<PAGE>  1

           UNITED STATES SECURITIES AND EXCHANGE COMMISSION

                        Washington, D.C. 20549

                               FORM 10-Q/A

(Mark One)

[X] QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES
      EXCHANGE ACT OF 1934

           For the quarterly period ended September 30, 1996

                                  OR

[ ] TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES
      EXCHANGE ACT OF 1934

For the transition period from __________________ to __________________

Commission      Registrant, State of Incorporation     I.R.S. Employer
File Number       Address and Telephone Number       Identification No.
_______________________________________________________________________

  0-7862          AMERCO                                 88-0106815
                  (A Nevada Corporation)
                  1325 Airmotive Way, Ste. 100
                  Reno, Nevada  89502-3239
                  Telephone (702) 688-6300


  2-38498         U-Haul International, Inc.             86-0663060
                  (A Nevada Corporation)
                  2727 N. Central Avenue
                  Phoenix, Arizona 85004
                  Telephone (602) 263-6645

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 (or for such shorter period
that  the  registrant was required to file such reports), and  (2)  has
been subject to such filing requirements for the past 90 days.
Yes [X] No [ ].

20,364,087  shares  of  AMERCO  Common  Stock,  $0.25  par  value  were
outstanding at November 6, 1996.

5,385  shares  of  U-Haul International, Inc. Common Stock,  $0.01  par
value,  were  outstanding at November 6, 1996.  U-Haul
International,  Inc.  meets  the  conditions  set  forth   in   General
Instruction  H(1)(a) and (b) of Form 10-Q and is therefore filing  this
form with the reduced disclosure format.
<PAGE>  2                          
                          TABLE OF CONTENTS



PART I.  FINANCIAL INFORMATION

Item 1.  Financial Statements.

         a)  Consolidated Balance Sheets as of September 30, 1996,
             March 31, 1996 and September 30, 1995................  4

         b)  Consolidated Statements of Earnings for the Six
             Months ended September 30, 1996 and 1995.............  6

         c)  Consolidated Statements of Changes in Stockholders'
             Equity for the Six Months ended September 30, 1996
             and 1995.............................................  7

         d)  Consolidated Statements of Earnings for the
             Quarters ended September 30, 1996 and 1995...........  9

         e)  Consolidated Statements of Cash Flows for the
             Six Months ended September 30, 1996 and 1995......... 10

         f)  Notes to Consolidated Financial Statements -
             September 30, 1996, March 31, 1996 and
             September 30, 1995................................... 11

Item 2.  Management's Discussion and Analysis of Financial
         Condition and Results of Operations...................... 18

PART II. OTHER INFORMATION

Item 1.  Legal Proceedings........................................ 28

Item 6.  Exhibits and Reports on Form 8-K......................... 29


















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<PAGE>  4                  
                  
                  PART I.  FINANCIAL INFORMATION

ITEM 1.  FINANCIAL STATEMENTS.


               AMERCO AND CONSOLIDATED SUBSIDIARIES

                   Consolidated Balance Sheets


                                       September 30,  March 31,  September 30,
            ASSETS                           1996        1996        1995
                                         ----------------------------------
                                         (unaudited)   (audited) (unaudited)
                                                    (in thousands)


Cash and cash equivalents               $    32,380      31,168     33,283
Receivables                                 311,480     340,564    338,489
Inventories                                  54,718      45,891     51,402
Prepaid expenses                             11,060      16,415     12,693
Investments, fixed maturities               879,699     879,702    800,481
Investments, other                          162,697     126,587    139,713
Deferred policy acquisition costs            56,171      49,995     51,304
Other assets                                 56,508      20,941     18,725
                                          ---------------------------------
Property, plant and equipment, at       
cost:
  Land                                      214,853     212,593    210,928
  Buildings and improvements                800,760     769,380    738,535
  Furniture and equipment                   191,826     188,734    184,189
  Rental trailers and other rental        
  equipment                                 150,388     256,411    258,264
  Rental trucks                             950,209     968,131    933,013
  General rental items                       22,290      24,197     49,581
                                          ---------------------------------
                                          2,330,326   2,419,446  2,374,510
  Less accumulated depreciation           1,077,193   1,102,731  1,131,339
                                          ---------------------------------
       Total property, plant and
         equipment                        1,253,133   1,316,715  1,243,171
                                          ---------------------------------





















                                        $ 2,817,846  2,827,978   2,689,261
                                          ================================

The accompanying notes are an integral part of these consolidated financial 
statements.
<PAGE>  5
                                         September 30,  March 31,  September 30,
 LIABILITIES AND STOCKHOLDERS' EQUITY        1996         1996         1995
                                         ---------------------------------------
                                         (unaudited)   (audited)    (unaudited)
                                                     (in thousands)

Liabilities:
  Accounts payable and accrued
    liabilities                         $   153,732      151,754     150,198
  Notes and loans                           940,282      998,220     796,738
  Policy benefits and losses, claims
    and loss expenses payable               485,932      483,561     475,220
  Liabilities from premium deposits         435,789      410,787     374,407
  Cash overdraft                             22,740       32,159      23,450
  Other policyholders' funds and
    liabilities                              31,711       25,713      25,843
  Deferred income                            36,694        2,926       9,533
  Deferred income taxes                      57,936       73,310      92,008
                                          ----------------------------------
Stockholders' equity:
  Serial preferred stock, with or
    without par value, 50,000,000
    shares authorized; 6,100,000 shares
    issued without par value and
    outstanding as of September 30, 1996,
    March 31, 1996 and September 30, 1995       -            -         -
  Series B preferred stock, with no par
    value, 100,000 shares authorized;
    100,000 shares issued and
    outstanding as of September 30, 1996,
    none issued and outstanding as of
    March 31, 1996 and September 30, 1995       -            -         -
  Serial common stock, with or
    without par value, 150,000,000
    shares authorized, none issued
    and outstanding                             -            -         -
  Series A common stock of $0.25 par
    value, 10,000,000 shares authorized,
    5,762,495 shares issued as of
    September 30, 1996,  March 31, 1996,
    and September 30, 1995                    1,441        1,441      1,441
  Common stock of $0.25 par value,
    150,000,000 shares authorized,
    34,237,505 shares issued as of
    September 30, 1996, March 31, 1996,
    and September 30, 1995                    8,559        8,559      8,559
  Additional paid-in capital                264,378      165,756    165,675
  Foreign currency translation              (12,451)     (11,877)   (10,609)
  Unrealized gain(loss) on investments          315       11,097      6,771
  Retained earnings                         680,279      609,019    605,616
                                          ---------------------------------
                                            942,521      783,995    777,453
  Less:
    Cost of common shares in treasury,
     (15,599,609 shares as of September 30,
      1996, 7,209,077 shares as of March 31,
      1996, 1,380,937 shares as of
      September 30, 1995)                   266,315      111,118     11,457
    Unearned employee stock
      ownership plan shares                  23,176       23,329     24,132
                                          ---------------------------------
         Total stockholders' equity         653,030      649,548    741,864

Contingent liabilities and commitments

                                          ---------------------------------

                                        $ 2,817,846    2,827,978  2,689,261
                                          =================================
<PAGE>  6                                
                                AMERCO AND CONSOLIDATED SUBSIDIARIES

                                 Consolidated Statements of Earnings

                                    Six Months ended September 30,
                                             (Unaudited)

                                                   1996     1995
                                              ---------------------
                                                (in thousands except
                                                   per share data)

Revenues
  Rental and other revenue                  $    555,055   504,429
  Net sales                                      107,192   102,675
  Premiums                                        72,749    71,385
  Net investment income                           25,140    23,287
                                              ---------------------
       Total revenues                            760,136   701,776

Costs and expenses
  Operating expense                              406,130   353,185
  Advertising expense (see note 9)                16,014    24,061
  Cost of sales                                   62,639    58,001
  Benefits and losses                             66,716    68,099
  Amortization of deferred acquisition
    costs                                          8,057     7,799
  Depreciation                                    38,719    76,275
  Interest expense                                35,282    35,554
                                              ---------------------
       Total costs and expenses                  633,557   622,974

Pretax earnings from operations                  126,579    78,802
Income tax expense                               (46,833)  (28,293)
                                              ---------------------
Earnings from operations before
  extraordinary loss on early
  extinguishment of debt                          79,746    50,509
Extraordinary loss on early
  extinguishment of debt, net                     (2,004)      -
                                              ---------------------
       Net earnings                         $     77,742    50,509
                                              =====================
Earnings per common share:
Earnings from operations before
  extraordinary loss on early
  extinguishment of debt                    $       2.43      1.16
Extraordinary loss on early
  extinguishment of debt, net                       (.07)       -

                                              ---------------------
Net earnings                                $       2.36      1.16
                                              =====================

Weighted average common shares outstanding    29,845,247 37,931,825
                                              =====================

The accompanying notes are an integral part of these consolidated
financial statements.
<PAGE>  7
                 AMERCO AND CONSOLIDATED SUBSIDIARIES

      Consolidated Statements of Changes in Stockholders' Equity

                   Six Months ended September 30,
                            (Unaudited)

