SECURITIES AND EXCHANGE COMMISSION
                        Washington, D.C.  20549

                               FORM 10-Q



(Mark One)

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

For the quarterly period ended              March 31, 2001

                                  OR

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

For the transition period from _____________ to _____________


                     Commission file number 1-7422


                    AMERICAN GENERAL FINANCE, INC.
        (Exact name of registrant as specified in its charter)



                 Indiana                            35-1313922
        (State of Incorporation)                 (I.R.S. Employer
                                                Identification No.)


 601 N.W. Second Street, Evansville, IN               47708
(Address of principal executive offices)           (Zip Code)


                            (812) 424-8031
         (Registrant's telephone number, including area code)



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    .

The registrant meets the conditions set forth in General Instruction
H(1)(a) and (b) of Form 10-Q and is therefore filing this Form 10-Q
with the reduced disclosure format.

At May 15, 2001, there were 2,000,000 shares of the registrant's common
stock, $.50 par value, outstanding.
<PAGE> 2

                      Part I - FINANCIAL INFORMATION


Item 1.  Financial Statements



              AMERICAN GENERAL FINANCE, INC. AND SUBSIDIARIES
                Condensed Consolidated Statements of Income
                                (Unaudited)



                                                        Three Months Ended
                                                             March 31,
                                                        2001          2000
                                                      (dollars in thousands)

Revenues
  Finance charges                                     $420,325      $390,600
  Insurance                                             48,078        48,167
  Other                                                 24,834        28,490

Total revenues                                         493,237       467,257

Expenses
  Interest expense                                     172,188       163,141
  Operating expenses                                   135,512       136,909
  Provision for finance receivable losses               60,032        48,569
  Insurance losses and loss adjustment
    expenses                                            23,258        24,987

Total expenses                                         390,990       373,606

Income before provision for income taxes               102,247        93,651

Provision for Income Taxes                              37,112        34,127


Net Income                                            $ 65,135      $ 59,524





See Notes to Condensed Consolidated Financial Statements.
<PAGE> 3

              AMERICAN GENERAL FINANCE, INC. AND SUBSIDIARIES
                   Condensed Consolidated Balance Sheets
                                (Unaudited)



                                                   March 31,    December 31,
                                                     2001            2000
                                                    (dollars in thousands)
Assets

Net finance receivables:
  Real estate loans                               $ 7,413,045    $ 7,280,234
  Non-real estate loans                             2,944,453      3,027,989
  Retail sales finance                              1,394,622      1,453,588

Net finance receivables                            11,752,120     11,761,811
Allowance for finance receivable losses              (386,221)      (383,415)
Net finance receivables, less allowance
  for finance receivable losses                    11,365,899     11,378,396

Investment securities                               1,176,735      1,107,533
Cash and cash equivalents                             204,778        163,895
Other assets                                          762,892        758,571

Total assets                                      $13,510,304    $13,408,395


Liabilities and Shareholder's Equity

Long-term debt                                    $ 5,639,909    $ 5,670,670
Commercial paper                                    5,095,620      5,088,513
Deposits                                               84,305         73,971
Insurance claims and policyholder
  liabilities                                         515,996        519,447
Other liabilities                                     531,095        391,895
Accrued taxes                                          59,884         25,632

Total liabilities                                  11,926,809     11,770,128

Shareholder's equity:
  Common stock                                          1,000          1,000
  Additional paid-in capital                          877,588        877,576
  Accumulated other comprehensive (loss)
    income                                            (49,487)         2,631
  Retained earnings                                   754,394        757,060

Total shareholder's equity                          1,583,495      1,638,267

Total liabilities and shareholder's equity        $13,510,304    $13,408,395





See Notes to Condensed Consolidated Financial Statements.
<PAGE> 4

              AMERICAN GENERAL FINANCE, INC. AND SUBSIDIARIES
              Condensed Consolidated Statements of Cash Flows
                                (Unaudited)



