SECURITIES AND EXCHANGE COMMISSION
                             Washington, D. C.  20549


                                    FORM 10-Q


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


   For the Quarterly Period Ended                              Commission File
   March 31, 2000                                              No. 1-11632



                           AMERICAN ANNUITY GROUP, INC.



   Incorporated under                                       IRS EmployerI.D.
   the Laws of Delaware                                      No. 06-1356481



                  250 East Fifth Street, Cincinnati, Ohio  45202
                                  (513) 333-5300






   Indicate by check mark whether the Registrant (1) has filed all reports
   required to be filed by Section 13 or 15(d) of the Securities Exchange Act
   of 1934 during the preceding 12 months, and (2) has been subject to such
   filing requirements for the past 90 days.  Yes    X        No



   As of May 1, 2000, there were 42,286,093 shares of the Registrant's Common
   Stock outstanding.






                                   Page 1 of 19


                        AMERICAN ANNUITY GROUP, INC. 10-Q
                                      PART I
                              FINANCIAL INFORMATION

                  AMERICAN ANNUITY GROUP, INC. AND SUBSIDIARIES
                            CONSOLIDATED BALANCE SHEET
                              (Dollars in millions)






                                                  March 31,  December 31,
                                                      2000      1999
   Assets
     Investments:
       Fixed maturities - at market
         (amortized cost - $6,061.7 and $6,073.2) $5,919.5   $5,946.7
       Equity securities - at market
         (cost - $46.1 and $43.6)                     69.2       72.3
       Investment in affiliate                        13.5       12.3
       Mortgage loans on real estate                  23.8       16.0
       Real estate                                    72.7       73.6
       Policy loans                                  215.2      217.2
       Short-term investments                         49.8       80.2
         Total investments                         6,363.7    6,418.3

     Cash                                             28.7       39.4
     Accrued investment income                        95.3       98.0
     Unamortized insurance acquisition costs, net    430.4      406.2
     Deferred taxes on unrealized losses              33.7       27.2
     Other assets                                    225.5      214.4
     Variable annuity assets (separate accounts)     466.4      354.4

                                                  $7,643.7   $7,557.9

   Liabilities and Capital
     Annuity benefits accumulated                 $5,494.3   $5,519.5
     Life, accident and health reserves              525.8      520.6
     Notes payable                                   201.1      201.3
     Payable to affiliates, net                       76.2       69.8
     Accounts payable, accrued expenses and other
       liabilities                                   131.4      147.0
     Variable annuity liabilities
      (separate accounts)                            466.4      354.4
         Total liabilities                         6,895.2    6,812.6

     Mandatorily redeemable preferred securities
       of subsidiary trusts                          218.1      219.6

     Stockholders' Equity:
       Common Stock, $1 par value
         -100,000,000 shares authorized
         - 42,284,028 and 42,374,086 shares
          outstanding                                 42.3       42.4
       Capital surplus                               348.4      349.7
       Retained earnings                             203.9      186.5
       Unrealized losses on marketable
         securities, net                             (64.2)    (52.9)
         Total stockholders' equity                  530.4      525.7

                                                  $7,643.7   $7,557.9

                                        2

                        AMERICAN ANNUITY GROUP, INC. 10-Q

                  AMERICAN ANNUITY GROUP, INC. AND SUBSIDIARIES
                          CONSOLIDATED INCOME STATEMENT
                     (In millions, except per share amounts)


                                                     Three months ended
                                                          March 31,
                                                          2000    1999
   Revenues:
     Life, accident and health premiums                $ 49.9   $ 25.6
     Net investment income                              123.3    119.9
     Realized gains (losses) on sales of
     investments                                         (2.9)     4.0
     Other income                                        10.9      4.0
                                                        181.2    153.5
   Costs and Expenses:
     Annuity benefits                                    66.2     64.9
     Life, accident and health benefits                  36.7     18.9
     Insurance acquisition expenses                      15.2      8.2
     Trust preferred distribution requirement             4.6      4.7
     Interest and other debt expenses                     3.6      2.4
     Other expenses                                      31.8     23.7
                                                        158.1    122.8
   Operating earnings before income taxes                23.1     30.7
   Provision for income taxes                             6.5      9.5
   Net operating earnings                                16.6     21.2

   Equity in earnings of affiliate, net of tax            0.8      1.2

   Income before accounting change                       17.4     22.4
   Cumulative effect of accounting change,
    net of tax                                             -     (4.7)

   Net Income                                          $ 17.4   $ 17.7


   Basic earnings (loss) per common share:
     Income before accounting change                    $0.41    $0.53
   Accounting change                                       -     (0.11)
   Net income                                           $0.41    $0.42

   Diluted earnings (loss) per common share:
     Income before accounting change                    $0.41    $0.52
     Accounting change                                     -     (0.11)
     Net income                                         $0.41    $0.41

   Average number of common shares:
     Basic                                               42.4     42.5
     Diluted                                             42.6     43.2