                                                   1996        1995
                                                -------------------
                                                    (in thousands)
Series A common stock of $0.25 par value:
  10,000,000 shares authorized, 5,762,495
  shares issued as of September 30, 1996,
  March 31, 1996 and September 30, 1995
    Beginning and end of period                 $  1,441       1,441
                                                  ------------------
Common stock of $0.25 par value:
  150,000,000 shares authorized, 34,237,505
  shares issued as of September 30, 1996,
  March 31, 1996 and September 30, 1995
    Beginning and end of period                    8,559       8,559
                                                 -------------------
Additional paid-in capital:
  Beginning of period                            165,756     165,675
    Issuance of preferred stock                   98,622         -
                                                 -------------------
  End of period                                  264,378     165,675
                                                 -------------------
Foreign currency translation:
  Beginning of period                            (11,877)    (12,435)
  Change during period                              (574)      1,826
                                                 -------------------
  
  End of period                                  (12,451)    (10,609)
                                                 -------------------
Unrealized gain (loss) on investments:
  Beginning of period                             11,097      (6,483)
  Change during period                           (10,782)     13,254
                                                 -------------------
  
  End of period                                      315       6,771
                                                 -------------------
Retained earnings:
  Beginning of period                            609,019     561,589
    Net earnings                                  77,742      50,509
    Dividends paid to stockholders:
      Preferred stock: ($1.06 per share
        for 1996 and 1995, respectively)          (6,482)     (6,482)
                                                 -------------------
  End of period                                  680,279     605,616
                                                 -------------------

The accompanying notes are an integral part of these consolidated
financial statements.
<PAGE>  8

                 AMERCO AND CONSOLIDATED SUBSIDIARIES

      Consolidated Statements of Changes in Stockholders' Equity

                     Six Months ended September 30,
                              (Unaudited)

                                                   1996     1995
                                                -------------------
                                                    (in thousands)
Less Treasury stock:
  Beginning of period                            111,118    10,461
  Net increase (8,390,532 shares in 1996
    and 45,000 shares in 1995)                   155,197       996
                                                 -----------------
  
  End of period                                  266,315    11,457
                                                 -----------------
Less Unearned employee stock ownership
    plan shares:
  Beginning of period                             23,329    14,953
    Increase in loan                                 -       3,168
    Proceeds from loan                              (153)     (137)
                                                 -----------------
  
  End of period                                   23,176    24,132
                                                 -----------------

Total stockholders' equity                     $ 653,030   741,864
                                                 =================






The accompanying notes are an integral part of these consolidated
financial statements.
<PAGE>  9
                  AMERCO AND CONSOLIDATED SUBSIDIARIES

                  Consolidated Statements of Earnings

                       Quarters ended September 30,
                               (Unaudited)

                                                  1996          1995
                                              -----------------------
                                                (in thousands except
                                                   per share data)

Revenues
  Rental and other revenue                  $    295,483      269,118
  Net sales                                       51,213       49,559
  Premiums                                        41,594       40,683
  Net investment income                           12,138       11,907
                                              -----------------------
       Total revenues                            400,428      371,267

Costs and expenses
  Operating expense                              215,351      178,939
  Advertising expense (see note 9)                 7,868        7,192
  Cost of sales                                   31,058       29,042
  Benefits and losses                             43,458       40,858
  Amortization of deferred acquisition
    costs                                          4,035        4,871
  Depreciation                                    19,940       38,582
  Interest expense                                16,426       16,722
                                              -----------------------
       Total costs and expenses                  338,136      316,206

Pretax earnings from operations                   62,292       55,061
Income tax expense                               (22,551)     (19,729)
                                              -----------------------
Earnings from operations before
  extraordinary loss on early
  extinguishment of debt                          39,741       35,332
Extraordinary loss on early
  extinguishment of debt, net                     (2,004)        -
                                              -----------------------
       
       Net earnings                         $     37,737       35,332
                                              =======================

Earnings per common share:
Earnings from operations before
  extraordinary loss on early
  extinguishment of debt                    $       1.32          .85
Extraordinary loss on early
  extinguishment of debt, net                       (.07)          -
                                              -----------------------

Net earnings                                $       1.22          .85
                                              =======================

Weighted average common shares outstanding    27,675,192   37,905,225
                                              =======================




The accompanying notes  are  an integral  part of  these
consolidated financial statements.
<PAGE> 10                     
                     AMERCO AND CONSOLIDATED SUBSIDIARIES

                   Consolidated Statements of Cash Flows

                       Six Months ended September 30,
                                (Unaudited)
                                                   1996        1995
                                                --------------------
                                                    (in thousands)
Cash flows from operating activities:
  Net earnings                                $   77,742      50,509
    Depreciation and amortization                 48,582      84,339
    Provision for losses on accounts
      receivable                                   1,841       2,819
    Net (gain) loss on sale of real and
      personal property                           (6,980)        581
    Gain (loss) on sale of investments                50      (2,970)
    Changes in policy liabilities and
      accruals                                     6,887       1,146
    Additions to deferred policy
      acquisition costs                          (10,469)    (11,954)
    Net change in other operating assets
      and liabilities                            (16,337)     27,389
                                                --------------------
Net cash provided by operating activities        101,316     151,859
                                                --------------------
Cash flows from investing activities:
  Purchases of investments:
    Property, plant and equipment               (134,247)   (143,082)
    Fixed maturities                             (90,891)   (162,081)
    Real estate                                     (767)     (5,629)
    Mortgage loans                                (8,944)     (7,384)
  Proceeds from sale of investments:
    Property, plant and equipment                200,785      97,030
    Fixed maturities                              68,895      89,348
    Real estate                                      389         570
    Mortgage loans                                12,943      17,573
  Changes in other investments                   (40,510)      1,186
                                                --------------------
Net cash provided (used) by investing
    activities                                     7,653    (112,469)
                                                --------------------
Cash flows from financing activities:
  Net change in short-term borrowings           (177,500)   (163,500)
  Proceeds from notes                            337,500     140,184
  Debt issuance costs                             (4,125)       (636)
  Loan to leveraged Employee Stock
    Ownership Plan                                   -        (3,168)
  Proceeds from leveraged Employee Stock
    Ownership Plan                                   153         137
  Principal payments on notes                   (217,938)    (61,168)
  Issuance of preferred stock                     98,622         -
  Net change in cash overdraft                    (9,419)     (7,913)
  Dividends paid                                  (6,482)     (6,482)
  Treasury stock acquisitions                   (155,197)       (996)
  Investment contract deposits                    54,554     101,667
  Investment contract withdrawals                (27,925)    (39,518)
                                                --------------------
Net cash used by
  financing activities                          (107,757)    (41,393)
                                                --------------------
Increase (decrease)in cash and
  cash equivalents                                 1,212      (2,003)
Cash and cash equivalents at
  beginning of period                             31,168      35,286
                                                --------------------
Cash and cash equivalents at
  end of period                               $   32,380      33,283
                                                --------------------


The accompanying notes are an integral part of these consolidated
financial statements.
<PAGE> 11
               AMERCO AND CONSOLIDATED SUBSIDIARIES

            Notes to Consolidated Financial Statements

     September 30, 1996, March 31, 1996 and September 30, 1995
                            (Unaudited)


1. PRINCIPLES OF CONSOLIDATION
     
     AMERCO,  a  Nevada corporation (the Company), is  the  holding
company   for   U-Haul  International,  Inc.  (U-Haul),   Ponderosa
Holdings, Inc. (Ponderosa), and Amerco Real Estate Company (AREC).

     The consolidated financial statements include the accounts  of
the  parent corporation, AMERCO, and its subsidiaries, all of which
are   wholly-owned.    All  material  intercompany   accounts   and
transactions of AMERCO and its subsidiaries have been eliminated.
     
     The  consolidated balance sheets as of September 30, 1996  and
1995,  and the related consolidated statements of earnings, changes
in  stockholders'  equity and cash flows for the six  months  ended
September  30,  1996  and 1995 are unaudited;  in  the  opinion  of
management,  all  adjustments necessary for a fair presentation  of
such  financial  statements have been included.   Such  adjustments
consisted only of normal recurring items.  Interim results are  not
necessarily indicative of results for a full year.
     
     The  operating  results  and financial  position  of  AMERCO's
consolidated insurance operations are determined on a  one  quarter
lag.   There  were no effects related to intervening  events  which
would  significantly  affect  consolidated  financial  position  or
results  of  operations  for  the  financial  statements  presented
herein.
     
     Based  on  an in-depth market analysis, the Company  increased
the  estimated  salvage value of certain rental trucks  during  the
third and fourth quarters of fiscal year ended March 31, 1996.

     The  financial statements and notes are presented as permitted
by Form 10-Q and do not contain certain information included in the
Company's annual financial statements and notes.
     
     Earnings per share are computed based on the weighted  average
number  of  shares outstanding, excluding shares  of  the  employee
stock  ownership plan that have not been committed to be  released.
Net  income is reduced for preferred dividends for purposes of  the
calculation.
     