                                                       Three Months Ended
                                                            March 31,
                                                       2001          2000
                                                     (dollars in thousands)

Cash Flows from Operating Activities
Net income                                          $   65,135    $   59,524
Reconciling adjustments:
  Provision for finance receivable losses               60,032        48,569
  Depreciation and amortization                         35,023        34,159
  Deferral of finance receivable origination
    costs                                              (12,970)      (13,353)
  Deferred income tax charge                             2,274         1,208
  Change in other assets and other liabilities         (11,879)       22,563
  Change in insurance claims and policyholder
    liabilities                                         (3,451)        4,227
  Change in taxes receivable and payable                43,512        28,269
  Other, net                                            61,470         6,240
  Net cash provided by operating activities            239,146       191,406

Cash Flows from Investing Activities
  Finance receivables originated or purchased       (1,500,406)   (1,505,112)
  Principal collections on finance receivables       1,440,487     1,332,937
  Investment securities purchased                     (364,382)     (118,460)
  Investment securities called, matured and sold       269,932        67,668
  Change in premiums on finance receivables
    purchased and deferred charges                      (6,283)       (1,523)
  Other, net                                            (2,073)       (6,848)
Net cash used for investing activities                (162,725)     (231,338)

Cash Flows from Financing Activities
  Proceeds from issuance of long-term debt              81,389       379,134
  Repayment of long-term debt                         (113,012)     (395,531)
  Change in deposits                                    10,334          (881)
  Change in short-term notes payable                     7,107        81,100
  Change in short-term collateralized financing         46,445          -
  Dividends paid                                       (67,801)      (27,000)
Net cash (used for) provided by financing
  activities                                           (35,538)       36,822

Increase (decrease) in cash and cash equivalents        40,883        (3,110)
Cash and cash equivalents at beginning of period       163,895       146,710
Cash and cash equivalents at end of period          $  204,778    $  143,600

Supplemental Disclosure of Cash Flow
  Information
    Income taxes (received) paid                    $   (6,224)   $    4,161
    Interest paid                                   $  191,721    $  194,517





See Notes to Condensed Consolidated Financial Statements.
<PAGE> 5

              AMERICAN GENERAL FINANCE, INC. AND SUBSIDIARIES
         Condensed Consolidated Statements of Comprehensive Income
                                (Unaudited)



                                                        Three Months Ended
                                                             March 31,
                                                        2001          2000
                                                      (dollars in thousands)


Net income                                            $ 65,135      $ 59,524

Other comprehensive loss:

  Net unrealized gains (losses):
    Investment securities                               10,411        (3,775)
    Interest rate swap agreements -
      transition adjustment                            (42,103)         -
    Interest rate swap agreements -
      current period                                   (46,438)         -
    Minimum pension liability adjustment                  (535)         -

  Income tax effect:
    Investment securities                               (3,644)        1,321
    Interest rate swap agreements -
      transition adjustment                             14,736          -
    Interest rate swap agreements -
      current period                                    16,254          -
    Minimum pension liability adjustment                   187          -

  Net unrealized losses, net of tax                    (51,132)       (2,454)

  Reclassification adjustments for
    realized gains included in
    net income:
      Investment securities                             (1,517)       (3,671)

  Income tax effect:
    Investment securities                                  531         1,285

  Realized gains included in net income,
    net of tax                                            (986)       (2,386)

Other comprehensive loss, net of tax                   (52,118)       (4,840)


Comprehensive income                                  $ 13,017      $ 54,684





See Notes to Condensed Consolidated Financial Statements.
<PAGE> 6

              AMERICAN GENERAL FINANCE, INC. AND SUBSIDIARIES
           Notes to Condensed Consolidated Financial Statements
                              March 31, 2001


Note 1.  Principles of Consolidation

American General Finance, Inc. will be referred to as "AGFI" or
collectively with its subsidiaries, whether directly or indirectly
owned, as the "Company" or "we".  We prepared our condensed
consolidated financial statements using accounting principles generally
accepted in the United States for interim periods.  They include the
accounts of AGFI and its subsidiaries, all of which are wholly owned.
We eliminated all intercompany items.  AGFI is a wholly owned
subsidiary of American General Corporation (American General).


