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
June 30, 1999                                           No. 1-7361



                      AMERICAN FINANCIAL CORPORATION




Incorporated under                                      IRS Employer I.D.
the Laws of Ohio                                        No. 31-0624874


              One East Fourth Street, Cincinnati, Ohio 45202
                              (513) 579-2121






   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 August 1, 1999, there were 10,593,000 shares of the Registrant's
Common Stock outstanding, all of which were owned by American Financial
Group, Inc.








                               Page 1 of 22

<PAGE>
                    AMERICAN FINANCIAL CORPORATION 10-Q
                                  PART I
                           FINANCIAL INFORMATION

              AMERICAN FINANCIAL CORPORATION AND SUBSIDIARIES
                        CONSOLIDATED BALANCE SHEET
                          (Dollars In Thousands)

                                                        June 30,  December 31,
                                                           1999          1998
Assets:
 Cash and short-term investments                    $   308,805   $   289,944
 Investments:
   Fixed maturities - at market
     (amortized cost - $10,134,734 and $9,920,407)   10,166,634    10,323,407
   Other stocks - at market
     (cost - $238,857 and $207,345)                     499,057       430,345
   Investment in investee corporation                   207,176       192,138
   Policy loans                                         217,712       220,496
   Real estate and other investments                    251,669       268,171
       Total investments                             11,342,248    11,434,557

 Recoverables from reinsurers and prepaid
   reinsurance premiums                               2,049,570     1,973,895
 Agents' balances and premiums receivable               595,402       618,198
 Deferred acquisition costs                             535,300       464,047
 Other receivables                                      238,188       318,154
 Assets held in separate accounts                       215,946       120,049
 Prepaid expenses, deferred charges and other assets    379,028       343,554
 Cost in excess of net assets acquired                  315,210       285,469

                                                    $15,979,697   $15,847,867
<PAGE>
Liabilities and Capital:
 Unpaid losses and loss adjustment expenses         $ 4,807,628   $ 4,773,377
 Unearned premiums                                    1,234,112     1,232,848
 Annuity benefits accumulated                         5,469,517     5,449,633
 Life, accident and health reserves                     358,034       341,595
 Payable to American Financial Group, Inc.              413,800       270,500
 Long-term debt:
   Holding companies                                    133,590       315,536
   Subsidiaries                                         223,959       176,896
 Liabilities related to separate accounts               215,946       120,049
 Accounts payable, accrued expenses and other
   liabilities                                        1,159,002     1,112,442
       Total liabilities                             14,015,588    13,792,876

 Minority interest                                      503,025       524,335

 Shareholders' Equity:
   Preferred Stock (liquidation value $72,154)           72,154        72,154
   Common Stock, no par value
     - 20,000,000 shares authorized
     - 10,593,000 shares outstanding                      9,625         9,625
   Capital surplus                                      952,353       943,359
   Retained earnings                                    251,152       157,218
   Net unrealized gain on marketable securities,
     net of deferred income taxes                       175,800       348,300
       Total shareholders' equity                     1,461,084     1,530,656

                                                    $15,979,697   $15,847,867





                                  2
<PAGE>
                    AMERICAN FINANCIAL CORPORATION 10-Q

              AMERICAN FINANCIAL CORPORATION AND SUBSIDIARIES
                    CONSOLIDATED STATEMENT OF EARNINGS
                              (In Thousands)
<TABLE>
<CAPTION>
                                           Three months ended          Six months ended
                                                June 30,                    June 30,
                                              1999         1998           1999         1998
<S>                                       <C>        <C>            <C>          <C>
Income:
  Property and casualty insurance
    premiums                              $557,535   $  707,294     $1,095,001   $1,383,466
  Life, accident and health premiums        25,367       48,460         50,955       95,276
  Investment income                        210,716      229,207        416,176      449,438
  Equity in net earnings of investee         1,119       17,996         17,436       31,914
  Realized gains on sales of:
    Securities                               7,276        7,142         11,725       14,588
    Investee                                  -           1,716           -           9,420
    Other investments                         -            -              -           6,843
  Other income                              30,322       26,317         58,127       63,850
                                           832,335    1,038,132      1,649,420    2,054,795

Costs and Expenses:
  Property and casualty insurance:
    Losses and loss adjustment expenses    398,819      564,078        764,648    1,063,903
    Commissions and other underwriting
      expenses                             166,601      191,027        334,822      384,632
  Annuity benefits                          63,520       69,111        128,461      140,221
  Life, accident and health benefits        15,994       36,555         34,873       74,661
  Interest charges on borrowed money        16,374       18,023         33,221       35,054
  Minority interest expense                 11,533       10,946         25,152       23,087
  Other operating and general expenses      87,696       83,133        163,923      159,832
                                           760,537      972,873      1,485,100    1,881,390

Earnings before income taxes,
  extraordinary items and cumulative
  effect of accounting change               71,798       65,259        164,320      173,405
Provision for income taxes                  25,529       25,673         59,797       67,409

Earnings before extraordinary items and
  cumulative effect of accounting change    46,269       39,586        104,523      105,996

Extraordinary items - loss on prepayment
  of debt                                   (3,849)         (36)        (3,849)        (721)
Cumulative effect of accounting change        -            -            (3,854)        -

Net Earnings                              $ 42,420   $   39,550     $   96,820   $  105,275
</TABLE>




                                  3
<PAGE>
                    AMERICAN FINANCIAL CORPORATION 10-Q

              AMERICAN FINANCIAL CORPORATION AND SUBSIDIARIES
         CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS' EQUITY
                          (Dollars in Thousands)



<TABLE>
<CAPTION>
                                               Common Stock                     Unrealized
                                  Preferred     and Capital       Retained         Gain on     Comprehensive
                                      Stock         Surplus       Earnings      Securities     Income (Loss)
<S>                                 <C>            <C>            <C>             <C>              <C>
Balance at January 1, 1999          $72,154        $952,984       $157,218        $348,300

Net earnings                           -               -            96,820            -             $ 96,820
Dividends on Preferred Stock           -               -            (2,886)           -                 -
Capital contribution from parent       -              6,134           -               -                 -
Change in unrealized                   -               -              -           (172,500)         (172,500)
Other                                  -              2,860           -               -                 -