     Certain  reclassifications have been  made  to  the  financial
statements for the six months ended September 30, 1995 to conform with
the current year's presentation.
<PAGE> 12
               AMERCO AND CONSOLIDATED SUBSIDIARIES

       Notes to Consolidated Financial Statements, Continued
                            (Unaudited)


2.   INVESTMENTS
  
     A  comparison of amortized cost to market for fixed maturities
is as follows (in thousands, except for par value):

  June 30, 1996        Par Value               Gross       Gross     Estimated
-----------------
  Consolidated         or number  Amortized  unrealized  unrealized   market
  Held-to-Maturity     of shares     cost      gains       losses     value
                       ------------------------------------------------------
  U.S. treasury
    securities
    and government
    obligations        $  17,805  $  17,713      1,163           -    18,876
  U.S. government
    agency mortgage
    backed securities  $  57,843     57,434        520      (2,497)   55,457
  Obligations of
    states and
    political
    subdivisions       $  33,100     32,838      1,110        (227)   33,721
  Corporate
    securities         $ 186,971    191,427      2,422      (3,614)  190,235
  Mortgage-backed
    securities         $  98,349     96,577      1,215      (2,912)   94,880
  Redeemable preferred
    stocks                   221      6,471        251        (184)    6,538
                                    ----------------------------------------
                                    
                                    402,460      6,681      (9,434)  399,707
                                    ----------------------------------------

  June 30, 1996        Par Value               Gross       Gross   Estimated
---------------
  Consolidated         or number  Amortized  unrealized  unrealized   market
  Available-for-Sale   of shares     cost      gains       losses     value
                       -----------------------------------------------------
  U.S. treasury
    securities and
    government
    obligations        $  11,685     11,780        905         -      12,685
  U.S. government
    agency mortgage
    backed securities  $  26,252     25,736        143        (389)   25,490
  States,
    municipalities
    and political
    subdivisions       $   7,100      7,023        485         (34)    7,474
  Corporate
    securities         $ 340,024    345,964      5,163      (6,798)  344,329
  Mortgage-backed
    securities         $  85,947     85,338        912      (1,595)   84,655
  Redeemable preferred
    stocks                   106      2,596         22         (12)    2,606
                                    ----------------------------------------
                                    478,437      7,630      (8,828)  477,239
                                    ----------------------------------------

         Total                    $ 880,897     14,311     (18,262)  876,946
                                    ========================================
<PAGE> 13               
               AMERCO AND CONSOLIDATED SUBSIDIARIES

       Notes to Consolidated Financial Statements, Continued
                            (Unaudited)


3.   SUMMARIZED CONSOLIDATED FINANCIAL INFORMATION OF PONDEROSA
HOLDINGS, INC. AND ITS SUBSIDIARIES

     A summary consolidated balance sheet (unaudited) for Ponderosa
Holdings, Inc. and its subsidiaries is presented below:
  
                                                    September 30,
                                                   1996       1995
                                               ----------------------
                                                   (in thousands)

      Investments - fixed maturities         $   879,699      800,481
      Other investments                           98,910      117,972
      Receivables                                150,100      151,546
      Deferred policy acquisition costs           56,171       51,304
      Due from affiliate                          36,947       22,603
      Deferred federal income taxes                7,865        4,671
      Other assets                                14,977        8,067
                                               ----------------------
           Total assets                      $ 1,244,669    1,156,644
                                               ======================

      Policy liabilities and accruals        $   411,865      409,521
      Unearned premiums                           74,266       65,699
      Premium deposits                           435,789      374,407
      Other policyholders' funds and
        liabilities                               32,706       28,263
                                               ----------------------
           Total liabilities                     954,626      877,890

      Stockholder's equity                       290,043      278,754
                                               ----------------------
                Total liabilities and
                  stockholder's equity       $ 1,244,669    1,156,644
                                               ======================

     A  summarized  consolidated income statement  (unaudited)  for
Ponderosa Holdings, Inc. and its subsidiaries is presented below:

                                        Six months ended September 30,
                                                1996         1995
                                            ----------------------
                                                (in thousands)

      Premiums                              $  79,056      76,442
      Net investment income                    24,542      23,395
      Other income                              1,178       4,592
                                            ---------------------
           Total revenue                      104,776     104,429
      Benefits and losses                      66,716      68,099
      Amortization of deferred policy
        acquisition costs                       8,057       7,799
      Other expenses                           14,712      12,121
                                            ---------------------
           Income from operations              15,291      16,410
      Federal income tax expense               (4,934)     (4,617)
                                            ---------------------

      Net income                            $  10,357      11,793
                                            =====================
     
     The Company has engaged an investment banking firm to explore
various alternatives with regard to Oxford, its life insurance
subsidiary.  Such alternatives may include strategic alliances with
other insurance companies or Oxford's possible sale.
<PAGE> 14
               AMERCO AND CONSOLIDATED SUBSIDIARIES

       Notes to Consolidated Financial Statements, Continued
                            (Unaudited)
                                 
     
4.   NOTES AND LOANS

     On   July   18,  1996,  the  Company  extinguished   debt   of
approximately $76,250,000 by irrevocably placing cash into a  trust
of  U.S.  Treasury  securities  to be  used  to  satisfy  scheduled
payments of principal and interest.
     
     In  August 1996, the Company extinguished $86,400,000  of  its
long-term notes originally due in fiscal 1997 through fiscal 1999.

     The above transactions resulted in an extraordinary loss of
$2,004,000 net of tax of $1,233,000 ($0.07 per share).


5.   STOCKHOLDERS' EQUITY

     On  July  19,  1996,  pursuant to the judgment  in  the  Shoen
Litigation,  the  Company  paid CEMAR, Inc.  (Cemar)  approximately
$15,857,000 to repurchase 2,331,984 shares of Common Stock held  by
Cemar.   On  the same date the Company paid damages to  Cecilia  M.
Hanlon of approximately $43,139,000 and statutory post-judgment pre-
petition  interest on the above amounts of approximately  $129,000.
On  August 6, 1996, the Company funded approximately $8,283,000  of
post-petition date interest by depositing the same into  an  escrow
account  pending the outcome of a dispute involving the entitlement
of  the  plaintiffs  in the Shoen Litigation to post-petition  date
interest. The Common Stock held by Cemar was transferred  into  the
Company  treasury.  Cecilia M. Hanlon, the sole voting  stockholder
of  Cemar, is the sister of Edward J., Mark V., and James P. Shoen,
who are major stockholders and directors of the Company.
     
     On  August 30, 1996, the Company issued 100,000 shares of  its
Series  B  Preferred  Stock  with no par  value  for  $100,000,000.
Dividends  are cumulative with the rate being reset quarterly  and
have priority as to dividends over the Company's common stock.  The
Series  B  Preferred will be convertible, in certain events, at the  
holder's  option, into  either  shares of the Company's Series B 
Common Stock,  $0.25 par  value   or  all  of  the outstanding shares  
of  Picacho  Peak Investment Co., a subsidiary of AMERCO.
     
     On  September 6, 1996, pursuant to the judgment in  the  Shoen
Litigation,   the   Company  paid  Katabasis  International,   Inc.
(Katabasis)  approximately  $27,485,000  to  repurchase   4,041,924
shares  of  Common Stock held by Katabasis. The Company  also  paid
damages  to  Samuel  W.  Shoen  of  approximately  $74,771,000  and
statutory post-judgment pre-petition interest on the above  amounts
of  approximately  $224,000. The Company also funded  approximately
$15,726,000 of post-petition date interest by depositing  the  same
into  an  escrow account pending the outcome of a dispute involving
the  entitlement of the plaintiffs in the Shoen Litigation to post-
petition  date  interest.  The  Common  Stock  held  by  Katabasis  was
transferred into the Company treasury.  Samuel W. Shoen,  the  sole
voting stockholder of Katabasis, is the brother of Edward J.,  Mark
V., and James P. Shoen, who are major stockholders and directors of
the Company.
<PAGE> 15
               AMERCO AND CONSOLIDATED SUBSIDIARIES

       Notes to Consolidated Financial Statements, Continued
                            (Unaudited)


5.   STOCKHOLDERS' EQUITY, continued
     
     On  September 20, 1996, pursuant to the judgment in the  Shoen
Litigation,   the   Company   paid   Kattydid,   Inc.    (Kattydid)
approximately $8,719,000 to repurchase 1,282,248 shares  of  Common
Stock held by Kattydid. The Company paid damages to Katrina (Shoen)
Carlson  of  approximately $37,305,000 and statutory  post-judgment
pre-petition   interest  on  the  above  amounts  of  approximately
$112,000.   The   Company   also  paid  Katrina   (Shoen)   Carlson
approximately  $4,994,000 to repurchase 734,376  shares  of  Common
Stock  held  by  her and funded approximately $8,041,000  of  post-
petition  date  interest  by depositing the  same  into  an  escrow
account  pending the outcome of a dispute involving the entitlement
of  the  plaintiffs  in the Shoen Litigation to post-petition  date
interest.  The  Common Stock held by Kattydid and  Katrina  (Shoen)
Carlson was transferred into the Company treasury.  Katrina (Shoen)
Carlson, the sole voting stockholder of Kattydid, is the sister  of
Edward  J., Mark V., and James P. Shoen, who are major stockholders
and directors of the Company.
     
