Mobile Homes, Inc.

We  consent  to  incorporation by reference in  the  Registration
Statement  on  Form  S-8  of  United  Mobile  Homes,  Inc.  dated
September 26, 1996, pertaining to United Mobile Homes, Inc.  1984
Stock Option Plan and United Mobile Homes, Inc. 1994 Stock Option
Plan,  of  our  report  dated March  6,  1996,  relating  to  the
consolidated balance sheets of United Mobile Homes,  Inc.  as  of
December   31,   1995  and  1994  and  the  related  consolidated
statements  of income, shareholders' equity, and cash  flows  for
each  of  the  years in the three-year period ended December  31,
1995, which report appears in the December 31, 1995 Annual Report
on Form 10-K of United Mobile Homes, Inc.




                              /s/ KPMG Peat Marwick LLP

                              KPMG Peat Marwick LLP



Short Hills, New Jersey
September 26, 1996






                              -16-

<PAGE>

                           EXHIBIT 24

                       POWER OF ATTORNEY


     Each person executing this Power of Attorney hereby appoints
Eugene  W.  Landy  and Anna T. Chew, or either of  them,  as  his
attorney-in-fact to execute and to file such amendments  to  this
Form  S-8  Registration  Statement as such attorneys-in-fact,  or
either  of  them,  may  deem appropriate  or  withdraw  from  the
registration process this Registration Statement.

                              UNITED MOBILE HOMES, INC.


                              By:/s/ Eugene W. Landy
                                 EUGENE W. LANDY
                                 Chairman of the Board and Director


      This  Power  of Attorney has been signed by  the  following
persons in the capacities indicated on September 26, 1996.

Signature                     Title

/s/ Eugene W. Landy           Chairman of Board and Director
Eugene W. Landy

/s/ Samuel A. Landy           President and Director
Samuel A. Landy               (Principal Executive Officer)

/s/ Anna T. Chew              Vice President, Chief Financial
Anna T. Chew                  Officer and Director
                              (Principal Financial Officer)

/s/ Ernest V. Bencivenga      Secretary/Treasurer and Director
Ernest V. Bencivenga

/s/ Robert G. Sampson         Director
Robert G. Sampson

/s/ Charles P. Kaempffer      Director
Charles P. Kaempffer

/s/ Richard Molke             Director
Richard Molke

/s/ Robert J. Anderson        Director
Robert J. Anderson

/s/ Eugene Rothenberg         Director
Eugene Rothenberg

                              -17-
[{"type": "S-8", "sequence": "1", "secsgml_size_bytes": 33730}]
{"company-data": {"conformed-name": "UNITED MOBILE HOMES INC", "cik": "0000752642", "assigned-sic": "6798", "irs-number": "221890929", "state-of-incorporation": "NJ", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-13053", "film-number": "96636978"}, "business-address": {"street1": "125 WYCKOFF RD", "city": "EATONTOWN", "state": "NJ", "zip": "07724", "phone": "9083893890"}, "mail-address": {"street1": "P O BOX 335", "street2": "125 WYCKOFF ROAD", "city": "EATONTOWN", "state": "NJ", "zip": "07724"}}
SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C.

                                 FORM S-8

                          REGISTRATION STATEMENT
                                  UNDER
                        THE SECURITIES ACT OF 1933

                         UNITED MOBILE HOMES, INC.
          (Exact name of registrant as specified in its charter)

         New Jersey                          22-1890929
(State or other jurisdiction)      (I.R.S. employer identification no.)

                    125 Wyckoff Road, Eatontown, NJ      07724
           (Address of principal executive offices)  (Zip code)

            UNITED MOBILE HOMES, INC. 1984 STOCK OPTION PLAN
          AND UNITED MOBILE HOMES, INC. 1994 STOCK OPTION PLAN
                         (Full title of the plan)

                          Archer & Greiner, P.C.
          One Centennial Square, Haddonfield, New Jersey  08033
                 (Name and address of agent for service)

Telephone number, including area code, of agent for service: 908-542-4555

This registration statement shall hereafter become effective in accordance
with Rule 462 promulgated under the Securities Act of 1933, as amended.