Balance at June 30, 1999            $72,154        $961,978       $251,152        $175,800         ($ 75,680)






Balance at January 1, 1998          $72,154        $945,779       $ 34,350        $341,200

Net earnings                           -               -           105,275            -             $105,275
Dividends on Preferred Stock           -               -            (2,886)           -                 -
Capital contribution from parent       -              8,354           -               -                 -
Change in unrealized                   -               -              -            (10,500)          (10,500)
Other                                  -                220           -               -                 -

Balance at June 30, 1998            $72,154        $954,353       $136,739        $330,700          $ 94,775
</TABLE>














                                  4
<PAGE>
                    AMERICAN FINANCIAL CORPORATION 10-Q

              AMERICAN FINANCIAL CORPORATION AND SUBSIDIARIES
                   CONSOLIDATED STATEMENT OF CASH FLOWS
                              (In Thousands)

                                                          Six months ended
                                                               June 30,
                                                            1999         1998
Operating Activities:
  Net earnings                                        $   96,820   $  105,275
  Adjustments:
   Extraordinary items                                     3,849          721
   Cumulative effect of accounting change                  3,854         -
   Depreciation and amortization                          44,065       51,233
   Annuity benefits                                      128,461      140,221
   Equity in net earnings of investee                    (17,436)     (31,914)
   Realized gains on investing activities                (16,503)     (44,411)
   Deferred annuity and life policy acquisition costs    (59,181)     (48,936)
   Decrease (increase) in reinsurance and other
     receivables                                          15,977     (121,030)
   Decrease (increase) in other assets                   (51,376)       5,192
   Increase in insurance claims and reserves              10,181      167,165
   Increase in other liabilities                          51,925       33,618
   Increase in minority interest                          11,655       11,462
   Dividends from investee                                 2,400        2,400
   Other, net                                            (12,080)     (10,707)
                                                         212,611      260,289
Investing Activities:
  Purchases of and additional investments in:
   Fixed maturity investments                         (1,141,911)  (1,243,852)
   Equity securities                                     (47,901)     (33,137)
   Subsidiaries                                         (183,886)     (30,325)
   Real estate, property and equipment                   (38,594)     (34,932)
  Maturities and redemptions of fixed maturity
   investments                                           619,073      772,496
  Sales of:
   Fixed maturity investments                            653,969      358,597
   Equity securities                                      33,241       12,194
   Real estate, property and equipment                     9,201       30,989
  Cash and short-term investments of acquired
   subsidiaries, net                                      19,413       20,841
  Decrease (increase) in other investments                22,042       (4,843)
                                                         (55,353)    (151,972)
<PAGE>
Financing Activities:
  Fixed annuity receipts                                 219,250      238,198
  Annuity surrenders, benefits and withdrawals          (361,498)    (354,790)
  Additional long-term borrowings                        123,162      202,248
  Reductions of long-term debt                          (263,550)    (134,164)
  Borrowings from AFG                                    222,100         -
  Payments to AFG                                        (78,800)     (22,500)
  Capital contribution                                     9,334        9,334
  Repurchases of trust preferred securities               (5,509)        -
  Cash dividends paid                                     (2,886)      (2,886)
                                                        (138,397)     (64,560)

Net Increase in Cash and Short-term Investments           18,861       43,757

Cash and short-term investments at beginning
  of period                                              289,944      231,227

Cash and short-term investments at end of period      $  308,805   $  274,984



                                  5
<PAGE>
                    AMERICAN FINANCIAL CORPORATION 10-Q

                NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

A. Accounting Policies

   Basis of Presentation  The accompanying consolidated financial
   statements for American Financial Corporation ("AFC") and 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 years to conform to
   the current year'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 "available for sale" and
   reported at fair value with unrealized gains and losses reported as a
   separate component of shareholders' equity.  Short-term investments are
   carried at cost; loans receivable are carried primarily 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 Investee Corporation  Investments in securities of
   20%-to 50%-owned companies are generally carried at cost, adjusted for
   AFC's proportionate share of their undistributed earnings or losses.

   Cost in Excess of Net Assets Acquired  The excess of cost of
   subsidiaries and investees over AFC's equity in the underlying net
   assets ("goodwill") is being amortized over 40 years.

   Insurance  As discussed under "Reinsurance" below, unpaid losses and
   loss adjustment expenses and unearned premiums have not been reduced
   for reinsurance recoverable.
<PAGE>
      Reinsurance  In the normal course of business, AFC's insurance
   subsidiaries cede reinsurance to other companies to diversify risk and
   limit maximum loss arising from large claims.  To the extent that any
   reinsuring companies are unable to meet obligations under the
   agreements covering reinsurance ceded, AFC's insurance subsidiaries
   would remain liable.  Amounts recoverable from reinsurers are estimated
   in a manner consistent with the claim liability associated with the
   reinsured policies.  AFC's insurance subsidiaries report as assets
   (a) the estimated reinsurance recoverable on unpaid losses, including
   an estimate for losses incurred but not reported, and (b) amounts paid
   to reinsurers applicable to the unexpired terms of policies in force.
   AFC's insurance subsidiaries also assume reinsurance from other
   companies.  Income on reinsurance assumed is recognized based on
   reports received from ceding reinsurers.


                                  6
<PAGE>
                    AMERICAN FINANCIAL CORPORATION 10-Q

          NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - CONTINUED


      Deferred Acquisition Costs  Policy acquisition costs (principally
   commissions, premium taxes and other underwriting expenses) related to
   the production of new business are deferred ("DPAC").  For the property
   and casualty companies, the deferral of acquisition costs is limited
   based upon their recoverability without any consideration for
   anticipated investment income.  DPAC is charged against income ratably
   over the terms of the related policies.  For the annuity companies,
   DPAC is amortized, with interest, in relation to the present value of
   expected gross profits on the policies.