     On  October  1, 1996, pursuant to the judgment  in  the  Shoen
Litigation,  the  Company  paid Mickl, Inc.  (Mickl)  approximately
$27,444,000 to repurchase 4,035,924  shares of Common Stock held by
Mickl.  On the same date the Company paid net damages to Michael L.
Shoen of approximately $73,158,000 and statutory post-judgment pre-
petition  interest on the above amounts of approximately  $224,000.
On  the  same  date, the Company paid Michael L. Shoen approximately
$3,000  to  repurchase 380 shares of Common Stock held by  him  and
funded approximately $16,184,000 of post-petition date interest  by
depositing the same into an escrow account pending the outcome of a
dispute  involving the entitlement of the plaintiffs in  the  Shoen
Litigation to post-petition date interest. The Common Stock held by
Mickl  and  Michael  L.  Shoen  was transferred  into  the  Company
treasury.  Michael L. Shoen, the sole voting stockholder of  Mickl,
is  the brother of Edward J., Mark V., and James P. Shoen, who  are
major stockholders and directors of the Company. See Part II.  Item 1.  
Legal Proceedings for more information on the Shoen Litigation.
                  
     On October 14, 1996, the Company paid an additional $15,000,000
to L.S. Shoen in settlement of all outstanding disputes.

6.   CONTINGENT LIABILITIES AND COMMITMENTS

     During the six months ended September 30, 1996, U-Haul Leasing
&  Sales  Co.,  a  wholly-owned subsidiary of U-Haul International,
Inc.,  entered  into  ten transactions, whereby  the  Company  sold
rental  trucks  or  trailers  and subsequently  leased  them  back.
AMERCO  has guaranteed $13,512,000 of residual values at  September
30,  1996 on the rental trucks and trailers at the end of the lease
term.   U-Haul  entered into one transaction, whereby  the  Company
sold  rental trailers and subsequently leased them back.  Also,  U-
Haul  entered into three transactions, whereby the Company sold  and
subsequently  leased back computer equipment.   Following  are  the
lease  commitments for the leases executed during  the  six  months
ended  September 30, 1996, which have a term of more than one  year
(in thousands):
  
                         Year ended      Lease
                          March 31,   Commitments
                         ------------------------
                           1997       $  17,331
                           1998          24,135
                           1999          24,135
                           2000          24,135
                           2001          23,153
                         Thereafter     112,690
                                        -------
                                      $ 225,579
                                        =======
                         
<PAGE> 16  
                                 
               AMERCO AND CONSOLIDATED SUBSIDIARIES

       Notes to Consolidated Financial Statements, Continued
                            (Unaudited)


6.   CONTINGENT LIABILITIES AND COMMITMENTS, continued

     In  the  normal course of business, the Company is a defendant
in  a  number of suits and claims.  The Company is also a party  to
several  administrative proceedings arising from  state  and  local
provisions that regulate the removal and/or clean-up of underground
fuel  storage tanks.  It is the opinion of management that none  of
such   suits,   claims,  or  proceedings  involving  the   Company,
individually  or  in  the aggregate are expected  to  result  in  a
material loss.


7.   SUPPLEMENTAL CASH FLOWS INFORMATION

     The   (increase)  decrease  in  receivables,  inventories  and
accounts payable and accrued liabilities net of other operating and
investing activities follows:

                                          Six months ended September 30,
                                               1996         1995
                                             --------------------
                                                (in thousands)

        Receivables                       $   22,396       (35,299)
                                             =====================
        Inventories                       $   (8,827)       (1,065)
                                             =====================
        Accounts payable and
          accrued liabilities             $    1,779        22,585
                                             =====================
     Income  taxes paid in cash amounted to $1,694,000 and $143,000
for the quarters ended September 30, 1996 and 1995, respectively.
     
     Interest  paid in cash amounted to $36,173,000 and $36,755,000
for the quarters ended September 30, 1996 and 1995, respectively.


8.   RELATED PARTIES
     
     During  the  six months ended September 30, 1996, a subsidiary
of the Company received principal payments of $84,001,000, interest
payments  of $3,839,000 and management fees of $745,000 from  Three
SAC Self-Storage Corporation (Three SAC). Three SAC's voting common
stock is owned by SAC Holding Corporation (SAC Holding) and the non-
voting  preferred  stock is owned by SAC Non-Business  Trust.   The
voting  common  stock of SAC Holding is held by Mark  V.  Shoen,  a
major stockholder, director and officer of the Company.  Three  SAC
properties  are  currently managed by the  Company  pursuant  to  a
management agreement, under which the Company receives a management
fee  equal  to  6% of the gross receipts from the properties.   The
management  fee percentage is consistent with the fee  received  by
the Company for other properties managed by the Company.
     
     On  June 27, 1996, a subsidiary of the Company sold Three  SAC
notes of $86,000,000 to an outside party.

     As  of  September 30, 1996, a subsidiary of the Company funded
the  purchase of seventeen properties, with one additional property
funded  subsequent  to  the quarter end, by Four  SAC  Self-Storage
Corporation  (Four SAC) for an amount of approximately $15,487,000.
Four  SAC is owned by SAC Holding. The voting common stock  of  SAC
Holding  is  held by Mark V. Shoen, a major stockholder,  director,
and  officer  of  the  Company.  Four SAC  acquired  three  of  the
properties  from  a subsidiary of the Company at a  purchase  price
equal  to  the  Company's acquisition cost plus capitalized  costs.
Such properties are currently managed by the Company for which  the
Company  will  receive a management fee equal to 6%  of  the  gross
receipts  from  the properties.  The management fee  percentage  is
consistent  with  the  fee  received  by  the  Company  for   other
properties managed by the Company.
<PAGE> 17     
               AMERCO AND CONSOLIDATED SUBSIDIARIES

       Notes to Consolidated Financial Statements, Continued
                            (Unaudited)


9.   NEW ACCOUNTING STANDARDS

     On  April  1, 1996, the Company adopted Statement of Financial
Accounting  Standards No. 121 - Accounting for  the  Impairment  of
Long-Lived  Assets  and for Long-Lived Assets to  be  Disposed  of.
Effective  for fiscal years beginning after December 15,  1995  the
standard  establishes accounting standards for  the  impairment  of
long-lived  assets, certain identifiable intangibles, and  goodwill
related  to  those  assets to be held and used and  for  long-lived
assets and certain identifiable intangibles to be disposed of.  The
adoption of this statement had no impact on the financial condition
or results of operations of the Company.
     
     On  April  1,  1995,  the  Company  implemented  Statement  of
Position  93-7,  "Reporting on Advertising Costs",  issued  by  the
Accounting  Standards Executive Committee in December  1993.   This
statement  of position provides guidance on financial reporting  on
advertising   costs   in   annual   financial   statements.    Upon
implementation,  the  Company  recognized  additional   advertising
expense  of  $8,647,000  for advertising costs  not  qualifying  as
direct-response.   The  adoption had the  effect  of  reducing  net
income  by  $5,474,000 ($0.15 per share) for the six  months  ended
September 30, 1995.

     Other  pronouncements issued by the Financial Standards  Board
with  future  effective  dates are either  not  applicable  or  not
material to the consolidated financial statements of the Company.
     
<PAGE> 18     
ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS.

RESULTS OF OPERATIONS
     The following table shows industry segment data from the Company's
three  industry  segments:  rental operations, life  insurance  and
property and casualty insurance, for the six months ended September 30,
1996 and 1995.  Rental operations is composed of the operations  of
U-Haul and Amerco Real Estate Company.  Life insurance is composed of
the operations of Oxford Life Insurance Company (Oxford).  Property and
casualty insurance is composed of the operations of Republic Western
Insurance Company (RWIC).  The Company's results of operations have
historically fluctuated from quarter to quarter.  In particular, the
Company's U-Haul rental operations are seasonal and proportionately
more of the Company's revenues and net earnings are generated in the
first and second quarters each fiscal year (April through September).

                                             Property/  Adjustments
                        Rental      Life     Casualty       and
                     Operations  Insurance  Insurance  Eliminations Consolidated
                     -----------------------------------------------------------
                                              (in thousands)
Six months ended
September 30, 1996
Revenues:
  Outside             $  661,958     23,740    74,438        -         760,136
  Intersegment               -          782     5,843     (6,625)         -
                       -------------------------------------------------------
    Total revenues       661,958     24,522    80,281     (6,625)      760,136
                       =======================================================
Operating profit      $  146,570      5,590     9,701        -         161,861
                       ===========================================
Interest expense                                                        35,282 
                                                                      -------- 
Pretax earnings
  from operations                                                    $ 126,579
                                                                      ========
Identifiable assets   $1,908,032    621,686   622,983    (334,855)   2,817,846
                       =======================================================

                                            Property/  Adjustments
                       Rental      Life     Casualty       and
                     Operations  Insurance  Insurance Eliminations  Consolidated
                     -----------------------------------------------------------
                                              (in thousands)
Six months ended
September 30, 1995
Revenues:
  Outside             $  602,687     24,265    74,824        -         701,776
  Intersegment              (270)       708     4,662      (5,100)        -
                       -------------------------------------------------------
    Total revenues       602,417     24,973    79,486      (5,100)     701 776
                       =======================================================
Operating profit      $   97,676      6,838     9,572         270      114,356
                       ==========================================  
Interest expense                                                        35,554
                                                                      --------
Pretax earnings
  from operations                                                    $  78,802
                                                                      ========
Identifiable assets   $1,845,370    563,138   593,506    (312,753)   2,689,261
                       =======================================================
<PAGE> 19
SIX  MONTHS  ENDED  SEPTEMBER  30, 1996  VERSUS  SIX  MONTHS  ENDED
SEPTEMBER 30, 1995

U-Haul
     U-Haul  revenues consist of (i) total rental and other revenue
and  (ii)  net sales.  Total rental and other revenue increased  by
$54.0  million, approximately 10.8%, to $554.2 million in the first
six  months  of  fiscal  1997.  The increase  reflects  higher  net
revenues   from   the  rental  of  moving  related  equipment   and
self-storage facilities which increased $27.3 million due to growth
(volume)  in truck rental transactions, additional rentable  square
footage, and an increase in management fees from storage facilities
managed   for  others.   Other  revenue  increased  $26.7  million.
Contributing  to the increase is the recognition of  increased  net
gains  on  the  sale of real and personal property of $7.6  million
over the comparable period for fiscal 1996.
     