                                        3

                        AMERICAN ANNUITY GROUP, INC. 10-Q

                  AMERICAN ANNUITY GROUP, INC. AND SUBSIDIARIES
            CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY
                                  (In millions)

                                                   Three months ended
                                                        March 31,
                                                    2000       1999
   Common Stock:
     Balance at beginning of period               $ 42.4     $ 42.6
     Common Stock retired                           (0.1)      (0.2)
       Balance at end of period                   $ 42.3     $ 42.4


   Capital Surplus:
     Balance at beginning of period               $349.7     $354.1
     Common Stock issued                             0.5        0.2
     Common Stock retired                           (1.8)      (4.3)
       Balance at end of period                   $348.4     $350.0



   Retained Earnings:
     Balance at beginning of period               $186.5     $131.9
     Net income                                     17.4       17.7
       Balance at end of period                   $203.9     $149.6


   Unrealized Gains (Losses), Net:
     Balance at beginning of period              ($ 52.9)    $160.1
     Change during period                          (11.3)     (45.4)
       Balance at end of period                  ($ 64.2)    $114.7




   Comprehensive Income (Loss):
     Net income                                   $ 17.4     $ 17.7
     Other comprehensive loss - change in net
       unrealized losses on marketable securities  (11.3)     (45.4)
       Comprehensive income (loss)                $  6.1    ($ 27.7)

                                        4

                        AMERICAN ANNUITY GROUP, INC. 10-Q

                  AMERICAN ANNUITY GROUP, INC. AND SUBSIDIARIES
                       CONSOLIDATED STATEMENT OF CASH FLOWS
                                  (In millions)

                                                      Three months ended
                                                          March 31,
                                                         2000      1999
   Cash Flows from Operating Activities:
     Net income                                        $ 17.4    $ 17.7
     Adjustments:
       Cumulative effect of accounting change              -        4.7
       Equity in earnings of affiliate, net of tax       (0.8)     (1.2)
       Increase in life, accident and health reserves     3.6       9.0
       Benefits to annuity policyholders                 66.2      64.9
       Amortization of insurance acquisition costs       15.2       8.2
       Depreciation and amortization                      2.3       3.2
       Realized losses (gains)                            2.9      (4.0)
       Increase in insurance acquisition costs          (33.7)    (28.2)
       Other, net                                       (12.2)     (1.4)
                                                         60.9      72.9

   Cash Flows from Investing Activities:
     Purchases of and additional investments in:
       Fixed maturity investments                      (240.9)   (405.0)
       Equity securities                                 (2.5)     (4.3)
       Real estate, mortgage loans and other assets      (9.1)     (6.8)
     Purchase of subsidiaries                              -      (26.6)
       Cash and short-term investments of acquired
       subsidiaries                                        -       31.1
     Maturities and redemptions of fixed
      maturity investments                              103.3     203.0
     Sales of:
       Fixed maturity investments                       135.6     163.8
       Equity securities                                  0.2       7.0
       Real estate, mortgage loans and other assets       0.2      18.8
     Decrease in policy loans                             2.0       1.2
                                                        (11.2)    (17.8)

   Cash Flows from Financing Activities:
     Fixed annuity receipts                             126.4     107.5
     Annuity surrenders, benefits and withdrawals      (192.8)   (190.0)
     Net transfers to variable annuity assets           (21.5)     (3.1)
     Additions to notes payable                            -       19.0
     Reductions of notes payable                         (0.2)     (0.2)
     Issuance of Common Stock                             0.5       0.2
     Retirement of Common Stock                          (1.9)     (4.5)
     Repurchase of trust preferred securities            (1.3)     (5.5)
                                                        (90.8)    (76.6)

   Net decrease in cash and short-term investments      (41.1)    (21.5)
   Beginning cash and short-term investments            119.6     133.0
   Ending cash and short-term investments              $ 78.5    $111.5

                                        5

                        AMERICAN ANNUITY GROUP, INC. 10-Q

                    NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


   A. Description of the Company

      American Annuity Group, Inc. ("AAG" or "the Company") markets retirement
      products, primarily fixed and variable annuities, and various forms of
      life and supplemental health insurance through independent agents,
      payroll deduction plans, financial institutions and in-home sales.

      American Financial Group, Inc. ("AFG") and its subsidiaries owned 83% of
      AAG's Common Stock at May 1, 2000.

   B. Accounting Policies

      Basis of Presentation  The accompanying Consolidated Financial
      Statements for AAG and its subsidiaries are unaudited; however,
      management believes that all adjustments (consisting only of normal
      recurring accruals unless otherwise disclosed herein) necessary for fair
      presentation have been made.  The results of operations for interim
      periods are not necessarily indicative of results to be expected for the
      year.  The financial statements have been prepared in accordance with
      the instructions to Form 10-Q and therefore do not include all
      information and footnotes necessary to be in conformity with generally
      accepted accounting principles.