      Unpaid Losses and Loss Adjustment Expenses  The net liabilities
   stated for unpaid claims and for expenses of investigation and
   adjustment of unpaid claims are based upon (a) the accumulation of case
   estimates for losses reported prior to the close of the accounting
   period on the direct business written; (b) estimates received from
   ceding reinsurers and insurance pools and associations; (c) estimates
   of unreported losses based on past experience; (d) estimates based on
   experience of expenses for investigating and adjusting claims and
   (e) the current state of the law and coverage litigation.  These
   liabilities are subject to the impact of changes in claim amounts and
   frequency and other factors.  In spite of the variability inherent in
   such estimates, management believes that the liabilities for unpaid
   losses and loss adjustment expenses are adequate.  Changes in estimates
   of the liabilities for losses and loss adjustment expenses are
   reflected in the Statement of Earnings in the period in which
   determined.

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

      Assets Held In and Liabilities Related to Separate Accounts
   Separate account assets and related liabilities represent variable
   annuity deposits.
<PAGE>
      Premium Recognition  Property and casualty premiums are earned over
   the terms of the policies on a pro rata basis.  Unearned premiums
   represent that portion of premiums written which is applicable to the
   unexpired terms of policies in force.  On reinsurance assumed from
   other insurance companies or written through various underwriting
   organizations, unearned premiums are based on reports received from
   such companies and organizations.  For traditional life, accident and
   health products, premiums are recognized as revenue when legally
   collectible from policyholders.  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.

      Policyholder Dividends  Dividends payable to policyholders are
   included in "Accounts payable, accrued expenses and other liabilities"
   and represent estimates of amounts payable on participating policies
   which share in favorable underwriting results.  The estimate is accrued
   during the period in which the related premium is earned.  Changes in
   estimates are included in income in the period determined.
   Policyholder dividends do not become legal liabilities unless and until
   declared by the boards of directors of the insurance companies.




                                  7
<PAGE>
                    AMERICAN FINANCIAL CORPORATION 10-Q

          NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - CONTINUED


   Minority Interest  For balance sheet purposes, minority interest
   represents (i) the interests of noncontrolling shareholders in AFC
   subsidiaries, including preferred securities issued by trust
   subsidiaries of American Annuity Group ("AAG"), and (ii) the American
   Financial Group ("AFG") direct ownership interest in American Premier
   Underwriters, Inc. ("American Premier" or "APU") and American Financial
   Enterprises, Inc.  For income statement purposes, minority interest
   expense represents those shareholders' interest in the earnings of AFC
   subsidiaries as well as accrued distributions on the trust preferred
   securities.

   Issuances of Stock by Subsidiaries and Investees  Changes in AFC's
   equity in a subsidiary or an investee caused by issuances of the
   subsidiary's or investee's stock are accounted for as gains or losses
   where such issuance is not a part of a broader reorganization.

   Income Taxes  AFC files consolidated federal income tax returns which
   include all 80%-owned U.S. subsidiaries, except for certain life
   insurance subsidiaries and their subsidiaries.  Deferred income taxes
   are calculated using the liability method.  Under this method, deferred
   income tax assets and liabilities are determined based on differences
   between financial reporting and tax bases and are measured using
   enacted tax rates.  Deferred tax assets are recognized if it is more
   likely than not that a benefit will be realized.

   Benefit Plans  AFC provides retirement benefits to qualified employees
   of participating companies through contributory and noncontributory
   defined contribution plans contained in AFC's Retirement and Savings
   Plan.  Under the retirement portion of the plan, company contributions
   (approximately 6% of covered compensation in 1998) are invested
   primarily in securities of AFC and affiliates.  Under the savings
   portion of the plan, AFC matches a specific portion of employee
   contributions.  Contributions to benefit plans are charged against
   earnings in the year for which they are declared.

   AFC and many of its subsidiaries provide health care and life insurance
   benefits to eligible retirees.  AFC also provides postemployment
   benefits to former or inactive employees (primarily those on
   disability) who were not deemed retired under other company plans.  The
   projected future cost of providing these benefits is expensed over the
   period the employees earn such benefits.

   Start-up Costs  Prior to 1999, AAG, an 83%-owned subsidiary, deferred
   certain costs associated with introducing new products and distribution
   channels and amortized them on a straight-line basis over 5 years.  In
   1999, AAG implemented Statement of Position ("SOP") 98-5, "Reporting on
   the Costs of Start-Up Activities."  The SOP requires 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,
   AFC expensed previously capitalized start-up costs of $3.8 million (net
   of minority interest and taxes), effective January 1, 1999.

                                  8
<PAGE>
                    AMERICAN FINANCIAL CORPORATION 10-Q

          NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - CONTINUED


   Derivatives  The Financial Accounting Standards Board issued SFAS No.
   133, "Accounting for Derivative Instruments and Hedging Activities,"
   during the second quarter of 1998.  AFC must implement SFAS No. 133 no
   later than January 1, 2001.  SFAS No. 133 establishes accounting and
   reporting standards for derivative instruments, including derivative
   instruments that are embedded in other contracts, and for hedging
   activities.  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 AFC's financial
   position or results of operations.

   Comprehensive Income  Comprehensive income represents the total of net
   earnings plus other comprehensive income.  For AFC, other comprehensive
   income represents the change in net unrealized gain on marketable
   securities net of deferred taxes.

   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 obtaining resources from owners and providing them
   with a return on their investments, borrowing money and repaying
   amounts borrowed.  Annuity receipts, benefits and withdrawals are also
   reflected as financing activities.  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.

B. Acquisitions and Sales of Subsidiaries

   Worldwide Insurance Company  In April 1999, AFC completed the purchase
   of Worldwide Insurance Company (formerly Providian Auto and Home
   Insurance Company) for $157 million in cash.  Worldwide is a provider
   of direct response private passenger automobile insurance.

   Old Republic  In February 1999, AAG acquired Old Republic Life
   Insurance Company of New York for approximately $27 million in cash.

   United Teacher Associates  In July 1999, AAG reached a definitive
   agreement to acquire United Teacher Associates Insurance Company of
   Austin, Texas ("UTA").  UTA provides retired and active teachers with
   supplemental health products and retirement annuities.  Completion of
   the acquisition, which is expected to occur in the third quarter of
   1999, is subject to certain conditions, including receipt of approval
   from the Texas Department of Insurance.
<PAGE>
   Commercial lines division  In December 1998, AFC completed the sale of
   substantially all of its Commercial lines division to Ohio Casualty
   Corporation for $300 million plus warrants to purchase 6 million (post
   split) shares of Ohio Casualty common stock.  AFC deferred a gain of
   $103 million on the insurance ceded to Ohio Casualty and recognized a
   pretax gain of $153 million on the sale of the other net assets.  The
   deferred gain is being recognized over the estimated remaining
   settlement period (weighted average of 4.25 years) of the claims ceded.
   AFC may receive up to an additional $40 million in the year 2000 based
   upon the retention and growth of the insurance businesses acquired by
   Ohio Casualty.  The commercial lines sold generated net written
   premiums of approximately $142 million for the six months ended
   June 30, 1998.