Note 2.  Adjustments and Reclassifications

Our condensed consolidated financial statements include all
adjustments, consisting only of normal recurring adjustments, that we
considered necessary for a fair presentation of the Company's
consolidated financial position at March 31, 2001 and December 31,
2000, our consolidated results of operations for the three months ended
March 31, 2001 and 2000, our consolidated cash flows for the three
months ended March 31, 2001 and 2000, and our consolidated
comprehensive income for the three months ended March 31, 2001 and
2000.  Our condensed consolidated financial statements should be read
in conjunction with the consolidated financial statements and related
notes included in our Annual Report on Form 10-K for the year ended
December 31, 2000.

To conform to the 2001 presentation, we reclassified certain items in
the prior period.


Note 3.  Merger

As previously announced, on March 11, 2001, American General,
Prudential plc (Prudential), a public limited company incorporated in
England and Wales, and certain wholly owned subsidiaries of Prudential
entered into an Agreement and Plan of Merger (the Prudential
Agreement).  On May 11, 2001, these parties together with American
International Group, Inc. (AIG), a Delaware corporation, entered into a
Tri-Party Agreement, pursuant to which, among other things, the
Prudential Agreement has been terminated.  In accordance with the terms
of the Prudential Agreement, American General concurrently paid
Prudential the $600 million termination fee mandated by that agreement.

On May 11, 2001, American General, AIG, and a wholly owned subsidiary
of AIG entered into an Agreement and Plan of Merger (the AIG
Agreement), pursuant to which American General will become a wholly
owned subsidiary of AIG.  Under the terms of the AIG Agreement, which
has been approved by the boards of directors of AIG and American
General, American General shareholders will receive AIG common stock
according to an exchange ratio that will be determined based on the 10-
day average price of AIG's common stock ending three days prior to
closing (the AIG Average Price).  This exchange ratio will provide
American General shareholders with AIG common stock valued at $46 per
American General share as long as the AIG Average Price is between
$76.20 and $84.22.  If the AIG Average Price is between $76.20 and
$84.22, the exchange ratio will be equal to $46 divided by the AIG
<PAGE> 7

Average Price.  If the AIG Average Price is equal to or less than
$76.20 or equal to or more than $84.22, American General shareholders
will receive 0.6037 or 0.5462 AIG shares, respectively.

The AIG Agreement is subject to various regulatory approvals and other
customary conditions, as well as the approval of American General
shareholders.  The transaction is expected to close by year end.


Note 4.  Derivative Financial Instruments

Our principal borrowing subsidiary is American General Finance
Corporation (AGFC), a wholly owned subsidiary of AGFI. To protect
against interest rate fluctuations, AGFC uses derivative financial
instruments in managing the cost of its debt.  AGFC has generally
limited its use of derivative financial instruments to interest rate
swap agreements to reduce its exposure to market interest rate
increases by synthetically converting certain floating-rate debt to a
fixed-rate basis.

Effective January 1, 2001, we adopted Statement of Financial Accounting
Standards (SFAS) 133, "Accounting for Derivative Instruments and
Hedging Activities," which requires all derivative instruments to be
recognized at fair value in the balance sheet.  Changes in the fair
value of a derivative instrument are required to be reported in net
income or comprehensive income, depending upon the intended use of the
derivative instrument.

Upon adoption of SFAS 133, we recorded aftertax cumulative adjustments
to recognize the fair value of interest rate swap agreements related to
debt in the balance sheet, which reduced accumulated other
comprehensive income in shareholder's equity $27.4 million.  Since we
anticipate holding the instruments for their full term, we do not
expect this amount to impact earnings in future periods.