                      CALCULATION OF REGISTRATION FEE
Title of                      Proposed         Proposed
Securities     Amount      maximum offering     maximum         Amount of
to be           to be         price per        aggregate      Registration
registered    registered (1)   share (2)      offering price        fee

Common Stock   44,000           $ 4.625        $  203,500
($.10 par      25,000             5.00            125,000
 value)        14,000             5.625            78,750
               15,000             6.50             97,500
               25,000             9.125           228,125
               37,000             7.125           263,625
               75,000             8.25            618,750
               37,000             8.375           309,875
               25,000            10.625           265,625
               38,000            10.75            408,500
              513,000            12.125 (3)     6,220,125
              -------            ======         ---------
              848,000                          $8,819,375      $ 3,041.16
              =======                           =========        ========

(1)  Pursuant  to Rule 416(a), this registration statement  includes  such
indeterminate shares as may become subject to options under the  1984  and
1994 Stock Option Plans as a result of the adjustment provisions therein.

(2)   Estimated pursuant to Rule 457 solely for the purpose of determining
the  registration fee.  The price is based upon the exercise price of  the
outstanding but unexercised options.

(3)   Estimated pursuant to Rule 457 solely for the purpose of determining
the registration fee.  The price is based upon the closing price per share
reported on The American Stock Exchange on September 23, 1996.

                                   -1-
PART I

     INFORMATION REQUIRED IN THE SECTION 10(a) PROSPECTUS

Item 1.  Plan Information*

Item 2.  Registrant Information and Employee Plan Annual
         Information*

*     Information  required  by Part I to  be  contained  in  the
Section   10(a)  prospectus  is  omitted  from  the  registration
statement in accordance with Rule 428 under the Securities Act of
1933 and the Note to Part I of Form S-8.

                              -2-
PART II

     INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.  INCORPORATION OF DOCUMENTS BY REFERENCE

                United  Mobile  Homes,  Inc.  (the  "Registrant")
          hereby  incorporates by reference in this  registration
          statement the following documents:

               (a)  The Registrant's most recent annual report on
          Form  10-K  for the year ended December 31, 1995  filed
          pursuant  to Sections 13(a) or 15(d) of the  Securities
          Exchange Act of 1934, as amended (the "Exchange Act").

                (b)   All other reports filed pursuant to Section
          13(a)  or 15(d) of the Exchange Act, including  reports
          on  Form 10-Q for the periods ended March 31, 1996  and
          June 30, 1996.

                (c)   The description of the Registrant's Shares,
          $.10  par value, which is contained in the Registration
          Statement  No. 2-92896-NY as filed with the  Securities
          and Exchange Commission on December 13, 1984.

                All  documents subsequently filed by the  Company
          pursuant to Sections 13(a), 13(c), 14 and 15(d) of  the
          Exchange  Act,  prior to the filing of a post-effective
          amendment   to   this  registration   statement   which
          indicates that all securities offered hereby have  been
          sold  or  which  deregisters all  securities  remaining
          unsold, shall be deemed to be incorporated by reference
          in  this registration statement and to be a part hereof
          from the date of filing of such documents.

Item 4.   DESCRIPTION OF SECURITIES

                 The  class  of  securities  to  be  offered   is
          registered under Section 12 of the Exchange Act.

Item 5.   INTERESTS OF NAMED EXPERTS AND COUNSEL

          Inapplicable.