                                  9
<PAGE>
                    AMERICAN FINANCIAL CORPORATION 10-Q

          NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - CONTINUED


   Funeral Services division  In September 1998, AAG sold its Funeral
   Services division for approximately $165 million in cash.  The division
   held assets of approximately $1 billion at the sale date.  AFC realized
   a pretax gain of $21.6 million, before $2.7 million of minority
   interest, on this sale.

C. Segments of Operations  Having sold substantially all of its Commercial
   lines division in December 1998, AFC's property and casualty group is
   engaged primarily in private passenger automobile and specialty
   insurance businesses.  The Personal group consists of the nonstandard
   auto group along with the preferred/standard private passenger auto and
   other personal insurance business.  The Specialty group includes a
   highly diversified group of specialty business units.  AFC's annuity
   and life business markets primarily retirement products as well as life
   and supplemental health insurance.  In addition, AFC owns a significant
   portion of the voting equity securities of Chiquita Brands
   International, Inc. (an investee corporation - see Note D).

   The following table (in thousands) shows AFC's revenues and operating
   profit (loss) by significant business segment.  Operating profit (loss)
   represents total revenues less operating expenses.
<TABLE>
<CAPTION>
                                           Three months ended          Six months ended
                                                 June 30,                   June 30,
                                              1999         1998           1999         1998
     <S>                                 <C>         <C>            <C>          <C>
     Revenues (a)
     Property and casualty insurance:
       Premiums earned:
         Personal                         $300,765   $  330,615     $  586,582   $  658,587
         Specialty                         258,115      366,275        508,703      703,184
         Other lines - primarily
           discontinued                     (1,345)      10,404           (284)      21,695
                                           557,535      707,294      1,095,001    1,383,466
       Investment and other income         116,694      121,255        218,962      253,556
                                           674,229      828,549      1,313,963    1,637,022
     Annuities and life (b)                149,858      185,435        303,874      373,992
     Other                                   7,129        6,152         14,147       11,867
                                           831,216    1,020,136      1,631,984    2,022,881
     Equity in net earnings of investee      1,119       17,996         17,436       31,914

                                          $832,335   $1,038,132     $1,649,420   $2,054,795
<PAGE>
     Operating Profit (Loss)
     Property and casualty insurance:
       Underwriting:
         Personal                        ($  2,434)  $    9,295     $    2,046   $   21,269
         Specialty                             972      (49,792)         1,321      (59,105)
         Other lines - primarily
           discontinued                     (6,423)      (7,314)        (7,836)     (27,233)
                                            (7,885)     (47,811)        (4,469)     (65,069)
       Investment and other income          73,094       91,536        137,622      194,046
                                            65,209       43,725        133,153      128,977
     Annuities and life                     23,671       26,618         50,431       58,672
     Other (c)                             (18,201)     (23,080)       (36,700)     (46,158)
                                            70,679       47,263        146,884      141,491
     Equity in net earnings of investee      1,119       17,996         17,436       31,914

                                          $ 71,798   $   65,259     $  164,320   $  173,405
</TABLE>
     (a) Revenues include sales of products and services as well as other
         income earned by the respective segments.
     (b) Represents primarily investment income.
     (c) Includes holding company expenses.



                                  10
<PAGE>
                    AMERICAN FINANCIAL CORPORATION 10-Q

          NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - CONTINUED


D. Investment in Investee Corporation  Investment in investee corporation
   reflects AFC's ownership of 24 million shares (36%) of Chiquita common
   stock.  The market value of this investment was $216 million and
   $229 million at June 30, 1999 and December 31, 1998, respectively.
   Chiquita is a leading international marketer, producer and distributor
   of quality fresh fruits and vegetables and processed foods.  Summarized
   financial information for Chiquita follows (in millions):

                                           Six months ended June 30,
                                                    1999        1998
      Net Sales                                   $1,370      $1,461
      Operating Income                               113         144
      Net Income                                      56          94

E. Payable to American Financial Group  In 1997, AFC entered into a ten-year
   reciprocal Master Credit Agreement among AFG and several of AFG's
   subsidiary holding companies, including APU and AFC's direct parent,
   AFC Holding Company, under which funds are made available to each other
   at one percent over LIBOR.

F. Long-Term Debt  The carrying value of long-term debt consisted of the
   following (in thousands):

                                                        June 30,  December 31,
                                                           1999          1998
      Holding Companies:
       AFC notes payable under bank line                   -         $ 80,000
       AFC 9-3/4% Debentures due April 2004                -           78,560
       APU 9-3/4% Subordinated Notes due August 1999   $ 89,049        89,467
       APU 10-5/8% Subordinated Notes due April 2000     23,985        41,518
       APU 10-7/8% Subordinated Notes due May 2011       11,685        17,473
       Other                                              8,871         8,518

                                                       $133,590      $315,536
      Subsidiaries:
       AAG 6-7/8% Senior Notes due June 2008           $100,000      $100,000
       AAG notes payable under bank line                 75,000        27,000
       Notes payable secured by real estate              37,328        37,602
       Other                                             11,631        12,294

                                                       $223,959      $176,896

   In the second quarter of 1999, AFC used funds borrowed under its credit
   agreement with AFG to (i) repay $155 million borrowed under its bank
   line; (ii) redeem its 9-3/4% Debentures for $82.9 million and
   (iii) repurchase $22.2 million of APU Notes for $24.5 million.

