SECURITIES AND EXCHANGE COMMISSION
                     WASHINGTON, D.C. 20549
                                
                      ____________________
                                
                            FORM 8-K
                                
        CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF
                   THE SECURITIES ACT OF 1934
                                
Date of Report (Date of earliest event reported): MARCH 16, 1999
                                
                       ___________________
                                
                         JMC GROUP, INC.
       (Exact name of registrant as specified in charter)
                                
                                
      DELAWARE               0-12926                95-2627415
(State of other jurisdiction(Commission File     (I.R.S. Employer
incorporation or organization)Number)          Identification No.)

   9710 SCRANTON ROAD, SUITE 100, SAN DIEGO, CALIFORNIA 92121
 (Address of principal executive offices)             (Zip Code)
                                
Registrant's telephone number, including area code:  619-450-0055
Item 5.  Other Events.

     On March 16, 1999, the Registrant was informed by The Nasdaq
Stock Market that the Company's Common Stock will be listed on
the Nasdaq SmallCap Market via an exception from the minimum bid
price requirements effective March 18, 1999 at the opening of the
market.  For the duration of the exception, the Company's Nasdaq
symbol will be JMCGC.

The Company failed to meet the continued listing requirement for
the NMS as of December 16, 1998 and was granted a temporary
exception from this standard subject to JMCG meeting certain
conditions.  On or before May 7, 1999, the Company must
demonstrate a closing bid price of at least $1.00 per share;
thereafter, the Company's closing bid price must meet or exceed
$1.00 per share for a minimum of ten consecutive trading days.
The exception will expire on May 21, 1999.  In the event the
Company is deemed to have met the terms of the exception, it
shall continue to be listed on the Nasdaq SmallCap Market.  If
the Company remains in compliance throughout the expiration date
of the exception, the symbol will be returned to JMCG.

The Company previously announced that it would seek stockholder
approval at the May 3, 1999 Annual Meeting of stockholders of a
one-for-two reverse split of its Common Stock to effectively
reduce the number of shares issued and outstanding to
approximately 3,083,225 shares.  The Company believes that this
action may result in an increase of the bid price for the
Company's Common Stock to over $1.00, which is Nasdaq's stated
minimum bid price for shares on the SCM. However, there can be
no assurance that the bid price for the Common Stock will be
increased to over $1.00 or that the Company will otherwise be
able to maintain listing on the SCM. If delisted from the Nasdaq
SmallCap Market, the Company's Common Stock would be traded on
the Over-the-Counter Bulletin Board.

A copy of the press release concerning this announcement and a
copy of the letter from the Nasdaq Stock Market notifying the
Company of its ruling are attached as exhibits to this Report and
are hereby incorporated by reference.

Item 7.  Financial Statements and Exhibits.

     The Following exhibits are filed herewith:

     Exhibit 28.1   March 17, 1999 Press Release
     Exhibit  28.2   March 16, 1999 Letter from Nasdaq Stock Market.

                           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.

                         JMC GROUP, INC.

Dated:  March 17, 1999        By:  /s/  James K. Mitchell
                              James K. Mitchell
                              Chairman, President &
                              Chief Executive Officer