                              -3-
Item 6.   INDEMNIFICATION OF DIRECTORS AND OFFICERS

               Paragraph Tenth of the Registrant's Certificate of
          Incorporation and Amendments thereto states:

                         "A Director's liability shall be limited
               to  breaches  of  his duty based upon  an  act  or
               omission (a) in breach of the Director's  duty  of
               loyalty  to  the corporation or its  shareholders,
               (b)  not  in  good  faith or involving  a  knowing
               violation  of law, or (c) resulting in receipt  by
               such  person of an improper personal  benefit.   A
               Director  shall  not  be  personally  liable   for
               negligence.  The Board of Directors is  authorized
               to  adopt By-laws indemnifying Directors and other
               personnel to the fullest extent provided by law."

                Article VI Section 6 of the Registrant's  By-laws
          and Amendments thereto states:

                          "Every  officer, director  or
               employee of United Mobile Homes, Inc. or
               its  wholly-owned subsidiaries shall  be
               indemnified    against   expenses    and
               liabilities  in  connection  with   said
               persons'  efforts  on behalf  of  United
               Mobile  Homes, Inc. or its  wholly-owned
               subsidiaries,  and a  condition  of  the
               directorship, employment  or  agency  of
               its  officers and agents, is  that  said
               persons    be   granted   the    fullest
               protection and indemnification available
               under N.J.S.A. 14A:305.  The purpose  of
               this    resolution   is    to    require
               indemnification  where   United   Mobile
               Homes,  Inc.  has  the  power  to  grant
               indemnification  where authorized  in  a
               specific case, upon a determination that
               indemnification  is  proper  under   the
               circumstances  in  accordance  with  the
               provision of N.J.S.A. 14A:305."

               Insofar as indemnification for liabilities arising
          under  the  Securities Act of 1933 may be permitted  to
          directors,   officers   or  persons   controlling   the
          Registrant  pursuant to the foregoing  provisions,  the
          Registrant has been informed that in the opinion of the
          Securities and Exchange Commission such indemnification
          is against public policy as expressed in the Act and is
          therefore unenforceable.

Item 7.   EXEMPTION FROM REGISTRATION CLAIMED

               Inapplicable.

                              -4-
Item 8.   EXHIBITS

                The following are the Exhibits included
          in this Registration Statement:

4.1       United Mobile Homes, Inc.'s 1984 Stock Option Plan
          as approved by the Shareholders on June 26, 1984.

4.2       United Mobile Homes, Inc.'s 1994 Stock Option Plan
          as  approved  by the Shareholders on May  26,  1994  is
          incorporated  herein by reference to  the  Registrant's
          Definitive  Proxy Statement dated April 25, 1994  filed
          with  the  Securities and Exchange Commission on  April
          27, 1994.

5         Opinion of Archer & Greiner, P.C. regarding legality.

23.1      Consent of Archer & Greiner, P.C. (included in Exhibit
          5).

23.2      Consent of KPMG Peat Marwick LLP.

24        Power of Attorney

Item 9.   UNDERTAKINGS

               (a)  RULE 415 OFFERING

                         The Registrant hereby undertakes:

                         (1)  To file, during any period in which
               offers  or  sales are being made, a post-effective
               amendment to this registration statement:

                                   (i)  To include any prospectus
                    required   by   Section   10(a)(3)   of   the
                    Securities Act of 1933;

                                     (ii)   To  reflect  in   the
                    prospectus any facts or events arising  after
                    the   effective  date  of  the   registration
                    statement  (or the most recent post-effective
                    amendment thereto) which, individually or  in
                    the aggregate, represent a fundamental change
                    in   the   information  set  forth   in   the
                    registration statement;

                                   (iii)  To include any material
                    information  with  respect  to  the  plan  of
                    distribution not previously disclosed in  the
                    registration statement or any material change
                    to   such  information  in  the  registration
                    statement.

                              -5-
PROVIDED, HOWEVER, that paragraphs (a)(1)(i)  and
          (a)(1)(ii)  do not apply if the registration  statement
          is  on  Form  S-3  or  Form S-8,  and  the  information
          required  to be included in a post-effective  amendment
          by  those  paragraphs is contained in periodic  reports
          filed  by  the  registrant pursuant to  Section  13  or
          Section 15(d) of the Exchange Act that are incorporated
          by reference in the registration statement.