   In August 1999, APU redeemed its 9-3/4% Notes at maturity and AFC
   borrowed $40 million under the bank line.
<PAGE>
   At June 30, 1999, sinking fund and other scheduled principal payments
   on debt for the balance of 1999 and the subsequent five years, adjusted
   to reflect the new bank borrowings and the payment of the APU 9-3/4%
   Notes, were as follows (in thousands):

                  Holding
                Companies   Subsidiaries        Total
      1999        $  -           $ 1,041      $ 1,041
      2000         23,667          8,685       32,352
      2001           -             1,379        1,379
      2002         45,939          1,266       47,205
      2003           -            76,294       76,294
      2004           -            14,241       14,241


                                  11
<PAGE>
                    AMERICAN FINANCIAL CORPORATION 10-Q

          NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - CONTINUED


   Debentures purchased in excess of scheduled payments may be applied to
   satisfy any sinking fund requirement.  The scheduled principal payments
   shown above assume that debentures previously purchased are applied to
   the earliest scheduled retirements.

   AFC and AAG each have an unsecured credit agreement with a group of
   banks under which they can borrow up to $300 million and $200 million,
   respectively.  Borrowings bear interest at floating rates based on
   prime or Eurodollar rates.  Loans mature December 2002 under the AFC
   credit agreement and from 2000 to 2003 under the AAG credit agreement.

G. Minority Interest  Minority interest in AFC's balance sheet is
   comprised of the following (in thousands):

                                                     June 30,    December 31,
                                                        1999            1998
      Interest of AFG (parent) and noncontrolling
        shareholders in subsidiaries' common stock  $283,425        $299,335
      Preferred securities issued by
        subsidiary trusts                            219,600         225,000

                                                    $503,025        $524,335

   Trust Issued Preferred Securities  Wholly-owned subsidiary trusts of
   AAG have issued $225 million of preferred securities and, in turn,
   purchased a like amount of AAG subordinated debt which provides
   interest and principal payments to fund the respective trusts'
   obligations.  The preferred securities must be redeemed upon maturity
   or redemption of the subordinated debt.  AAG effectively provides
   unconditional guarantees of its trusts' obligations.

   The trust issued preferred securities consisted of the following (in
   thousands):

<TABLE>
<CAPTION>
   Date of                                          June 30,   December 31,    Optional
   Issuance           Issue (Maturity Date)            1999           1998     Redemption Dates
   <S>                <C>                           <C>            <C>         <C>
   November 1996      AAG 9-1/4% TOPrS (2026)       $74,600        $75,000     On or after 11/7/2001
   March 1997         AAG 8-7/8% Pfd   (2027)        70,000         75,000     On or after 3/1/2007
   May 1997           AAG 7-1/4% ROPES (2041)        75,000         75,000     Prior to 9/28/2000 and
                                                                                  after 9/28/2001
</TABLE>


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




                                  12
<PAGE>
                    AMERICAN FINANCIAL CORPORATION 10-Q

          NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - CONTINUED

   Minority Interest Expense  Minority interest expense is comprised of
   (in thousands):

                                                     Six months ended
                                                          June 30,
                                                       1999       1998
      Interest of AFG (parent) and noncontrolling
        shareholders in earnings of subsidiaries    $15,912    $13,571
      Accrued distributions by subsidiaries
        on trust issued preferred securities          9,240      9,516

                                                    $25,152    $23,087

H. Shareholders' Equity

   Preferred Stock  Under provisions of both the Nonvoting (4.0 million
   shares authorized) and Voting (4.0 million shares authorized)
   Cumulative Preferred Stock, the Board of Directors may divide the
   authorized stock into series and set specific terms and conditions of
   each series.  The outstanding voting shares of AFC's Preferred Stock
   consisted of the following:

       Series J, no par value; $25.00 liquidation value per share; annual
       dividends per share $2.00; redeemable at $25.75 per share beginning
       December 2005 declining to $25.00 at December 2007; 2,886,161
       shares (stated value $72.2 million) outstanding at June 30, 1999
       and December 31, 1998.

   Unrealized Gain on Marketable Securities  The change in net unrealized
   gain on marketable securities for the six months ended June 30 included
   the following (in millions):
<TABLE>
<CAPTION>
                                                                  Minority
                                             Pretax      Taxes    Interest      Net
               1999
   <S>                                      <C>         <C>         <C>       <C>
   Unrealized holding gains (losses) on
     securities arising during the period   ($292.3)    $100.8       $25.1     ($166.4)
   Reclassification adjustment for
     realized gains included in net income    (11.7)       4.1         1.5        (6.1)
   Change in net unrealized gain on
     marketable securities                  ($304.0)    $104.9       $26.6     ($172.5)


               1998
   Unrealized holding gains (losses) on
     securities arising during the period   ($  6.8)    $  2.5      ($  .2)    ($  4.5)
   Reclassification adjustment for
     realized gains included in net income    (10.1)       3.5          .6        (6.0)
   Change in net unrealized gain on
     marketable securities                  ($ 16.9)    $  6.0       $  .4     ($ 10.5)
</TABLE>
<PAGE>
I. Extraordinary Items  Extraordinary items represent AFC's proportionate
   share of gains (losses) related to debt retirements by the following
   companies.  Amounts shown are net of minority interest and income tax
   benefits (in thousands):

                                    Six months ended
                                        June 30,
                                      1999      1998
         Holding Companies:
          AFC (parent)             ($2,993)    ($ 35)
          APU (parent)                (856)      (37)
         Subsidiaries:
          AAG                         -         (649)

                                   ($3,849)    ($721)


                                  13
<PAGE>
                    AMERICAN FINANCIAL CORPORATION 10-Q

          NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - CONTINUED


J. Cash Flows - Fixed Maturity Investments  "Investing activities" related
   to fixed maturity investments in AFC's Statement of Cash Flows
   consisted of the following (in thousands):

                                   Available     Held to
                                    For Sale     Maturity (a)        Total
      1999
      Purchases                   $1,141,911     $   -            $1,141,911
      Maturities and redemptions     619,073         -               619,073
      Sales                          653,969         -               653,969

      1998
      Purchases                   $1,243,026     $    826         $1,243,852
      Maturities and redemptions     397,871      374,625            772,496
      Sales                          326,657       31,940 (b)        358,597

      (a) At December 31, 1998, AFC reclassified all of its "held to
          maturity" fixed maturity securities to "available for sale."
      (b) Sold (at a gain of $.2 million) due to significant deterioration
          in the issuers' creditworthiness.