     Net sales revenues were $107.2 million in the first six months
of  fiscal 1997, which represents an increase of approximately 4.4%
from  the  first  six  months of fiscal 1996 net  sales  of  $102.7
million.   Revenue  growth from the sale of moving  support  items,
hitches, and propane resulted in a $5.0 million increase during the
six  months,  which was partially offset by a decrease in  gasoline
sales  consistent  with  the Company's ongoing  efforts  to  remove
underground storage tanks and gradually discontinue gasoline sales.
     
     Cost  of  sales was $62.6 million in the first six  months  of
fiscal  1997,  which  represents an increase of approximately  8.0%
from  $58.0  million  for the same period  in  fiscal  1996.   This
increase  in cost of sales reflects higher material costs from  the
sale  of  moving support items, hitches and propane  which  can  be
primarily attributed to higher sales levels and increased allowance
for inventory shrinkage.
     
     Operating  expenses increased to $398.0 million in  the  first
six  months of fiscal 1997 from $346.460.7 million in the first six
months  of  fiscal  1996, an increase of15.6 approximately  14.97%.
Rental  equipment maintenance costs increased $20.7 million due  to
an increase in fleet size and transaction levels. Personnel expense
increased  $13.7  million  due to higher  levels  of  business
activity.  All other operating expense categories increased in  the
aggregate by $17.2 million compared to the prior year.
     
     Advertising  expense decreased to $16.0 million in  the  first
six  months  of  fiscal 1997 from $24.1 million in  the  first  six
months  of fiscal 1996.  The decrease primarily reflects a one-time
expense  of $8.7 million recognized during the first six months  of
fiscal  1996,  due  to the adoption of Statement of  Position  93-7
which  requires  immediate  recognition of  advertising  costs  not
qualifying as direct-response.
     
     Depreciation expense for the first six months of  fiscal  1997
was  $38.7  million, as compared to $76.3 million during  the  same
period of the prior year.  During the third and fourth quarters  of
fiscal  1996, based on the Company's in-depth market analysis,  the
Company  increased  the estimated salvage value of  certain  rental
trucks.


Oxford - Life Insurance
     Premiums  from Oxford's reinsurance lines before  intercompany
eliminations were $10.6 million for the six months ended  June  30,
1996,  or 74.1% of total premiums for that period.  This represents
an  increase of $1.7 million over the same period in  1995   or  an
increase  of 19.1%.  Reinsurance premiums are primarily  from  term
life  insurance, deferred annuity contracts that have matured,  and
credit insurance business. Increases in premiums are primarily from
the  anticipated  increase in annuitizations as  a  result  of  the
maturing  of  deferred annuities and from additional production  in
the credit life and credit accident and health business.
     
     Premiums   from  Oxford's  direct  lines  before  intercompany
eliminations  were $3.7 million for the six months ended  June  30,
1996,  a decrease of $0.3 million.  This decrease in direct premium
is   primarily  attributable  to  the  credit  insurance  business.
Oxford's  direct  business  related to group  life  and  disability
coverage  issued  to employees of the Company for  the  six  months
ended  June 30, 1996 accounted for approximately 7.5% of  premiums.
Other  direct  lines,  including  the  credit  insurance  business,
accounted for approximately 18.4% of Oxford's premiums for the  six
months ended June 30, 1996.
<PAGE> 20
     Net  investment  income before intercompany  eliminations  was
$9.4 million and $8.0 million for the six month periods ended June
30, 1996 and 1995, respectively.  This increase is primarily due to
increases   in   deposit  funds  from  additional  production   and
increasing margins on the interest sensitive business.
     
     Other income is comprised of gains(losses) on the disposition
of  investments  and  income on the surrender of  deferred  annuity
products.   Gains(losses) on the disposition of  investments  were
($0.4)  million and $2.9 million for the six months ended June  30,
1996  and  1995,  respectively.  Oxford had $1.2 million  and  $1.0
million of surrender charge income, for the six month period ended
June 30, 1996 and 1995, respectively.
     
     Benefits and expenses incurred were $18.9 million for the  six
months  ended  June  30,  1996,  an increase  of  4.4%  from  1995.
Comparable  benefits  and expenses incurred  for  1995  were  $18.1
million.   This  increase  is primarily  due  to  the  increase  in
annuitizations discussed above.
     
     Operating profit before intercompany eliminations decreased by
$1.2  million,  or  approximately 17.6%, in 1996 to  $5.6  million,
primarily  due to a decrease in gains on the disposition  of  fixed
maturity investments.
     

RWIC - Property and Casualty
     RWIC gross premium writings for the six months ended June  30,
1996  were $89.4 million as compared to $81.4 million in the  first
six  months of 1995.  This represents an increase of $8.0  million,
or  9.8%.   As in prior years, the rental industry market  accounts
for  a significant share of total premiums, approximately 46.0% and
41.5%  in  the  first  six months of 1996 and  1995,  respectively.
These writings include U-Haul customers, fleetowners and U-Haul  as
well    as    other   rental   industry   insureds   with   similar
characteristics.    RWIC   continues   underwriting    professional
reinsurance  via broker markets.  Premiums in this  area  increased
during  the first six months of 1996 to $28.8 million, or 32.2%  of
total  gross  premiums,  from  comparable  1995  figures  of  $27.9
million,  or 34.3% of total premiums.  Premium writings in selected
general  agency lines are expected to remain consistent with  prior
years.   Premiums from selected general agency lines accounted  for
13.5%  of  written  premiums in the first six  months  of  1996  as
compared  to 16.9% in the first six months of 1995.  RWIC continued
its direct multiple peril coverage of various commercial properties
and  businesses in 1996.  These premiums accounted for 8.2% of  the
total  gross  written premium during first six months of  1996,  as
compared to 6.3% for the first six months of 1995.
     
     Net  earned premiums increased $1.3 million, or 2.1%, to $64.8
million  for  the  six  months ended June 30, 1996,  compared  with
premiums  of $63.5 million for the six months ended June 30,  1995.
The premium increase was primarily due to improved processing.
     
     Underwriting expenses incurred were $70.6 million for the  six
months  ended June 30, 1996, an increase of $0.7 million,  or  1.0%
over 1995.  Comparable underwriting expenses incurred for the first
six  months of 1995 were $69.9 million.  The increase is attributed
to  increased commission expense offset by decreased loss and  loss
adjusting expenses.  The increased commission expense resulted from
a  smaller  adjustment to realize a margin on  a  canceled  general
agency  program,  combined with increased  acquisition  expense  on
assumed  treaty reinsurance business.  The reduction  in  loss  and
loss  adjusting expenses occurred in the rental industry  liability
and assumed treaty reinsurance lines.
     
     Net  investment  income was $15.2 million for the  six  months
ended  June 30, 1996, a decrease of 0.7% from the six months  ended
June 30, 1995 net investment income of $15.3 million.
     
     RWIC completed the first six months of 1996 with income before
tax  expense  of $9.7 million as compared to $9.6 million  for  the
comparable period ended June 30, 1995.  This represents an increase
of  $0.1  million,  or 1.0% over 1995.  Increased premium  earnings
were  offset  by  increased underwriting expenses to  produce  this
minimal change.

Interest Expense
     Interest expense decreased to $35.3 million for the six months
ended September 30, 1996, as compared to $35.6 million for the  six
months ended September 30, 1995.
<PAGE> 21
Extraordinary Loss on Extinguishment of Debt
     During   the  second  quarter  of  fiscal  1997,  the  Company
extinguished  debt  of approximately $76.3 million  by  irrevocably
placing cash into a trust of U.S. Treasury securities to be used to
satisfy  scheduled payments of principal and interest.  The Company
also  extinguished $86.4 million of its long-term notes  originally
due in fiscal 1997 through fiscal 1999. These transactions resulted
in an extraordinary loss of $2.0 million net of tax of $1.2 million
($0.07 per share).

Consolidated Group
     As  a  result  of  the  foregoing, pretax earnings  of  $126.6
million  were  realized during the six months ended  September  30,
1996,  as  compared to $78.8 million for the same period  in  1995.
After  providing  for income taxes and extraordinary  loss  on  the
extinguishment  of  debt, net earnings for  the  six  months  ended
September  30,  1996 were $77.7 million, as compared  to  $50.5
million for the same period of the prior year.
<PAGE> 22
QUARTERLY RESULTS

     The  following table presents unaudited quarterly results  for
the  ten quarters in the period beginning April 1, 1994 and  ending
September  30,  1996.   The  Company believes  that  all  necessary
adjustments  have  been  included in the amounts  stated  below  to
present   fairly,   and  in  accordance  with  generally   accepted
accounting principles, the selected quarterly information when read
in   conjunction   with   the  consolidated  financial   statements
incorporated  herein  by  reference. The  Company's  U-Haul  rental
operations  are seasonal and proportionally more of  the  Company's
revenues  and  net earnings from its U-Haul rental  operations  are
generated  in  the  first and second quarters of each  fiscal  year
(April  through September).  The operating results for the  periods
presented are not necessarily indicative of results for any  future
period (in thousands except for per share data).
     