                (2)   That,  for  the purpose of determining  any
          liability  under the Securities Act of 1933, each  such
          post-effective amendment shall be deemed to  be  a  new
          registration  statement  relating  to  the   securities
          offered therein, and the offering of such securities at
          that  time shall be deemed to be the initial bona  fide
          offering thereof.

                (3)   To remove from registration by means  of  a
          post-effective  amendment any of the  securities  being
          registered  which remain unsold at the  termination  of
          the offering.

               (b)  FILING INCORPORATING SUBSEQUENT EXCHANGE ACT
               DOCUMENTS BY REFERENCE

               The undersigned Registrant hereby undertakes that,
          for  purposes  of determining any liability  under  the
          Securities Act of 1933, each filing of the Registrant's
          annual  report  pursuant to Section  13(a)  or  Section
          15(d) of the Exchange Act (and, where applicable,  each
          filing  of  an  employee benefit plan's  annual  report
          pursuant to Section 15(d) of the Exchange Act) that  is
          incorporated by reference in the registration statement
          shall  be  deemed  to  be a new registration  statement
          relating  to  the securities offered therein,  and  the
          offering  of  such  securities at that  time  shall  be
          deemed to be the initial bona fide offering thereof.

                              -6-
(h)  REQUEST FOR ACCELERATION OF EFFECTIVE DATE OR
                    FILING OF REGISTRATION STATEMENT ON FORM S-8

               Insofar as indemnification for liabilities arising
under  the  Securities Act of 1933 may be permitted to directors,
officers  and controlling persons of the Registrant  pursuant  to
the  foregoing provisions, or otherwise, the Registrant has  been
advised  that  in  the  opinion of the  Securities  and  Exchange
Commission  such  indemnification is  against  public  policy  as
expressed in the Securities Act and is, therefore, unenforceable.
In  the  event  that  a  claim for indemnification  against  such
liabilities (other than the payment of the Registrant of expenses
incurred or paid by a director, officer or controlling person  of
the  Registrant in the successful defense of any action, suit  or
proceeding)  is asserted by such director, officer or controlling
person  in  connection with the securities being registered,  the
Registrant will, unless in the opinion of its counsel the  matter
has  been settled by controlling precedent, submit to a court  of
appropriate    jurisdiction    the    question    whether    such
indemnification  by it is against public policy as  expressed  in
the Securities Act and will be governed by the final adjudication
of such issue.

                              -7-
SIGNATURES

      Pursuant to the requirements of the Securities Act of 1933,
as  amended,  the  Registrant certifies that  it  has  reasonable
grounds  to  believe  that it meets all of the  requirements  for
filing  on  Form  S-8  and  has  duly  caused  this  Registration
Statement  to  be  signed  on  its  behalf  by  the  undersigned,
thereunto duly authorized, in the Borough of Eatontown, State  of
New Jersey on September 26, 1996.

                              UNITED MOBILE HOMES, INC.

                              By:/s/ Eugene W. Landy
                                 EUGENE W. LANDY
                                 Chairman of the Board and Director

      Pursuant to the requirements of the Securities Act of 1933,
this  Registration  Statement has been signed  by  the  following
persons in the capacities indicated on September 26, 1996.