K. Commitments and Contingencies  Other than as disclosed in "Legal
   Proceedings" in Part II of this report, there have been no significant
   changes to the matters discussed and referred to in Note M "Commitments
   and Contingencies" in AFC's Annual Report on Form 10-K for 1998.























                                  14
<PAGE>
                    AMERICAN FINANCIAL CORPORATION 10-Q

                                  ITEM 2

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

   GENERAL

   AFC and American Premier are organized as holding companies with almost
   all of their operations being conducted by subsidiaries.  These parent
   corporations, however, have continuing cash needs for administrative
   expenses, the payment of principal and interest on borrowings,
   shareholder dividends and taxes.  Therefore, certain analyses are best
   done on a parent only basis while others are best done on a total
   enterprise basis.  In addition, since most of its businesses are
   financial in nature, AFC does not prepare its consolidated financial
   statements using a current-noncurrent format.  Consequently, certain
   traditional ratios and financial analysis tests are not meaningful.

   Year 2000 Status  AFC's Year 2000 Project is a corporate-wide program
   designed to ensure that its computer systems and other equipment using
   date-sensitive computer chips will function properly in the year 2000.
   The Project also encompasses communicating with agents, vendors,
   financial institutions and others with which the companies conduct
   business to determine their Year 2000 readiness and resulting effects
   on AFC.  AFC's Year 2000 Project Office monitors and coordinates the
   work being performed by the various business units and reports monthly
   to the Audit Committee of the Board of Directors and more frequently to
   senior management.

   To address the Year 2000 issue, AFC's operations have been divided into
   separate systems groups.  A majority of the groups have met AFC's goal
   of having program modifications and new software installations
   substantially completed by the end of 1998, with testing continuing in
   and through 1999.  About two-thirds of the groups are expected to have
   completed Year 2000 testing by the end of the third quarter of 1999.
   The remainder are now expected to be completed during the fourth
   quarter.

   Contingency plans are being developed for certain business processes
   and systems deemed most critical to operations.  These plans provide a
   documented order of actions necessary to keep the business functions
   operating.  Such plans typically include procedures and workflow
   processes for developing and operating contingent databases.
   Contingency planning for other business processes and systems deemed
   critical to operations and reasonably likely not to be modified on
   schedule is expected to be substantially completed by the end of the
   third quarter.

   Many of the systems being replaced were planned replacements which were
   accelerated due to the Year 2000 considerations.  In addition, a
   significant portion of AFC's Year 2000 Project is being completed using
   internal staff.  Therefore, cost estimates for the Year 2000 Project do
   not represent solely incremental costs.
<PAGE>
   From the inception of the Year 2000 Project in the early 1990s through
   June 30, 1999, AFC estimates that it has incurred approximately
   $61 million in costs related to the Project, including capitalized
   costs of $15 million for new systems.  During the first six months of
   1999, $11 million in such costs have been expensed.  AFC estimates that
   it will incur an additional $13 million of such costs in completing the
   Project, about two-thirds of which is projected to be expensed.









                                  15
<PAGE>
                    AMERICAN FINANCIAL CORPORATION 10-Q

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


   Projected Year 2000 costs and completion dates are based on
   management's best estimates.  However, there can be no assurances that
   these estimates will be achieved.  Should software modifications and
   new software installations not be completed on a timely basis, the
   resulting disruptions could have a material adverse affect on
   operations.

   AFC's operations could also be affected by the inability of third
   parties such as agents and vendors to become Year 2000 compliant.
   Assessments of property and casualty agents have been completed and
   those of the life and annuity agents are expected to be completed in
   the third quarter.  Efforts to evaluate third party vendors have been
   intensified and will extend into the fourth quarter.  In addition,
   AFC's property and casualty insurance subsidiaries are reviewing the
   potential impact of the Year 2000 issue on insureds as part of their
   underwriting process.  They are also reviewing policy forms, issuing
   clarifying endorsements where appropriate and examining coverage issues
   for Year 2000 exposures.  While it is possible that Year 2000 claims
   may emerge in future periods, it is not possible to estimate any such
   amounts.

   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 especially with regard to availability
   of and returns on capital, regulatory actions, changes in legal
   environment, levels of catastrophe and other major losses, availability
   of reinsurance, the Year 2000 issue, and competitive pressures.  AFC
   undertakes no obligation to update any forward-looking statements.

   LIQUIDITY AND CAPITAL RESOURCES

   Ratios  AFC's debt to total capital ratio at the parent holding company
   level (excluding amounts due AFG) was approximately 8% at June 30, 1999
   and 17% at December 31, 1998.  Including amounts due AFG, the ratio was
   27% at June 30, 1999 and 28% at December 31, 1998.

   AFC's ratio of earnings to fixed charges, excluding and including
   preferred dividends, (on a total enterprise basis) was 4.12 and 3.77
   for the first six months of 1999 and 3.44 and 3.15 for the entire year
   of 1998.
<PAGE>
   Sources of Funds  Management believes the parent holding companies have
   sufficient resources to meet their liquidity requirements through
   operations in the short-term and long-term future.  If funds generated
   from operations, including dividends and tax payments from
   subsidiaries, are insufficient to meet fixed charges in any period,
   these companies would be required to generate cash through borrowings,
   sales of securities or other assets, or similar transactions.

   AFC has a revolving credit agreement with several banks under which it
   can borrow up to $300 million.  The credit line provides ample
   liquidity and can be used to obtain funds for operating subsidiaries
   or, if necessary, for the parent companies.  While there were no
   borrowings outstanding under the credit line at June 30, 1999,
   $40 million had been borrowed at August 6.

   In April 1999, AFG issued $350 million principal amount of 7-1/8%
   senior debentures due 2009; the proceeds were used primarily to retire
   outstanding holding company public debt and borrowings under AFC's
   credit line.

                                  16
<PAGE>
                    AMERICAN FINANCIAL CORPORATION 10-Q

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


   Dividend payments from subsidiaries have been very important to the
   liquidity and cash flow of the individual holding companies in the
   past.  However, the reliance on such dividend payments has been
   lessened by the combination of (i) strong capital at AFC's insurance
   subsidiaries (and the related decreased likelihood of a need for
   investment in those companies), (ii) the reduction of debt at the
   holding companies from historical levels (and the related decrease in
   ongoing cash needs for interest and principal payments), (iii) AFC's
   ability to obtain financing in capital markets, as well as (iv) the
   sales of noncore investments.