                                              Quarter Ended
                                        --------------------------
                                            Jun 30,     Sep 30,
                                              1996       1996
                                        --------------------------
Total revenues                           $  359,708     400,428
Net earnings (loss)                          40,005      37,737
Weighted average common
  shares outstanding (4)                 32,015,301  27,675,192
Net earnings (loss)
  per common share (1) (5)                     1.15        1.22
     
          
                                                Quarter Ended
                             ------------------------------------------------
                               Jun 30,     Sep 30,     Dec 31,       Mar 31,
                                 1995        1995        1995        1996
                             ------------------------------------------------
Total revenues               $  330,509     371,267     307,452     285,195
Net earnings (loss) (2) (3)      15,177      35,332       7,701       2,184
Weighted average common
  shares outstanding (4)     37,958,426  37,905,225  36,796,961  32,554,458
Net earnings (loss)
  per common share (1)             0.31        0.85        0.13       (0.04)

                                                Quarter Ended
                             ------------------------------------------------
                               Jun 30,     Sep 30,     Dec 31,       Mar 31,
                                 1994        1994        1994        1995
                             ------------------------------------------------
Total revenues               $  322,333     359,520     294,858     259,521
Net earnings (loss)              29,413      40,071       1,907     (11,359)
Weighted average common
  shares outstanding         37,107,536  37,053,707  37,025,575  38,072,543
Net earnings (loss)
  per common share (1)             0.71        1.00       (0.04)      (0.44)
________________
(1)Net  earnings  (loss)  per common share  amounts  were  computed
   after giving effect to the dividend on the Company's Series A  8
   1/2% Preferred Stock.

(2)Reflects  the adoption of Statement of Position 93-7, "Reporting
   on Advertising Costs."

(3)Reflects the change in estimated salvage value during the  third
   and fourth quarters of fiscal 1996.

(4)Reflects  the  acquisition of treasury shares acquired  pursuant
   to  the  Shoen  Litigation as discussed in Part II.  -  Item  1.
   Legal Proceedings.

(5)During second quarter fiscal 1997, the Company extinguished $76.3 
   million of debt and $86.4 million of its long-term notes originally
   due in fiscal 1997 through fiscal 1999.  This resulted in an extraordinary
   charge of $2.0 million, net of a $1.2 million tax benefit.

<PAGE> 23
QUARTER ENDED SEPTEMBER 30, 1996 VERSUS QUARTER ENDED SEPTEMBER 30,
1995

U-Haul
     U-Haul  revenues consist of (i) total rental and other revenue
and  (ii)  net sales.  Total rental and other revenue increased  by
$28.2 million, approximately 10.6%, to $294.5 million in the second
quarter  of fiscal 1997.  The increase reflects higher net revenues
from  the  rental  of  moving  related equipment  and  self-storage
facilities which increased by $12.2 million due to growth  (volume)
in  truck  rental transactions, additional rentable square footage,
and  an increase in management fees from storage facilities managed
for  others.   Other revenue accounted for the remaining  increase,
including  increased  net gains on the sale of  real  and  personal
property.
     
     Net sales revenues were $51.2 million in the second quarter of
fiscal  1997,  which  represents an increase of approximately  3.3%
from  the second quarter of fiscal 1996 net sales of $49.6 million.
Increased  sales  of  moving support items,  hitches,  and  propane
resulted in revenue growth of $2.1 million during the quarter.
     
     Cost  of  sales  was  $31.1 million in the second  quarter  of
fiscal  1997,  which  represents an increase of approximately  6.9%
from  $29.0  million  for the same period  in  fiscal  1996.   This
increase  in cost of sales reflects higher allowances for inventory
shrinkage  and higher material costs from the sale of  hitches  and
propane which can be primarily attributed to higher sales levels.
     
     Operating  expenses increased to $214.7 million in the  second
quarter  of  fiscal  1997 from $177.960.7  million  in  the  second
quarter  of  fiscal 1996, an increase of15.6 approximately  20.77%.
Rental equipment maintenance costs increased $7.0 million due to an
increase  in  fleet  size  and  transaction  levels.  New   leasing
activities increased lease expense by $5.5 million.  Higher  levels
of  business  activity increased personnel expense by approximately
$9.3 million.  All other operating expense categories increased  in
the aggregate by $15.0 million compared to the prior year.
     
     Advertising  expense increased to $7.9 million in  the  second
quarter  of fiscal 1997 from $7.2 million in the second quarter  of
fiscal 1996.
     
     Depreciation  expense for the quarter was  $19.9  million,  as
compared to $38.6 million during the same period of the prior year.
During  the third and fourth quarters of fiscal 1996, based on  the
Company's  in-depth  market  analysis, the  Company  increased  the
estimated salvage value of certain rental trucks.


Oxford - Life Insurance
     Premiums  from Oxford's reinsurance lines before  intercompany
eliminations were $5.4 million for the quarter ended June 30, 1996,
or  75.0%  of  total premiums for that period.  This represents  an
increase  of  $0.5  million over the same  period  in  1995  or  an
increase  of 10.2%.  Reinsurance premiums are primarily  from  term
life  insurance, deferred annuity contracts that have matured,  and
credit insurance business. Increases in premiums are primarily from
the  anticipated  increase in annuitizations as  a  result  of  the
maturing  of  deferred annuities and from additional production  in
the credit life and credit accident and health business.
     
     Premiums   from  Oxford's  direct  lines  before  intercompany
eliminations were $1.8 million for the quarter ended June 30, 1996,
a  decrease  of $0.2 million.  This decrease in direct  premium  is
primarily attributable to the credit insurance business.   Oxford's
direct  business  related  to group life  and  disability  coverage
issued  to employees of the Company for the quarter ended June  30,
1996  accounted for approximately 7.2% of premiums.   Other  direct
lines,  including  the  credit insurance  business,  accounted  for
approximately 17.8% of Oxford's premiums for the quarter ended June
30, 1996.
<PAGE> 24
     Net  investment  income before intercompany  eliminations  was
$4.5  million and $4.2 million for the quarters ended June 30, 1996
and  1995,  respectively.   This  increase  is  primarily  due   to
increases   in   deposit  funds  from  additional  production   and
increasing margins on the interest sensitive business.
     
     Other  income  is  comprised of gains on  the  disposition  of
investments  and  income  on  the  surrender  of  deferred  annuity
products.   Gains  on  the disposition of   investments  were  $0.2
million  and $2.8 million for the quarters ended June 31, 1996  and
1995,  respectively.  Oxford had $0.6 million and $0.5  million  of
surrender  charge income for the quarters ended June 30,  1996  and
1995, respectively.
     
     Benefits  and  expenses incurred were  $9.9  million  for  the
quarter  ended  June  30,  1996, a  decrease  of  2.0%  from  1995.
Comparable  benefits  and expenses incurred  for  1995  were  $10.1
million.   This  decrease is primarily due to  a  decrease  in  the
amortization of deferred acquisition costs primarily as a result of
the  decrease in realized capital gains on the disposition of fixed
maturities  partially  offset  by the  increase  in  annuitizations
discussed above.
     
     Operating profit before intercompany eliminations decreased by
$1.6  million,  or  approximately 38.1%, in 1996 to  $2.6  million,
primarily due to the decrease in gains on the disposition of  fixed
maturity investments.
     

RWIC - Property and Casualty
     RWIC  gross  premium writings for the quarter ended  June  30,
1996  were $41.4 million as compared to $45.2 million in the second
quarter  of  1995.   The  rental industry  market  accounts  for  a
significant share of total premiums, approximately 66.9% and  60.1%
in  the  second  quarters  of 1996 and 1995,  respectively.   These
writings include U-Haul customers, fleetowners and U-Haul  as  well
as  other  rental  industry insureds with similar  characteristics.
RWIC  continues  underwriting professional reinsurance  via  broker
markets.  Premiums in this area decreased during the second quarter
of  1996  to  $4.7 million, or 11.4% of total gross premiums,  from
comparable  1995  figures  of  $7.7  million,  or  17.1%  of  total
premiums.   Premium writings in selected general agency  lines  are
expected  to  remain  consistent with prior years.   Premiums  from
selected general agency lines accounted for 12.1% share of  written
premiums  in  1996  as  compared to  16.5%  share  in  1995.   RWIC
continued  its direct multiple peril coverage of various commercial
properties  and businesses in 1996.  These premiums  accounted  for
9.5% of total gross written premium during second quarter 1996,  as
compared  to 6.3% in 1995.  This increase is the result of improved
policy processing.

     Net  earned premiums remained at $39.5 million for the quarter
ended June 30, 1996, consistent with the same amount of premium for
the quarter ended June 30, 1995.
     
