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): October 30, 2000


                            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 5.           Other Events

Attached hereto as Exhibit 99.1 is a copy of Ugly Duckling  Corporation's  press
release  dated  October 27, 2000 titled "Ugly  Duckling  Reports  Withdrawal  of
Chairman's  Offer to Purchase  Outstanding  Common  Stock" which  describes  the
withdrawal of an offer made by Mr. Ernest C. Garcia II, Ugly Duckling's Chairman
and largest  stockholder,  to purchase all of the  outstanding  shares of common
stock of Ugly Duckling not already owned by Mr.Garcia.

EXHIBIT

NO.               DESCRIPTION

99.1     Ugly Duckling Corporation Press Release Dated October 27, 2000 Titled
"Ugly Duckling Reports Withdrawal of Chairman's Offer to Purchase Outstanding
Common Stock."







                                                     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:    October 30, 2000                          By:  \S\ Jon D. Ehlinger

                                                        Vice President,
                                                         Secretary and
                                                        General Counsel