      Certain reclassifications have been made to prior periods to conform to
      the current period's presentation.  All significant intercompany
      balances and transactions have been eliminated.  All acquisitions have
      been treated as purchases.  The results of operations of companies since
      their formation or acquisition are included in the consolidated
      financial statements.

      The preparation of the financial statements requires management to make
      estimates and assumptions that affect the amounts reported in the
      financial statements and accompanying notes.  Changes in circumstances
      could cause actual results to differ materially from those estimates.

      Investments  All fixed maturity securities are considered "available for
      sale" and reported at fair value with unrealized gains and losses
      reported as a separate component of stockholders' equity.  Short-term
      investments are carried at cost; mortgage loans on real estate are
      generally carried at amortized cost; policy loans are stated at the
      aggregate unpaid balance.  Premiums and discounts on mortgage-backed
      securities are amortized over their expected average lives using the
      interest method.

      Gains or losses on sales of securities are recognized at the time of
      disposition with the amount of gain or loss determined on the specific
      identification basis.  When a decline in the value of a specific
      investment is considered to be other than temporary, a provision for
      impairment is charged to earnings and the carrying value of that
      investment is reduced.

      Investment in Affiliate  AAG's investments in equity securities of
      companies that are 20% to 50% owned by AFG and its subsidiaries are
      generally carried at cost, adjusted for a proportionate share of their
      undistributed earnings or losses.  Changes in AAG's equity in its
      affiliate caused by issuances of the affiliate's stock are recognized in
      earnings when such issuances are not part of a broader reorganization.

                                        6

                        AMERICAN ANNUITY GROUP, INC. 10-Q

              NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued


      Insurance Acquisition Costs and Expenses  Insurance acquisition costs
      and expenses consist primarily of deferred policy acquisition costs and
      the present value of future profits on business in force of acquired
      insurance companies.  In addition, certain marketing and commission
      costs are expensed as paid and included in insurance acquisition
      expenses.

      Deferred Policy Acquisition Costs ("DPAC")  DPAC (principally
      commissions, advertising, underwriting, policy issuance and sales
      expenses that vary with and are primarily related to the production of
      new business) is deferred to the extent that such costs are deemed
      recoverable.

      DPAC related to annuities and universal life insurance products is
      amortized, with interest, in relation to the present value of expected
      gross profits on the policies.  These expected gross profits consist
      principally of estimated future net investment income and surrender,
      mortality and other policy charges, less estimated future interest on
      policyholders' funds, policy administration expenses and death benefits
      in excess of account values.  DPAC is reported net of unearned revenue
      relating to certain policy charges that represent compensation for
      future services.  These unearned revenues are recognized as income using
      the same assumptions and factors used to amortize DPAC.

      To the extent that realized gains and losses result in adjustments to
      the amortization of DPAC, such adjustments are reflected as components
      of realized gains. To the extent that unrealized gains (losses) from
      securities would result in adjustments to DPAC, unearned revenues and
      policyholder liabilities had those gains (losses) actually been
      realized, such balance sheet amounts are adjusted, net of deferred
      taxes.

      DPAC related to traditional life and health insurance is amortized over
      the expected premium paying period of the related policies, in
      proportion to the ratio of annual premium revenues to total anticipated
      premium revenues.  Such anticipated premium revenues were estimated
      using the same assumptions used for computing liabilities for future
      policy benefits.

      Present Value of Future Profits  Included in insurance acquisition costs
      are amounts representing the present value of future profits on business
      in force of acquired insurance companies, which represent the portion of
      the costs to acquire such companies that is allocated to the value of
      the right to receive future cash flows from insurance contracts existing
      at the date of acquisition.

      These amounts are amortized with interest over the estimated remaining
      life of the acquired policies for annuities and universal life products
      and over the expected premium paying period for traditional life and
      health insurance products.

      Annuity Benefits Accumulated  Annuity receipts and benefit payments are
      recorded as increases or decreases in "annuity benefits accumulated"
      rather than as revenue and expense.  Increases in this liability for
      interest credited are charged to expense and decreases for surrender
      charges are credited to other income.


      Life, Accident and Health Reserves  Liabilities for future policy
      benefits under traditional life, accident and health policies are
      computed using the net level premium method.  Computations are based on
      anticipated investment yields,

                                        7

                        AMERICAN ANNUITY GROUP, INC. 10-Q

              NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued


      mortality, morbidity and surrenders and include provisions for
      unfavorable deviations.  Reserves established for accident and health
      claims are modified as necessary to reflect actual experience and
      developing trends.

      The liability for future policy benefits for interest sensitive life and
      universal life policies is equal to the sum of the accumulated fund
      balances under such policies.

      Variable Annuity Assets and Liabilities   Separate accounts related to
      variable annuities represent deposits invested in underlying investment
      funds on which AAG earns a fee.  The investment funds are selected and
      may be changed only by the policyholder.