     Underwriting  expenses  incurred were $43.6  million  for  the
quarter  ended June 30, 1996, an increase of $1.2 million, or  2.8%
over  1995.   Comparable  underwriting expenses  incurred  for  the
second  quarter of 1995 were $42.4 million.  The increase  resulted
from a smaller adjustment to realize a margin on a canceled general
agency  program and an increase in acquisition expense  on  assumed
treaty reinsurance business.
     
     Net  investment income was $7.4 million for the quarter  ended
June  30, 1996, a decrease of 3.9% over 1995 net investment  income
of  $7.7  million.   The decrease is due to lower  cash  flow  from
operations  and  a  1995  timing adjustment  in  mortgage  interest
earned.
     
     RWIC  completed the second quarter of 1996 with income  before
tax  expense  of $3.7 million as compared to $4.5 million  for  the
comparable period ended June 30, 1995.  This represents a  decrease
of  $0.8 million, or 17.8% under 1995.  The decrease resulted  from
the  combination of increased underwriting expenses  and  decreased
investment income, offset by realized gains and other income.
     
Interest Expense
     Interest  expense decreased to $16.4 million for  the  quarter
ended  September  30, 1996, as compared to $16.7  million  for  the
quarter ended September 30, 1995.

Extraordinary Loss on Extinguishment of Debt
     During  the  second quarter of fiscal year 1997,  the  Company
extinguished  debt  of approximately $76.3 million  by  irrevocably
placing cash into a trust of U.S. Treasury securities to be used to
satisfy  scheduled payments of principal and interest.  The Company
also  extinguished $86.4 million of its long-term notes  originally
due in fiscal 1997 through fiscal 1999. These transactions resulted
in  an extraordinary loss of $2.0 million net of tax of $1.2 million 
($0.07 per share).
<PAGE> 25
Consolidated Group
     As a result of the foregoing, pretax earnings of $62.3 million
were  realized  during  the quarter ended September  30,  1996,  as
compared  to  $55.1  million for the same period  in  1995.   After
providing   for  income  taxes  and  extraordinary  loss   on   the
extinguishment  of debt, net earnings for quarter  ended  September
30,  1996 were $37.7 million, as compared to $35.3 million for  the
same period of the prior year.

LIQUIDITY AND CAPITAL RESOURCES

U-Haul
     To  meet  the needs of its customers, U-Haul must  maintain  a
large  inventory  of fixed asset rental items.   At  September  30,
1996,  net  property, plant and equipment represented approximately
65.7%   of   total  U-Haul  assets  and  approximately   44.5%   of
consolidated  assets.  During the first six months of fiscal  1997,
capital  expenditures were $134.2 million, as  compared  to  $143.1
million  during  the  first six months of fiscal  1996,  reflecting
expansion   of   the   rental  truck  fleet,  and   real   property
acquisitions.   These  acquisitions  were  funded  with  internally
generated   funds   from  operations,  operating   leases,   equity
placement, and debt financings.
     
     Cash  flows  from  operations were $104.5 million  during  the
first  six  months  of fiscal 1997, as compared to  $146.6  million
during the first six months of  fiscal 1996.  The decrease of $42.1
million  is  primarily  due  to an increase in other assets offset  
by increased  earnings and the sale of mortgage note receivables.
Cash flows from investing activities were affected by the sale  and
subsequent leaseback of rental trailers for net proceeds  of  $97.4
million.

Oxford - Life Insurance
     Oxford's  primary sources of cash are premiums, receipts  from
interest-sensitive  products and investment  income.   The  primary
uses   of  cash  are  operating  costs  and  benefit  payments   to
policyholders.  Matching the investment portfolio to the cash  flow
demands  of  the types of insurance being written is  an  important
consideration.   Benefit  and  claim  statistics  are   continually
monitored to provide projections of future cash requirements.
     
     Cash  provided by operating activities were $9.3  million  and
$5.1  million  for  the six months ended June 30,  1996  and  1995,
respectively.  Cash  flows  from financing  activities  were  $22.7
million  and $62.1 million for the six months ended June  30,  1996
and  1995,  respectively.  Cash flows from deferred  annuity  sales
increase  investment contract deposits which  are  a  component  of
financing  activities, as well as the purchase of fixed  maturities
which are a component of investing activities.  In addition to cash
flows from operating and financing activities, a substantial amount
of liquid funds is available through Oxford's short-term portfolio.
At  June 30, 1996 and 1995, short-term investments amounted to $9.5
million and $18.0 million, respectively.  Management believes  that
the  overall sources of liquidity will continue to meet foreseeable
cash needs.
     
     Stockholder's equity of Oxford decreased to $97.3  million  in
1996  from $99.6 million in 1995.  During the six months ended June
30, 1996, Oxford paid dividends to Ponderosa of $3.9 million.
     
     Applicable  laws  and  regulations of  the  State  of  Arizona
require  the  Company's insurance subsidiaries to maintain  minimum
capital   determined   in  accordance  with  statutory   accounting
practices  in the amount of $400,000.  In addition, the  amount  of
dividends  that can be paid to stockholders by insurance  companies
domiciled  in  the State of Arizona is limited.   Any  dividend  in
excess  of the limit requires prior regulatory approval.  Statutory
surplus  that  can  be  distributed  as  dividends  without   prior
regulatory  approval  is $7,080,000.  These  restrictions  are  not
expected  to have a material adverse effect on the ability  of  the
Company to meet its cash obligations.

RWIC - Property and Casualty
     Cash  flows from operating activities decreased $12.5  million
during  the  six  months ended June 30, 1996,  as  compared  to  an
increase  of $0.1 million for the comparable period of  1995.   The
change is due to temporary increases in accounts receivable and due
from affiliates.
     
     RWIC's  short-term investment portfolio was  $4.5  million  at
June  30,  1996.  This level of liquid assets is adequate  to  meet
periodic  needs as well as any near term shortfall.   This  balance
also  reflects funds in transition from maturity proceeds to  long-
term  investments.   The  structure of the long-term  portfolio  is
designed to match future cash needs.  Capital and operating budgets
allow RWIC to accurately schedule cash needs.
<PAGE> 26     
     RWIC    maintains   a   diversified   investment    portfolio.
Approximately  96.6% of the portfolio consists of investment  grade
securities.   The  maturity distribution  is  designed  to  provide
sufficient liquidity to meet future cash needs.  Current  liquidity
is  adequate, with current invested assets equal to 94.9% of  total
liabilities.
     
     Stockholder's  equity increased 2.4% from  $188.2  million  at
December  31,  1995  to  $192.7 million at  June  30,  1996.   RWIC
considers  current stockholder's equity to be adequate  to  support
future growth and absorb unforeseen risk events.  RWIC does not use
debt  or  equity  issues to increase capital and therefore  has  no
exposure  to capital market conditions.  RWIC paid no stockholder's
dividends during the six months ended June 30, 1996, however it did
declare a $6.7 million dividend to Ponderosa.

Consolidated Group
     At   September  30,  1996,  total  notes  and  loans   payable
outstanding  was  $940.3 million as compared to $998.2  million  at
March 31, 1996, and $796.7 million at September 30, 1995.
     
     During  each of the fiscal years ending March 31, 1997,  1998,
and  1999, U-Haul estimates gross capital expenditures will average
approximately  $290  million as a result of the  expansion  of  the
rental  truck  fleet  and self-storage operation.   This  level  of
capital  expenditures,  combined with an average  of  approximately
$100  million in annual long-term debt maturities during this  same
period,  are  expected to create annual average  funding  needs  of
approximately $390 million.  Management estimates that U-Haul  will
fund  approximately  75%  of  these  requirements  with  internally
generated funds, including proceeds from the disposition  of  older
trucks  and  other asset sales.  The remainder of  the  anticipated
capital  expenditures are expected to be financed through  existing
credit  facilities, new debt placements, lease fundings, and equity
offerings.
     
     On  August 30, 1996, the Company issued 100,000 shares of  its
Series  B  Preferred  Stock  with no par  value  for  $100 million.
Dividends  are cumulative with the rate being reset quarterly  and
have priority as to dividends over the Company's common stock.  The
Series  B  Preferred will be convertible, in certain events, at the  
holder's  option, into  either  shares of the Company's Series B 
Common Stock, $0.25 par value or all of the outstanding shares  of  
Picacho  Peak Investment Co., a subsidiary of AMERCO.
     
     On  October  1, 1996, the Company paid the last portion  of  a
total  of  approximately  $448.1 million to  the  plaintiffs  (non-
management members of the Shoen family and their affiliates)  in  a
long-standing legal dispute involving the Shoen family and  related
to  control  of  the  Company.  As a result,  the  plaintiffs  were
required to transfer all of their 18,254,976 shares of Common Stock
to  the  Company.   The  Company plans to  deduct  for  income  tax
purposes approximately $324.0 million of the payments made  to  the
plaintiffs,  which will reduce the Company's income tax  liability.
While  the  Company  believes that such income tax  deductions  are
appropriate,  there  can  be  no  assurance  that  such  deductions
ultimately will be allowed in full.
     