Signature                          Title

/s/ Eugene W. Landy           Chairman of the Board and Director
Eugene W. Landy

/s/ Samuel A. Landy           President and Director
Samuel A. Landy               (Principal Executive Officer)

/s/ Anna T. Chew              Vice President, Chief Financial
Anna T. Chew                  Officer and Director
                              (Principal Financial Officer)

/s/ Ernest V. Bencivenga      Secretary/Treasurer and Director
Ernest V. Bencivenga

/s/ Robert G. Sampson         Director
Robert G. Sampson

/s/ Charles P. Kaempffer      Director
Charles P. Kaempffer

/s/ Richard Molke             Director
Richard Molke

/s/ Robert J. Anderson        Director
Robert J. Anderson

/s/ Eugene Rothenberg         Director
Eugene Rothenberg

                              -8-
EXHIBIT INDEX

4.1       United Mobile Homes, Inc.'s 1984 Stock Option Plan
          as approved by the Shareholders on June 26, 1984.

4.2       United Mobile Homes, Inc.'s 1994 Stock Option Plan
          as  approved  by the Shareholders on May  26,  1994  is
          incorporated  herein by reference to  the  Registrant's
          Definitive  Proxy Statement dated April 25, 1994  filed
          with  the  Securities and Exchange Commission on  April
          27, 1994.

5         Opinion of Archer & Greiner, P.C. regarding legality.

23.1      Consent of Archer & Greiner, P.C. (included in Exhibit
          5).

23.2      Consent of KPMG Peat Marwick LLP.

24        Power of Attorney

                              -9-
EXHIBIT 4.1
                   UNITED MOBILE HOMES, INC.

                     1984 STOCK OPTION PLAN

           1.   Purpose.   The purpose of the Stock  Option  Plan
(hereinafter  called the "Plan"), is to promote the interests  of
United Mobile Homes, Inc. (hereinafter called the "Company"),  by
affording  an  incentive to certain officers and  key  management
employees to remain in the employ of the Company and to use their
best  efforts  in its behalf; and further to aid the  Company  in
attracting,   maintaining,  and  developing  capable   management
personnel of a caliber required to insure the Company's continued
success,  by  means of an offer to such persons of an opportunity
to  acquire or increase their proprietary interest in the Company
through  the granting of options to purchase the Company's  stock
pursuant to the terms of this Plan.

           2.   Shares  Subject to Plan.  (a)  The shares  to  be
delivered  upon exercise of options granted under the Plan  shall
be made available, at the discretion of the Board of Directors of
the Company (the "Board"), from the authorized unissued shares of
the  Company's  Common  Stock or from shares  reacquired  by  the
Company, including shares purchased in the open market.

          (b)  Subject to adjustments made pursuant to provisions
of Section 10 hereof, the aggregate number of shares which may be
issued  upon  exercise of all options which may be granted  under
the  Plan  shall not exceed 60,000 shares of the $1.00 par  value
Common Stock of the company (306,000 shares $.10 par value on 5.1
to 1 stock split).

           (c)   In the event that any option granted under  this
Plan  expires  or  terminates for any reason  whatsoever  without
having  been  exercised in full, the shares become available  for
other  options  to  the same employee or other employees  without
decreasing  the aggregate number of shares which may  be  granted
under  the  Plan; or shall be available for any lawful  corporate
purpose.

          (d)  More than one option may be granted to an optionee
pursuant  to  this Plan.  However, not more than  thirty  percent
(30%) of the number of shares which can be issued under this Plan
in  accordance with Section 2(b) hereof may be purchased  by  one
employee upon exercise of all options granted under the  Plan  to
such employee.

          3.  Option Agreements.  (a)  Each option under the Plan
shall  be evidenced by an option agreement, which shall be signed
by  an officer of the Company and by the employee and which shall
contain  such provisions as may be approved by the Committee  (as
defined in Section 4 hereof).

                              -10-
(b)   The  option agreements shall constitute  binding
contracts  between  the  Company  and  the  optionee  and   every
optionee,  upon  acceptance of such option  agreement,  shall  be
bound  by  the  terms and restrictions of this Plan  and  of  the
option agreement.

           (c)   The  terms of the option agreement shall  be  in
accordance  with this Plan, but may include additional provisions
and  restrictions,  provided that the same are  not  inconsistent
with the Plan.