      Life, Accident and Health Premiums and Benefits  For traditional life,
      accident and health products, premiums are recognized as revenue when
      legally collectible from policyholders.  Policy reserves have been
      established in a manner which allocates policy benefits and expenses on
      a basis consistent with the recognition of related premiums and
      generally results in the recognition of profits over the premium-paying
      period of the policies.

      For interest-sensitive life and universal life products, premiums are
      recorded in a policyholder account which is reflected as a liability.
      Revenue is recognized as amounts are assessed against the policyholder
      account for mortality coverage and contract expenses.  Surrender
      benefits reduce the account value.  Death benefits are expensed when
      incurred, net of the account value.

      Income Taxes  AAG and GALIC have separate tax allocation agreements with
      American Financial Corporation ("AFC"), a subsidiary of AFG, which
      designate how tax payments are shared by members of the tax group.  In
      general, both companies compute taxes on a separate return basis.  GALIC
      is obligated to make payments to (or receive benefits from) AFC based on
      taxable income without regard to temporary differences.  If GALIC's
      taxable income (computed on a statutory accounting basis) exceeds a
      current period net operating loss of AAG, the taxes payable by GALIC
      associated with the excess are payable to AFC.  If the AFC tax group
      utilizes any of AAG's net operating losses or deductions that originated
      prior to AAG's entering AFC's consolidated tax group, AFC will pay to
      AAG an amount equal to the benefit received.

      Deferred income tax assets and liabilities are determined based on
      differences between financial reporting and tax basis and are measured
      using enacted tax rates.  The Company recognizes deferred tax assets if
      it is more likely than not that a benefit will be realized.  Current and
      deferred tax assets and liabilities of companies in AFC's consolidated
      tax group are aggregated with other amounts receivable from or payable
      to affiliates.

      Stock-Based Compensation  As permitted under Statement of Financial
      Accounting Standards ("SFAS") No. 123, "Accounting for Stock-Based
      Compensation", AAG accounts for stock options and other stock-based
      compensation plans using the intrinsic value based method prescribed
      by Accounting Principles Board Opinion No. 25, "Accounting for Stock
      Issued to Employees."

                                        8

                        AMERICAN ANNUITY GROUP, INC. 10-Q

              NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued


      Benefit Plans  AAG sponsors an Employee Stock Ownership Retirement Plan
      ("ESORP") covering all employees who are qualified as to age and length
      of service.  The ESORP, which invests primarily in securities of AAG, is
      a trusteed, noncontributory plan for the benefit of the employees of AAG
      and its subsidiaries.  Contributions are discretionary by the directors
      of AAG and are charged against earnings in the year for which they are
      declared.

      Qualified employees having vested rights in the plan are entitled to
      benefit payments at age 60.

      AAG and certain of its subsidiaries provide certain benefits to eligible
      retirees.  The projected future cost of providing these benefits is
      expensed over the period the employees earn such benefits.

      Start-Up Costs   Prior to 1999, certain costs associated with
      introducing new products and distribution channels had been deferred and
      amortized on a straight-line basis over five years.  In 1999, AAG
      implemented Statement of Position ("SOP") 98-5, "Reporting on the Costs
      of Start-Up Activities."  The SOP required that (i) costs of start-up
      activities be expensed as incurred and(ii) unamortized balances of
      previously deferred costs be expensed and reported as the cumulative
      effect of a change in accounting principle.  Accordingly, AAG expensed
      previously capitalized start-up costs of $4.7 million (net of tax) or
      $0.11 per diluted share, effective January 1, 1999.

      Derivatives   The Financial Accounting Standards Board issued SFAS No.
      133, "Accounting for Derivative Instruments and Hedging Activities,"
      during the second quarter of 1998.  SFAS No. 133 establishes accounting
      and reporting standards for derivative instruments, including derivative
      instruments that are embedded in other contracts, and for hedging
      activities and must be implemented no later than January 1, 2001.  SFAS
      No. 133 requires the recognition of all derivatives (both assets and
      liabilities) in the balance sheet at fair value.  Changes in fair value
      of derivative instruments are included in current income or as a
      component of comprehensive income (outside current income) depending on
      the type of derivative.  Implementation of SFAS No. 133 is not expected
      to have a material effect on AAG's financial position or results of
      operations.

      Earnings Per Share  Basic earnings per share is calculated using the
      weighted-average number of shares of common stock outstanding during the
      period.  Diluted earnings per share include the effect of the assumed
      exercise of dilutive common stock options.

      Statement of Cash Flows  For cash flow purposes, "investing activities"
      are defined as making and collecting loans and acquiring and disposing
      of debt or equity instruments and property and equipment.  "Financing
      activities" include annuity receipts, benefits and withdrawals and
      obtaining resources from owners and providing them with a return on
      their investments.  All other activities are considered "operating."
      Short-term investments having original maturities of three months or
      less when purchased are considered to be cash equivalents for purposes
      of the financial statements.



                                        9

                        AMERICAN ANNUITY GROUP, INC. 10-Q

              NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued


   C. Acquisitions and Sale of Subsidiaries

      In October 1999, AAG acquired United Teacher Associates Insurance
      Company for $81 million in cash, pending post-closing adjustments under
      which AAG may receive as much as several million dollars.