   Investments  Approximately 91% of the fixed maturities held by AFC were
   rated "investment grade" (credit rating of AAA to BBB) by nationally
   recognized rating agencies at June 30, 1999.  Investment grade
   securities generally bear lower yields and lower degrees of risk than
   those that are unrated and noninvestment grade.  Management believes
   that the high quality investment portfolio should generate a stable and
   predictable investment return.

   AFC's equity securities are concentrated in a relatively limited number
   of major positions.  This approach allows management to more closely
   monitor the companies and the industries in which they operate.

   RESULTS OF OPERATIONS

   General  Pretax earnings before extraordinary items and cumulative
   effect of accounting change for the three months and six months ended
   June 30, 1999 were $71.8 million and $164.3 million, respectively,
   compared to $65.3 million and $173.4 million in the comparable 1998
   periods.  An improvement in underwriting results in the second quarter
   of 1999 more than offset reductions in investment income and investee
   earnings and a one-time expense of $5 million for integration and
   software related costs associated with the April acquisition of
   Worldwide Insurance Company.  For the six months, reductions in
   investment income, investee earnings and income from the sale of real
   estate properties more than offset an improvement in underwriting
   results.  The improvement in 1999's underwriting results reflects
   primarily the impact of severe storm losses in the second quarter of 1998.

   Property and Casualty Insurance - Underwriting  AFC's property and
   casualty group consists of two major business groups: Personal and
   Specialty.

   The Personal group consists of the nonstandard auto group along with
   the preferred/standard private passenger auto and other personal
   insurance business.  The nonstandard automobile insurance companies
   insure risks not typically accepted for standard automobile coverage
   because of the applicant's driving record, type of vehicle, age or
   other criteria.
<PAGE>
   The Specialty group includes a highly diversified group of business
   lines.  Some of the more significant areas are executive liability,
   inland and ocean marine, U.S.-based operations of Japanese companies,
   agricultural-related coverages, California workers' compensation,
   nonprofit liability, general aviation coverages, fidelity and surety
   bonds, and umbrella and excess coverages.  Commercial lines businesses
   sold included certain coverages in workers' compensation, commercial
   multi-peril, commercial automobile, and umbrella.

   Underwriting profitability is measured by the combined ratio which is a
   sum of the ratios of underwriting losses, loss adjustment expenses,
   underwriting expenses and policyholder dividends to premiums.  When the
   combined ratio is under 100%, underwriting results are generally
   considered profitable; when the ratio is over 100%, underwriting
   results are generally considered unprofitable.  The combined ratio does
   not reflect investment income, other income or federal income taxes.


                                  17
<PAGE>
                    AMERICAN FINANCIAL CORPORATION 10-Q

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


   For certain lines of business and products where the credibility of the
   range of loss projections is less certain (primarily the various
   specialty businesses listed above), management believes that it is
   prudent and appropriate to use conservative assumptions until such time
   as the data, experience and projections have more credibility, as
   evidenced by data volume, consistency and maturity of the data.  While
   this practice mitigates the risk of adverse development on this
   business, it does not eliminate it.

   Net written premiums and combined ratios for AFC's property and
   casualty insurance subsidiaries were as follows (dollars in millions):

                                    Three months ended      Six months ended
                                           June 30,              June 30,
                                      1999       1998         1999       1998
      Net Written Premiums (GAAP)
        Personal                    $275.4     $325.5     $  551.9   $  683.6
        Specialty                    278.5      352.7        526.7      681.8
        Other lines                   (1.6)       7.9         (1.5)      15.6
                                    $552.3     $686.1     $1,077.1   $1,381.0

      Combined Ratios (GAAP)
        Personal                     100.7%      97.2%        99.7%      96.7%
        Specialty                     99.7      113.6         99.8      108.5
        Aggregate (including
          discontinued lines)        101.4      106.8        100.4      104.7

      Personal  The Personal group's net written premiums for the second
   quarter and first six months of 1999 includes $20.9 million in net
   premiums written by Worldwide since its acquisition in April.  The
   decrease in written premiums reflects continuing strong price
   competition in the private passenger automobile market.  The combined
   ratios for 1999 increased as loss and underwriting expenses did not
   decline at the same rate as premiums.

      Specialty  The Specialty Group's net written premiums for the second
   quarter and first six months of 1999 increased slightly compared to the
   1998 periods, excluding premiums of the commercial lines division sold
   in December 1998 and the effect of ceding approximately 30% of
   California workers' compensation premiums under a reinsurance agreement
   implemented during the third quarter of 1998.
<PAGE>
   A deferred gain of $103 million on the Commercial lines business ceded
   to Ohio Casualty in December 1998 is being recognized over the
   estimated settlement period (weighted average 4.25 years) of the claims
   ceded.  The Specialty group's underwriting results for the second
   quarter and first half of 1999 include $6.7 million and $13.4 million,
   respectively, in earnings recognized on the ceded business.  In
   addition, the improvement in the combined ratios for the 1999 periods
   reflects (i) the absence of losses included in the 1998 periods
   attributable to midwestern storms which increased the second quarter
   and six-month ratios by 8.7 and 5.5 percentage points, respectively,
   (ii) improved underwriting margins in California workers' compensation
   business largely due to favorable reinsurance agreements and (iii) the
   absence of losses included in the 1998 periods attributable to the
   commercial lines sold.










                                  18
<PAGE>
                    AMERICAN FINANCIAL CORPORATION 10-Q

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


   Life, Accident and Health Premiums and Benefits  The decrease in life,
   accident and health premiums and benefits reflects primarily the sale
   of AAG's Funeral Services division in September 1998.

   Investment Income  Investment income decreased approximately
   $18.5 million (8%) in the second quarter of 1999 and $33.3 million (7%)
   in the first six months of 1999 compared to 1998 due primarily to the
   transfer of investment assets in connection with the sales of the
   Commercial lines division and Funeral Services division in 1998.