           4.  Administration.  The Board shall appoint an option
committee (hereinafter called the "Committee"), to administer the
Plan,  which Committee shall consist of not less than  three  nor
more than five members of the Board, to serve at the pleasure  of
the Board.  No individual who has been granted options under this
Plan  shall  become a member of the Committee while said  options
are  still  in  existence.  No member of the Committee  shall  be
eligible for any grant of options.  The Committee shall have full
power  and  authority to construe, interpret, and administer  the
Plan  and  may from time to time adopt such rules and regulations
for  carrying out this Plan as it may deem proper and in the best
interests of the Company.  Subject to the terms, provisions,  and
conditions  of  the  Plan,  the Committee  shall  have  exclusive
jurisdiction  (i)  to select the key employees  to  whom  options
shall  be granted, (ii) to determine the number of shares subject
to each option, (iii) to determine the time or times when options
will be granted, (iv) to determine the option price of the shares
subject  to  each  option, (v) to determine the  time  when  each
option may be exercised, (vi) to fix such other provisions of the
option agreement as the Committee may deem necessary or desirable
consistent  with the terms of this Plan, and (vii)  to  determine
all  other questions relating to the administration of the  Plan.
The  interpretation  of  any  provisions  of  this  Plan  by  the
Committee  shall  be  final, conclusive,  and  binding  upon  all
persons  and the Board shall place into effect the determinations
of the Committee.

           5.  Eligibility.  Key employees of the Company and any
of  its  subsidiaries including officers and  directors  who  are
employees shall be eligible to receive options.  The fact that an
employee has been granted an option under this Plan shall not  in
any  way affect or qualify the right of the employer to terminate
his employment at any time.  Nothing contained in this Plan shall
be  construed to limit the right of the Company to grant  options
otherwise than under the Plan for any proper and lawful corporate
purpose,  including  but not limited to options  granted  to  key
employees.   Key employees to whom options may be  granted  under
the  Plan  will be those selected by the Committee from  time  to
time   who,  in  the  sole  discretion  of  the  Committee,  have
contributed  in  the  past or who may be expected  to  contribute
materially  in  the future to the successful performance  of  the
Company.

                              -11-
6.   Option Price.  The price at which shares of stock
may  be  purchased under an option granted pursuant to this  Plan
shall  be determined by the Committee but shall not be less  than
100%  of  fair market value of such shares on the date  that  the
option  is  granted, such fair market value to be determined  by,
and  in  accordance  with procedures to be  established  by,  the
Committee.   The  option price will be subject to adjustments  in
accordance with provisions of Section 10 hereof.

            7.    Exercise  of  Options.   (a)   Subject  to  the
provisions  of the Plan with respect to termination of employment
under  Section 9 hereof, the period during which each option  may
be  exercised  shall be fixed by the Committee at the  time  such
option  is  granted, but such period shall expire not later  than
five (5) years from the date the option is granted.  In addition,
each  option must be exercised within five (5) years of its  date
of grant.

           (b)   Each  option  granted  under  the  Plan  may  be
exercised only after one (1) year of continued employment by  the
Company or one of its subsidiaries immediately following the date
the  option  is  granted  and, except as provided  in  Section  9
hereof,  only during the continuance of the optionee's employment
with  the  Company or one of its subsidiaries.   Subject  to  the
foregoing limitations and the terms and conditions of the  option
agreement, each option shall be exercisable in whole or  in  part
in  installments  at  such time or times  as  the  Committee  may
prescribe and specify in the applicable option agreement.

           (c)   No  shares  shall be delivered pursuant  to  any
exercise  of  an option until the requirement of  such  laws  and
regulations as may be deemed by the Committee to be applicable to
them  are  satisfied and until payment in full  in  cash  of  the
option  price for them is received by the Company.  No  optionee,
or  the  legal  representative, legatee,  or  distributee  of  an
optionee, shall be deemed to be a holder of any shares subject to
any  option unless and until the certificate or certificates  for
them have been issued.