      In July 1999, AAG acquired Consolidated Financial Corporation, an
      insurance agency, for approximately $21 million in cash.

      In February 1999, AAG acquired Great American Life Insurance Company of
      New York (formerly known as Old Republic Life Insurance Company of New
      York) for approximately $27 million in cash.

   D. Segments of Operations

      AAG operates in three major segments:  (i) retirement products, (ii)
      life, accident and health insurance and (iii) corporate and other.
      AAG's retirement product companies sell tax-deferred annuities to
      employees of primary and secondary educational institutions, hospitals
      and in the non-qualified markets.   Approximately one-fourth of AAG's
      retirement annuity premiums came from California in the first quarter of
      2000.  No other state accounted for more than 10% of premiums.  Sales
      from AAG's top two Managing General Agencies accounted for one-eighth of
      retirement annuity premiums in the first quarter of 2000.

      AAG's life, accident and health businesses sell various forms of life
      and supplemental health products in the United States and Puerto Rico.
      Sales in Puerto Rico accounted for approximately 25% of AAG's life,
      accident and health premiums in the first quarter of 2000.

      Corporate and other consists primarily of AAG (parent) and AAG Holding.


                                        10

                        AMERICAN ANNUITY GROUP, INC. 10-Q

              NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued


      The following table shows AAG's revenues and operating profit (loss) by
      significant business segment (in millions):

                                                    Three months ended
                                                           March 31,
                                                            2000   1999
         Revenues
         Retirement products                             $115.4  $111.9
         Life, accident & health:
           U.S.                                            51.8    20.5
           Puerto Rico                                     14.6    13.8
         Corporate and other                                2.3     3.3
         Total operating revenues                         184.1   149.5

         Realized gains (losses)                           (2.9)    4.0
            Total revenues per income statement          $181.2  $153.5

         Operating profit (loss) - pretax
         Retirement products                             $ 33.2  $ 31.3
         Life, accident & health:
           U.S.                                             2.5     2.2
           Puerto Rico                                      2.0     1.9
         Corporate and other                              (11.7)   (8.7)
         Pretax earnings from operations                   26.0    26.7

         Realized gains (losses)                           (2.9)    4.0
       Total pretax income per income statement          $ 23.1  $ 30.7



                                        11

                        AMERICAN ANNUITY GROUP, INC. 10-Q

              NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued


   E. Investment in Affiliate

      Investment in affiliate reflects AAG's 4% ownership (2.7 million shares;
      carrying value of $13.5 million at March 31, 2000) of the common stock
      of Chiquita Brands International which is accounted for under the equity
      method.  AFG and its other subsidiaries own an additional 32% interest
      in the common stock of Chiquita.  Chiquita is a leading international
      marketer, producer and distributor of bananas and other quality fresh
      and processed food products.

      The market value of AAG's investment in Chiquita was approximately $13
      million at March 31, 2000 and December 31, 1999.

   F. Unamortized Insurance Acquisition Costs

      Unamortized insurance acquisition costs consisted of the following (in
      millions):
                                                 March 31, December 31,
                                                     2000         1999
         Deferred policy acquisition costs         $463.2       $435.7
         Present value of future profits acquired   112.9        115.1
         Unearned revenues                         (145.7)      (144.6)
                                                   $430.4       $406.2

   G. Notes Payable

      Notes payable consisted of the following (in millions):

                                                 March 31, December 31,
                                                     2000         1999

            Direct obligations of AAG              $  2.2       $  2.2
            Obligations of AAG Holding (guaranteed by AAG):
              6-7/8% Senior Notes due 2008          100.0        100.0
              Bank Credit Line                       97.0         97.0
            Other subsidiary debt                     1.9          2.1
                 Total                             $201.1       $201.3

      AAG Holding has a floating rate revolving credit agreement with several
      banks under which it may borrow a maximum of $200 million through
      September 29, 2000.  The maximum amount available reduces quarterly
      between September 30, 2000 and December 31, 2003.  At March 31, 2000,
      and December 31, 1999, the weighted-average interest rate on amounts
      borrowed under AAG Holding's bank credit line was 6.53% and 6.76%,
      respectively.