     Since  the  current management was put in place in  1987,  the
Company has pursued a strategic plan that emphasizes its core do-it-
yourself rental, moving and storage business.  Consistent with  its
strategic plan, the Company has engaged an investment banking  firm
to  explore  various alternatives with regard to Oxford,  its  life
insurance  subsidiary.   Such alternatives  may  include  strategic
alliances with other insurance companies or Oxford's possible sale.

<PAGE> 27
Credit Agreements
     The  Company's  operations are funded by  various  credit  and
financing  arrangements, including unsecured long-term  borrowings,
unsecured  medium-term notes, and revolving lines  of  credit  with
domestic  and foreign banks.  Principally to finance its  fleet  of
trucks  and  trailers, the Company routinely enters into  sale  and
leaseback transactions.  As of September 30, 1996, the Company  had
$940.3  million  in total notes and loans payable  outstanding  and
unutilized  committed  lines  of  credit  of  approximately  $382.0
million.
     
     In May 1996, the Company issued $175.0 million of 7.85% Senior
Notes  Due May 15, 2003.  The Company has applied and will continue
to  apply the net proceeds from the sale of the notes to pay  down,
at maturity, a portion of the Company's long-term debt.
     
     Certain of the Company's credit agreements contain restrictive
financial  and other covenants, including, among others,  covenants
with  respect  to  incurring  additional indebtedness,  maintaining
certain  financial ratios, and placing certain additional liens  on
its  properties and assets.  At September 30, 1996, the Company was
in compliance with these covenants.
     
     The Company is restricted in the issuance of certain types  of
preferred stock.  The Company is prohibited from issuing shares  of
preferred stock that provide for any mandatory redemption,  sinking
fund  payment, or mandatory prepayment, or that allow  the  holders
thereof  to  require the Company or a subsidiary of the Company  to
repurchase  such preferred stock at the option of such  holders  or
upon  the occurrence of any event or events without the consent  of
its lenders.
<PAGE> 28

                    PART II.  OTHER INFORMATION

Item 1. Legal Proceedings.
     As  disclosed  in the Company's Form 10-K for the  year  ended
March 31, 1996, Edward J. Shoen, James P. Shoen, Aubrey K. Johnson,
John M. Dodds, and William E. Carty, who are current members of the
Board  of Directors of the Company (the Director-Defendants), filed
for  protection under Chapter 11 of the federal bankruptcy laws  on
February 21, 1995, as a result of the judgment entered on that date
in  the action entitled Samuel W. Shoen, M.D., et al. v. Edward  J.
                        -------------------------------------------
Shoen, et al., No. CV88-20139 (the Shoen Litigation).  The Director-
-------------
Defendants,  in cooperation with the Company, filed separate  plans
of  reorganization,  all of which proposed  the  same  funding  and
treatment of the plaintiffs' claims resulting from the judgment  in
the Shoen Litigation.  The plans of reorganization are collectively
referred  to  as  the  "Plan."   The  Plan  was  confirmed  by  the
bankruptcy court on March 15, 1996.
     
     Pursuant to the Plan, the Company, prior to July 1, 1996, paid
a total of approximately $133.2 million to six of the plaintiffs to
repurchase a total of 5,828,140 shares of Common Stock and  satisfy
the  damages judgment in the Shoen Litigation with respect to those
plaintiffs.  In addition, on July 19, 1996, the Company paid Cemar,
Inc.  (Cemar)  approximately $15.9 million to repurchase  2,331,984
shares  of  Common  Stock held by Cemar.  On  the  same  date,  the
Company  paid damages of approximately $43.1 million and  statutory
post-judgment, pre-petition date interest of $129,000 to Cecilia M.
Hanlon.   On August 6, 1996, the Company funded approximately  $8.3
million  of  post-petition date interest by depositing such  amount
into an escrow account (the Escrow Account) pending the outcome  of
a  dispute involving the entitlement of the plaintiffs in the Shoen
Litigation  to post-petition date interest (discussed below).   The
Common  Stock  held  by  Cemar  was transferred  into  the  Company
treasury.   In  addition, on September 6, 1996,  the  Company  paid
Katabasis  International,  Inc.  (Katabasis)  approximately   $27.5
million  to  repurchase 4,041,924 shares of Common  Stock  held  by
Katabasis.   On  the  same  date,  the  Company  paid  damages   of
approximately  $74.8  million  and  statutory  post-judgment,  pre-
petition date interest of $224,000 to Samuel W. Shoen.  The Company
also  funded  approximately  $15.7 million  of  post-petition  date
interest  into  the  Escrow Account.  On September  20,  1996,  the
Company  paid Kattydid, Inc. (Kattydid) approximately $8.7  million
to repurchase 1,282,248 shares of Common Stock held by Kattydid and
paid   Katrina  (Shoen)  Carlson  approximately  $5.0  million   to
repurchase 734,376 shares of Common Stock held by her.  On the same
date,  the Company paid damages of approximately $37.3 million  and
statutory post-judgment, pre-petition date interest of $112,000  to
Katrina Shoen Carlson.  The Company also funded approximately  $8.0
million  of  post-petition date interest into the  Escrow  Account.
Finally,  on October 1, 1996, the Company paid MICKL, Inc.  (MICKL)
approximately  $27.4  million  to repurchase  4,035,924  shares  of
Common  Stock  held by MICKL and paid Michael L.  Shoen  $3,000  to
repurchase  380 shares of Common Stock held by him.   On  the  same
date,  the Company paid damages of approximately $73.2 million  and
statutory post-judgment, pre-petition date interest of $224,000  to
Michael  L.  Shoen.   The Company also funded  approximately  $16.2
million of post-petition date interest into the Escrow Account.  As
a result of the foregoing transactions, the balance of the judgment
in  the Shoen Litigation has been satisfied in full.  On October 1,
1996,  the  Director-Defendants emerged from  bankruptcy  upon  the
filing  of  a  Notice with the bankruptcy court that the  effective
date  of the reorganized debtors' confirmed Plans has occurred  and
that  the confirmed Plans have been performed and are substantially
consummated.

      As of the date hereof, an issue remains regarding whether  or
not the plaintiffs are entitled to statutory post-judgment interest
at  the  rate of ten percent (10%) per year from February 21,  1995
(the  date  the  Director-Defendants  filed  for  protection  under
Chapter  11) until the judgment was satisfied.  On July  19,  1996,
the bankruptcy court ruled that the plaintiffs are entitled to such
interest.   The  Director-Defendants and the Company have  appealed
the   court's  decision.   As  discussed  above,  the  Company  has
deposited  approximately $48.2 million into the Escrow  Account  to
secure  payment  of  the  disputed  interest,  pending  the   final
resolution  of  this issue (including all appeals by either  side).
If  the interest issue is decided adversely to the Company and  the
Director-Defendants,  the  amount deposited  into  escrow  will  be
transferred to the plaintiffs.  The ultimate outcome of this  issue
will  not have the effect of increasing or decreasing the Company's
net income, but could reduce shareholders' equity.
             
      In addition, L.S. Shoen, one of the plaintiffs in the Shoen
Litigation, entered into a Settlement, Mutual Release of All Claims
and Confidentiality Agreement, dated as of October 15, 1996 (the
Settlement Agreement) with the Company resolving the lawsuit in the 
District Court of Clark County, Nevada entitled L.S. Shoen v. AMERCO,
Case No. A277938, instituted June 7, 1989.  A Notice of Dismissal has
been filed with the court by the parties, but an order dismissing the case
has not been signed by the judge.  This settlement resolves a long-standing 
dispute between the Company and L.S. Shoen regarding L.S. Shoen's entitlement 
to compensation pursuant to an alleged lifetime employment contract.  
Pursuant to the Settlement Agreement, the Company paid L.S. Shoen 
$15.0 million.

<PAGE> 29

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K.

         a. Exhibits

           2.1  Order Confirming Plan (1)
           2.2  Second Amended and Restated Debtor's Plan of
                 Reorganization Proposed by Edward J. Shoen (1)
           3.1  Restated Articles of Incorporation (2)
           3.2  Restated By-Laws of AMERCO as of August 27, 1996
           4.1  Certificate of Designations, Preferences and
                Rights of Series B Preferred Stock
           4.2  Certificate of Designations, Preferences and
                Rights of Series B Common Stock
           10.1 Series B Preferred Stock Purchase Agreement, dated
                as of August 30, 1996
           10.2 Side Agreement, dated as of October 29, 1996
           27   Financial Data Schedule

         b. Reports on Form 8-K.

           A  report on Form 8-K was filed on September 6, 1996  in
           connection  with  the Company's issuance  of  up  to  an
           aggregate of $600,000,000 of Medium-Term Notes.
           
           
_____________________________________

(1)   Incorporated  by  reference  to  the  Company's  Registration
Statement on Form S-3, Registration No. 333-1195.

(2)  Incorporated by reference to the Company's Quarterly Report on
Form 10-Q for the quarter ended December 31, 1992, file no. 0-7862.
<PAGE> 30                            

                            SIGNATURES


     Pursuant to the requirements of the Securities Exchange Act of
1934,  the  registrant has duly caused this report to be signed  on
its behalf by the undersigned, thereunto duly authorized.


                                   U-Haul International, Inc.
                                   ___________________________________
                                            (Registrant)


Dated: November 6, 1996            By: /S/ DONALD W. MURNEY
                                   ___________________________________
                                        Donald W. Murney, Treasurer
                                       (Principal Financial Officer)