           8.   Transferability of Options.   An  option  granted
under the Plan may not be transferred except by will or the  laws
of  descent  or  distribution, and during  the  lifetime  of  the
employee to whom granted, may be exercised only by such employee.

           9.   Termination  of Employment.  In  the  event  that
employment  of  an optionee by the Company or any  subsidiary  is
terminated  for any reason other than death, an option  shall  be
exercisable  by the optionee at any time prior to the  expiration
date  of the option or within three months after the date of such
termination,  whichever is earlier, but only to  the  extent  the
optionee  had the right to exercise such option at date  of  such
termination.  In the event of death of an optionee while in the

                              -12-
employ  of  the  Company  (or  within  three  (3)  months   after
termination  of  employment by reasons  of  retirement  with  the
consent of the Company), his option shall be exercisable  by  the
person or persons to whom such optionee's rights pass by will  or
by  the laws of descent and distribution at any time prior to the
expiration  date of the option or within three (3)  months  after
the  date  of such death, whichever is earlier, but only  to  the
extent the optionee had the right to exercise such option on  the
date of his death.

          10.  Capital Adjustments Affecting Stock.  In the event
of  a  capital adjustment resulting from a stock dividend,  stock
split, reorganization, merger, consolidation, or a combination or
exchange of shares, the number of shares of stock subject to this
Plan  and  the  number of shares under option shall  be  adjusted
consistent with such capital adjustment.  The price of any  share
under option shall be adjusted so that there will be no change in
the  aggregate purchase price payable under exercise of any  such
option.   The granting of an option pursuant to this  Plan  shall
not  affect in any way the right or power of the Company to  make
adjustments, reorganizations, reclassification, or changes of its
capital or business structure or to merge, consolidate, dissolve,
liquidate, or sell or transfer all or any part of its business or
assets.

          11.  Amendments, Suspension, or Termination.  The Board
shall have the right, at any time, to amend, suspend or terminate
the  Plan  in  any respect which it may deem to be  in  the  best
interests of the Company, provided, however, no amendments  shall
be made in the Plan which:

                     (a)  Increase the total number of shares for
          which  options may be granted under this Plan  for  all
          key employees or for any one of them except as provided
          in Section 10 hereof;

                     (b)   Change the minimum purchase price  for
          the  optioned shares, except as provided in Section  10
          hereof;

                      (c)   Affect  outstanding  options  or  any
          unexercised  rights thereunder, except as  provided  in
          Section 7 hereof;

                     (d)   Extend  the option period provided  in
          Section  7 hereof or make an option exercisable earlier
          than as specified in Section 7 hereof; and

                    (e)  Extend the termination date of the Plan.

                              -13-
12.  Effective Date, Term and Approval.  Subject to the
approval of the stockholders of the Company at the Annual Meeting
in  1984,  the Plan shall take effect on January 1,  1984.   This
Plan  will  terminate on March 31, 1994 and  no  options  may  be
granted  under  the  Plan  after that  date,  unless  an  earlier
termination date after which no options may be granted under  the
Plan  is  fixed  by action of the Board, but any  option  granted
prior thereto may be exercised in accordance with its terms.  The
Plan  and all options granted pursuant to it are subject  to  all
laws, approvals, requirements and regulations of any governmental
authority  which  may be applicable thereto and,  notwithstanding
any provisions of the Plan or option agreement, the holder of  an
option shall not be entitled to exercise his option nor shall the
Company  be obligated to issue any shares to the holder  if  such
exercise  or issuance shall constitute a violation by the  holder
or   the   Company  of  any  provisions  of  any  such   approval
requirements, law or regulation.

          13.  Miscellaneous.  The Committee, in fixing the terms
of  the  options  granted, may, but shall  not  be  required  to,
conform the options so that they may qualify as incentive options
under the Internal Revenue Code Amendments of 1981 or such future
Internal  Revenue Code provisions as may provide  more  favorable
tax treatment than unqualified options.