      At March 31, 2000, scheduled principal payments on debt for the
      remainder of 2000 and the subsequent five years were as follows (in
      millions):

               2000     2001     2002     2003     2004       2005
               $0.7     $0.7    $37.7    $60.6     $0.2       $0.2


                                        12

                        AMERICAN ANNUITY GROUP, INC. 10-Q

              NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued


   H. Mandatorily Redeemable Preferred Securities of Subsidiary Trusts

      Wholly-owned subsidiary trusts of AAG Holding issued $225 million of
      preferred securities and, in turn, purchased a like amount of AAG
      Holding subordinated debt which provides interest and principal
      payments to fund the Trusts' obligations.  The preferred securities
      are mandatorily redeemable upon maturity or redemption of the
      subordinated debt.  The three preferred securities issues are
      summarized as follows:

       Date of                                                 Optional
       Issuance   Issue(Maturity Date)  3/31/00   12/31/99   Redemption Dates
       November
       1996    9-1/4% TOPrS* (2026)    $73,110,000 $74,600,000 On or after
                                                               11/7/2001
       March
       1997     8-7/8% Preferred
                Securities (2027)        70,000,000 70,000,000 On or after
                                                               3/1/2007

      May 1997  7-1/4% ROPES** (2041)     75,000,000 75,000,000 Prior to
                                                               9/28/2000 and
                                                               after 9/28/2001

               *  Trust Originated Preferred Securities
               ** Remarketed Par Securities

    In the first quarter of 2000, AAG repurchased $1.5 million of its preferred
    securities for $1.3 million in cash.

    In the first quarter of 1999, AAG repurchased $5.4 million of its preferred
    securities for $5.5 million in cash.

    AAG and AAG Holding effectively provide an unconditional guarantee of the
    Trusts' obligations.

   I.      Stockholders' Equity

           The Company is authorized to issue 25,000,000 shares of Preferred
           Stock, par value $1.00 per share.

           At March 31, 2000, there were 3.0 million shares of AAG Common Stock
           reserved for issuance under AAG's stock option plans.  Under the
           plans, the exercise price of each option equals the market price of
           AAG Common Stock at the date of grant.  Options generally become
           exercisable at the rate of 20% per year commencing one year after
           grant.  All options expire ten years after the date of grant.

           The change in net unrealized losses on marketable securities for the
           three months ended March 31 included the following (in millions):

                                                              2000
                                                   Pretax    Taxes       Net
           Unrealized holding
             losses on securities
             arising during the period            ($20.7)     $7.5   ($13.2)
           Reclassification adjustment
             for investment losses (gains)
             realized in net income                   2.9    (1.0)      1.9
           Change in net unrealized
             losses on marketable securities      ($17.8)     $6.5   ($11.3)


                                                              1999
                                                   Pretax    Taxes       Net
           Unrealized holding
            losses on securities
            arising during the period             ($64.6)    $21.8   ($42.8)
           Reclassification adjustment
            for investment losses (gains)
            realized in net income                  (4.0)      1.4     (2.6)
           Change in net unrealized
            losses on marketable securities       ($68.6)    $23.2   ($45.4)

                                        13

                        AMERICAN ANNUITY GROUP, INC. 10-Q

              NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - Continued


   J.      Earnings Per Share

           The number of common shares outstanding used in calculating diluted
           earnings per share in the first quarter of 2000 and 1999 includes
           0.2 million shares and 0.7 million shares, respectively, for the
           effect of the assumed exercise of AAG's stock options.

   K.      Contingencies

           There have been no significant changes to the matters discussed and
           referred to in Note N "Contingencies" of AAG's Annual Report on Form
           10-K for 1999.

   L.      Additional Information

           Statutory Information of Great American Life Insurance
           Company  Insurance companies are required to file financial
           statements with state insurance regulatory authorities
           prepared on an accounting basis prescribed or permitted by
           such authorities (statutory basis).  Certain statutory
           amounts for GALIC, AAG's primary insurance subsidiary, were
           as follows (in millions):

                                            March 31, December 31,
                                                2000         1999
                Capital and surplus           $390.3       $403.8
                Asset valuation reserve         66.9         66.5
                Interest maintenance reserve     7.4          9.8

                                      Three months ended March 31,
                                                2000         1999
                Pretax income from operations  $19.1        $11.1
                Net income from operations      14.9          8.3
                Net income                      14.9          8.4

             The amount of dividends which can be paid by GALIC without prior
             approval of regulatory authorities is subject to restrictions
             relating to capital and surplus and statutory net income.  Based
             on net income for the year ended December 31, 1999, GALIC may pay
             $40.4 million in dividends in 2000 without prior approval.  In the
             first quarter of 2000, GALIC paid $15 million in dividends.

                                       14

                        AMERICAN ANNUITY GROUP, INC. 10-Q

                       Management's Discussion and Analysis
                 of Financial Condition and Results of Operations


   GENERAL

   American Annuity Group, Inc. ("AAG" or "the Company") and its subsidiary,
   AAG Holding Company, Inc., are organized as holding companies with nearly
   all of their operations being conducted by their subsidiaries.  These
   companies, however, have continuing expenditures for administrative
   expenses, corporate services, satisfaction of liabilities in connection with
   discontinued operations and for the payment of interest and principal on
   borrowings and stockholder dividends.

   Forward-Looking Statements   The Private Securities Litigation Reform Act of
   1995 encourages corporations to provide investors with information about the
   Company's anticipated performance and provides protection from liability if
   future results are not the same as management's expectations.  This document
   contains certain forward-looking statements that are based on assumptions
   which management believes are reasonable, but, by their nature, inherently
   uncertain.  Future results could differ materially from those projected.
   Factors that could cause such differences include, but are not limited to:
   changes in economic conditions, regulatory actions and competitive
   pressures.  AAG undertakes no obligation to update any forward-looking
   statements.