   Investee Corporation  Equity in net earnings of investee corporation
   represents AFC's proportionate share of Chiquita's earnings.  Chiquita
   reported net income for the second quarter and first six months of 1999
   of $7.3 million and $56 million, respectively, compared to
   $52.8 million and $93.9 million for the same periods in 1998.

   Realized Gains  Realized capital gains have been an important part of
   the return on investments in marketable securities.  Individual
   securities are sold creating gains and losses as market opportunities
   exist.

   Gain on Sale of Investee  Chiquita's public issuance of shares of its
   common stock in the first and second quarters of 1998 resulted in
   pretax gains to AFC of $7.7 million and $1.7 million in those periods.

   Other Income  Other income decreased $5.7 million (9%) in the first six
   months of 1999 compared to 1998 due primarily to a reduction in income
   from the sale of operating real estate assets.

   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.

   Annuity benefits decreased $5.6 million (8%) during the second quarter
   and $11.8 million (8%) in the first six months of 1999 compared to the
   same periods in 1998 due primarily to (i) decreases in crediting rates,
   (ii) changes in actuarial assumptions, (iii) the sale of the Funeral
   Services division and (iv) decreased sales and persistency of fixed
   annuities.

   Cumulative Effect of Accounting Change  In the first quarter of 1999,
   AAG implemented Statement of Position 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, AFC expensed
   previously capitalized start-up costs of $3.8 million (net of minority
   interest and taxes) in the first quarter of 1999.

                                  19
<PAGE>
                    AMERICAN FINANCIAL CORPORATION 10-Q


                                  Item 3

          Quantitative and Qualitative Disclosure of Market Risk


   The tables below show scheduled principal payments (in millions) on
   fixed-rate and variable-rate long-term debt of AFC and its subsidiaries
   and related average interest rates as of June 30, 1999 and December 31,
   1998.

                                           June 30, 1999
                            Fixed-Rate Debt             Variable-Rate Debt
                                      Weighted                      Weighted
                         Scheduled     Average         Scheduled     Average
                         Principal    Interest         Principal    Interest
                          Payments        Rate          Payments        Rate
       1999 (remainder)     $ 89.9        9.72%          $   .1         7.81%
       2000                   32.2        9.44               .2         7.78
       2001                    1.2        7.11               .1         7.75
       2002                    1.1        6.80              6.1         9.95
       2003                    1.1        6.68             75.2         5.48
       2004                   14.1        8.43               .2         7.75
       Thereafter            134.9        7.26               .1         7.75

       Total                $274.5        8.38%          $ 82.0         5.84%

       Market Value         $273.3                       $ 82.0



                                         December 31, 1998
                            Fixed-Rate Debt             Variable-Rate Debt
                                      Weighted                      Weighted
                         Scheduled     Average         Scheduled     Average
                         Principal    Interest         Principal    Interest
                          Payments        Rate          Payments        Rate
       1999                 $ 90.7        9.69%          $   .3         5.86%
       2000                   49.1        9.85               .2         5.80
       2001                    1.2        7.13               .1         5.58
       2002                    1.1        6.81             85.7         5.95
       2003                    1.1        6.68             27.2         6.09
       Thereafter            233.3        8.26               .2         5.58

       Total                $376.5        8.80%          $113.7         5.98%

       Market Value         $388.9                       $113.7


   As of June 30, 1999, there were no material changes to the other
   information provided in AFC's Form 10-K for 1998 under the caption
   "Exposure to Market Risk" in Management's Discussion and Analysis of
   Financial Condition and Results of Operations.


                                  20
<PAGE>
                    AMERICAN FINANCIAL CORPORATION 10-Q
                                  PART II
                             OTHER INFORMATION


                                  Item 1

                             Legal Proceedings


Great American Life Insurance Company ("GALIC") was named a defendant in
purported class action lawsuits (Woodward v. Great American Life Insurance
Company, Hamilton County Court of Common Pleas, Case No. A9900587, filed
February 2, 1999 and Marshak v. Great American Life Insurance Company,
Harris County, Texas filed June 18, 1999).  The complaints seek unspecified
money damages (the Texas complaint also seeks declaratory relief) based on
alleged (i) failure of GALIC to allow the tax-free transfer of the annuity
value of certain annuities to other product providers, and (ii) misleading
and fraudulent disclosures concerning GALIC's interest crediting practices.
The Texas complaint also alleges that the sale of annuities to tax
qualified plans was inappropriate.  GALIC has not completed its review of
the complaints but believes it has meritorious defenses.  However, it is
too early to predict the ultimate outcome of these actions and their impact
on the Company.


                                  Item 4

            Submission of Matters to a Vote of Security Holders

AFC's Annual Meeting of Shareholders was held on May 19, 1999; the only
matter voted upon was the election of a Board of Directors.  Outstanding
shares of AFC's Common Stock and Preferred Stock have voting rights.

The votes cast for and those withheld are set forth below:

      Name                    For         Against    Withheld     Abstain

   Theodore H. Emmerich   12,987,255        N/A       34,471        N/A
   James E. Evans         12,987,255        N/A       34,471        N/A
   Thomas M. Hunt         12,987,255        N/A       34,471        N/A
   Carl H. Lindner        12,987,752        N/A       33,974        N/A
   Carl H. Lindner III    12,987,253        N/A       34,473        N/A
   Keith E. Lindner       12,987,599        N/A       34,127        N/A
   S. Craig Lindner       12,987,352        N/A       34,374        N/A
   William R. Martin      12,987,889        N/A       33,837        N/A


____________________
N/A - Not Applicable






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<PAGE>
                    AMERICAN FINANCIAL CORPORATION 10-Q
                                  PART II
                             OTHER INFORMATION


                                  Item 6

                     Exhibits and Reports on Form 8-K


(a) Exhibit 27.1 - Financial Data Schedule as of June 30, 1999.  For
                   submission in electronic filing only.

(b) Reports on Form 8-K:  none








                                 Signature


Pursuant to the requirements of the Securities Exchange Act of 1934,
American Financial Corporation has duly caused this Report to be signed on
its behalf by the undersigned duly authorized.


                                American Financial Corporation



August 9, 1999                  BY: Fred J. Runk
                                    Fred J. Runk
                                    Senior Vice President and Treasurer














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