                              -14-
EXHIBIT 5

                      September 30, 1996

United Mobile Homes, Inc.
125 Wyckoff Road
Eatontown, NJ  07724

Dear Sirs:

      We  have examined the corporate records and proceedings  of
United  Mobile Homes, Inc., a New Jersey corporation, with respet
to  the  legal sufficiency of all corporate proceedings  of  such
corporation  taken  in  connection with the  creation,  form  and
validity  and full payment and non-assessability when  issued  of
the  848,000 shares of common stock, par value $0.10  per  share,
covered  by  the  Registration  Statement  on  Form  S-8,   dated
September   30,  1996,  in  connection  with  which  Registration
Statement this opinion is rendered.

     Based upon such examination, we are of the opinion that when
the Registration Statement shall have been declared effective  by
order  of the Securities and Exchange Commission, and the  shares 
shall have been issued and sold upon the terms and conditions set
forth in the Registration Statement, such  shares will be validly
authorized and legally issued, fully paid, and non-assessable.

      We  hereby  consent  to the filing of this  opinion  as  an
exhibit to the Registration Statement.

                         Sincerely,

                         /s/ Archer & Greiner

                         ARCHER & GREINER
                         A Professional Corporation

                              -15-
EXHIBIT 23.2

                INDEPENDENT ACCOUNTANTS' CONSENT

The Board of Directors
United Mobile Homes, Inc.

We  consent  to  incorporation by reference in  the  Registration
Statement  on  Form  S-8  of  United  Mobile  Homes,  Inc.  dated
September 26, 1996, pertaining to United Mobile Homes, Inc.  1984
Stock Option Plan and United Mobile Homes, Inc. 1994 Stock Option
Plan,  of  our  report  dated March  6,  1996,  relating  to  the
consolidated balance sheets of United Mobile Homes,  Inc.  as  of
December   31,   1995  and  1994  and  the  related  consolidated
statements  of income, shareholders' equity, and cash  flows  for
each  of  the  years in the three-year period ended December  31,
1995, which report appears in the December 31, 1995 Annual Report
on Form 10-K of United Mobile Homes, Inc.

                              /s/ KPMG Peat Marwick LLP

                              KPMG Peat Marwick LLP

Short Hills, New Jersey
September 26, 1996

                              -16-
EXHIBIT 24

                       POWER OF ATTORNEY

     Each person executing this Power of Attorney hereby appoints
Eugene  W.  Landy  and Anna T. Chew, or either of  them,  as  his
attorney-in-fact to execute and to file such amendments  to  this
Form  S-8  Registration  Statement as such attorneys-in-fact,  or
either  of  them,  may  deem appropriate  or  withdraw  from  the
registration process this Registration Statement.

                              UNITED MOBILE HOMES, INC.

                              By:/s/ Eugene W. Landy
                                 EUGENE W. LANDY
                                 Chairman of the Board and Director

      This  Power  of Attorney has been signed by  the  following
persons in the capacities indicated on September 26, 1996.

Signature                     Title

/s/ Eugene W. Landy           Chairman of Board and Director
Eugene W. Landy

/s/ Samuel A. Landy           President and Director
Samuel A. Landy               (Principal Executive Officer)

/s/ Anna T. Chew              Vice President, Chief Financial
Anna T. Chew                  Officer and Director
                              (Principal Financial Officer)

/s/ Ernest V. Bencivenga      Secretary/Treasurer and Director
Ernest V. Bencivenga

/s/ Robert G. Sampson         Director
Robert G. Sampson

/s/ Charles P. Kaempffer      Director
Charles P. Kaempffer

/s/ Richard Molke             Director
Richard Molke

/s/ Robert J. Anderson        Director
Robert J. Anderson

/s/ Eugene Rothenberg         Director
Eugene Rothenberg

                              -17-