   IT Initiative   In 1999, AFG initiated an enterprise-wide study of its
   Information Technology ("IT") resources, needs and opportunities (including
   those of AAG).  AAG expects that the initiative will entail extensive effort
   and costs and may lead to substantial changes in the area, which should
   result in significant cost savings, efficiencies and effectiveness in the
   future.  While the costs (most of which will be expensed) will precede any
   savings to be realized, management expects benefits to greatly exceed the
   costs incurred, all of which will be funded through available working
   capital.

   LIQUIDITY AND CAPITAL RESOURCES

   Ratios   AAG's ratio of earnings to fixed charges continues to exceed 3
   times; its consolidated debt to capital ratio is 27%.  Consolidated debt
   includes the Company's notes payable and its Remarketed Par Securities
   ("ROPES").  Capital represents the sum of consolidated debt, redeemable
   preferred securities of subsidiary trusts and stockholders' equity
   (excluding unrealized gains (losses) on marketable securities).

   The National Association of Insurance Commissioners' ("NAIC") risk-based
   capital ("RBC") formulas determine the amount of capital that an insurance
   company needs to ensure that it has an acceptable expectation of not
   becoming financially impaired.  At March 31, 2000, the capital ratio of each
   of AAG's principal insurance subsidiaries was approximately 4.0 times its
   authorized control level RBC.

   Sources and Uses of Funds    To pay interest and principal on borrowings,
   obligations related to discontinued manufacturing operations and other
   holding company costs, AAG (parent) and AAG Holding use cash and investments
   on hand, capital distributions from their principal subsidiary, Great
   American Life Insurance Company ("GALIC") and bank borrowings.  At May 1,
   2000, AAG (parent) had over $100 million available under its bank credit
   line.  The amount of capital distributions which can be paid by GALIC is
   subject to restrictions relating to statutory surplus and earnings.  The
   maximum amount of dividends payable by GALIC during the remainder of 2000
   without prior regulatory approval is $25.4 million.

                                        15

                        AMERICAN ANNUITY GROUP, INC. 10-Q

                       Management's Discussion and Analysis
           of Financial Condition and Results of Operations - Continued


   Based upon the current level of operations and anticipated growth, AAG
   believes that it will have sufficient resources to meet its liquidity
   requirements.

   Investments    AAG invests primarily in fixed income investments which,
   including loans and short-term investments, comprised 98% of its investment
   portfolio at March 31, 2000.  AAG generally invests in securities with
   intermediate-term maturities with an objective of optimizing interest yields
   while maintaining an appropriate relationship of maturities between AAG's
   assets and expected liabilities.


   The NAIC assigns quality ratings to publicly traded as well as privately
   placed securities.  At March 31, 2000, 91% of AAG's fixed maturity portfolio
   was comprised of investment grade bonds (NAIC rating of "1" or "2").
   Management believes that the high credit quality of AAG's investment
   portfolio should generate a stable and predictable investment return.

   At March 31, 2000, AAG's mortgage-backed securities ("MBSs") portfolio
   represented approximately one-third of its fixed maturity investments.  AAG
   invests primarily in MBSs which have a lower risk of prepayment.  In
   addition, the majority of MBSs held by AAG were purchased at a discount.
   Management believes that the structure and discounted nature of the MBSs
   will reduce the effect of prepayments on earnings over the anticipated life
   of the MBS portfolio.

   Approximately 90% of AAG's MBSs are rated "AAA" with substantially all being
   investment grade quality.  The market in which these securities trade is
   highly liquid.  Aside from interest rate risk, AAG does not believe a
   material risk (relative to earnings or liquidity) is inherent in holding
   such investments.

   RESULTS OF OPERATIONS

   General  The comparability of AAG's income statement is affected by the
   acquisitions of subsidiaries discussed in Footnote C to its financial
   statements.

   Net earnings from operations (before realized gains (losses), equity in
   earnings of affiliate and an accounting change) for the first quarter of
   2000 were $18.5 million compared to $18.6 for the same period in 1999.  On a
   diluted basis, net earnings from operations (before realized gains (losses),
   equity in earnings of affiliate and an accounting change) for the same
   periods were $0.43 per share.

   Retirement Products    The following table summarizes AAG's premiums for its
   retirement annuities (in millions).
                                                    Three months ended
                                                         March 31,
                                                       2000     1999
        Annuity Premiums:
        Single premium fixed rate annuities            $ 66     $ 52
        Flexible premium fixed rate annuities            41       41
        Single premium variable annuities                73       35
        Flexible premium variable annuities              17       12
                                                       $197     $140

                                        16


                        AMERICAN ANNUITY GROUP, INC. 10-Q

                       Management's Discussion and Analysis
           of Financial Condition and Results of Operations - Continued


   Sales of annuity products linked to the performance of the stock market
   (equity-indexed and variable annuities) were more than $50 million higher in
   the first quarter of 2000 compared to the same period in 1999.

   Life, Accident and Health Premiums   The following table summarizes AAG's
   life, accident and health premiums and benefits as shown in the Consolidated
   Income Statement (in millions).

                                             Three months ended
                                                  March 31,
                                                2000    1999
        Premiums
        Life insurance                           $19     $18
        Accident and health insurance             31       8
                                                 $50     $26

        Benefits
        Life insurance                           $15     $15
        Accident and health insurance             22       4
                                                 $37     $19

   Net Investment Income   Net investment income increased 3% in the first
   quarter of 2000 compared to the same period in 1999 resulting primarily from
   higher invested assets due to the acquisition of United Teacher Associates
   Insurance Company in the fourth quarter of 1999.

   Other Income   The increase in other income reflects revenues from an
   insurance agency acquired in 1999, higher revenues from AAG's brokerage
   subsidiary, an increase in fees earned on AAG's growing variable annuity
   business and increased surrender fees.

   Realized Gains   Individual securities are sold from time to time as market
   opportunities appear to present optimal situations under AAG's investment
   strategies.

   Equity in Net Earnings of Affiliate   Equity in net earnings of affiliate
   represents AAG's proportionate share of the results of Chiquita Brands
   International.  Chiquita reported net income for the first quarter of 2000
   and 1999 of $35 million compared to $49 million.

   Annuity Benefits   Annuity benefits reflect amounts accrued on annuity
   policyholders' funds accumulated.  The majority of AAG's fixed rate annuity
   products permit AAG to change the crediting rate at any time (subject to
   minimum interest rate guarantees of 3% or 4% per annum).  As a result,
   management has been able to react to changes in market interest rates and
   maintain a desired interest rate spread.

   On its deferred annuities (annuities in the accumulation phase), AAG
   generally credits interest to policyholders' accounts at their current
   stated "surrender" interest rates.  Furthermore, for "two-tier" deferred
   annuities (annuities under which a higher interest amount can be earned if a
   policy is annuitized rather than surrendered), AAG accrues an additional
   liability to provide for expected deaths and annuitizations.  Changes in
   crediting rates, actual surrender and annuitization experience or
   modifications in actuarial assumptions can affect this accrual.

                                        17

                        AMERICAN ANNUITY GROUP, INC. 10-Q

                       Management's Discussion and Analysis
           of Financial Condition and Results of Operations - Continued


   On immediate annuities (annuities in the pay-out phase), interest is
   credited based on discount rates used at the time the policies are
   annuitized.  Discount rates are generally based on interest rates
   in effect at annuitization.

   Insurance Acquisition Expenses   Insurance acquisition expenses include
   amortization of deferred policy acquisition costs ("DPAC") as well as
   commissions on sales of life insurance products.  Insurance acquisition
   expenses also include amortization of the present value of future profits of
   businesses acquired amounting to $3.1 million in the first quarter of 2000,
   up from $1.7 million in the first quarter of 1999 due to the October 1999
   acquisition of United Teacher Associates Insurance Company.

   Interest and Other Debt Expenses   Interest and other debt expenses
   increased 50% in the first quarter of 2000 compared to the same period in
   1999 due primarily to amounts borrowed to fund acquisitions as well as
   higher interest rates on AAG's bank credit line.

   Other Expenses   The increase in other expenses reflects primarily the
   acquisition of companies in the second half of 1999.

   Cumulative Effect of Accounting Change   In the first quarter of 1999, AAG
   implemented Statement of Position ("SOP") 98-5, "Reporting on the Costs of
   Start-Up Activities."  The SOP requires that costs of start-up activities be
   expensed as incurred and that unamortized balances of previously deferred
   costs be expensed and reported as the cumulative effect of a change in
   accounting principle.  Accordingly, AAG expensed previously capitalized
   start-up costs of $4.7 million (net of tax) in the first quarter of 1999.


                                      ITEM 3

            Qualitative and Quantitative Disclosure About Market Risk

   As of March 31, 2000, there were no material changes to the other
   information provided in AAG's Form 10-K for 1999 under the caption "Exposure
   to Market Risk" in Management's Discussion and Analysis of Financial
   Condition and Results of Operations.


                                        18


                        AMERICAN ANNUITY GROUP, INC. 10-Q
                                     PART II
                                OTHER INFORMATION


                                      ITEM 6

                         Exhibits and Reports on Form 8-K

   (a)   Exhibit 27 - Financial Data Schedule as of March 31, 2000.  For
         submission in electronic filing only.

   (b)   Report on Form 8-K - None



   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 duly authorized.


                                      American Annuity Group, Inc.


   May 12, 2000                       BY:/s/William J. Maney
                                         William J. Maney
                                         Executive Vice President, Treasurer
                                          and Chief Financial Officer


                                        19