Our interest rate swap agreements are designated and qualify as cash
flow hedges.  We report the effective portion of the gain or loss on
the instrument as a component of comprehensive income.  We report any
ineffectiveness in other revenues.

As an alternative to fixed-rate term debt, our interest rate swap
agreements did not have a material effect on other revenues, interest
expense, or net income during the three months ended March 31, 2001 or
2000.


Note 5.  Segment Information

We have two business segments: consumer finance and insurance.  Our
segments are defined by the type of financial service product offered.
The consumer finance operation makes home equity loans, originates
secured and unsecured consumer loans, extends lines of credit,
purchases retail sales contracts from retail merchants, and provides
revolving retail and private label services for retail merchants.  To
supplement our lending and retail sales financing activities, we
purchase portfolios of real estate loans, non-real estate loans, and
retail sales finance receivables.  We also sell credit and non-credit
insurance to our consumer finance customers.  The insurance operation
writes and assumes credit and non-credit insurance through products
that are sold principally by the consumer finance operation.
<PAGE> 8

The following tables display information about the Company's segments
as well as a reconciliation of total segment pretax income to the
condensed consolidated financial statement amounts.

For the three months ended March 31, 2001:

                              Consumer                       Total
                              Finance      Insurance       Segments
                                     (dollars in thousands)
Revenues:
  External:
    Finance charges          $439,659       $   -          $439,659
    Insurance                     281         47,797         48,078
    Other                      (2,455)        22,907         20,452
  Intercompany                 19,802        (19,032)           770
Pretax income                 107,990         20,301        128,291


For the three months ended March 31, 2000:

                              Consumer                       Total
                              Finance      Insurance       Segments
                                     (dollars in thousands)
Revenues:
  External:
    Finance charges          $408,866       $   -          $408,866
    Insurance                     247         47,920         48,167
    Other                         442         22,020         22,462
  Intercompany                 19,394        (18,619)           775
Pretax income                  97,339         18,793        116,132


Reconciliation of total segment pretax income to the condensed
consolidated financial statement amounts is summarized below:

                                               Three Months Ended
                                                    March 31,
                                              2001            2000
                                             (dollars in thousands)
Pretax income:
  Segments                                   $128,291      $116,132
  Corporate                                   (25,350)      (23,953)
  Adjustments                                    (694)        1,472

Total consolidated pretax income             $102,247      $ 93,651


Note 6.  Legal Contingencies

Satellite Dish Litigation

In the mid-1990s, one of our subsidiaries, A.G. Financial Service
Center, Inc. (Financial Service Center), formerly named American
General Financial Center, provided financing for satellite dishes sold
by independent unaffiliated dealers.  On May 18, 1999, the Chancery
Court of the First Judicial District of Jones County, Mississippi in a
case captioned Clayton D. Smith, et al. v. Delta TV Corporation, Don
Acy, US Electronics, American General Financial Center, Civil Action
No. 96-0254 (the Clayton Smith matter), rendered a judgment awarding
approximately $500,000 in compensatory damages and $167 million in
punitive damages against Financial Service Center.  The lawsuit was
filed on November 15, 1996, by 29 individuals who had each purchased a
<PAGE> 9

satellite dish.  Financial Service Center, together with certain other
American General companies, were also named as defendants in other
cases involving the financing of satellite dishes.
In August 1999, Financial Service Center filed a voluntary petition to
reorganize under Chapter 11 of the United States Bankruptcy Code with
the United States Bankruptcy Court for the Southern District of
Indiana.  The decision to reorganize was necessitated by the judgment
rendered against Financial Service Center by the Mississippi state
court.  The filing for reorganization under Chapter 11 was limited to
Financial Service Center and was intended to provide a fair and orderly
process for managing the claims against Financial Service Center.
Prior to the bankruptcy filing, Financial Service Center had assets of
approximately $7 million.

As part of the resolution process, settlement agreements were executed
in January 2000 to settle the Clayton Smith matter and certain other
claims.  Accordingly, we recorded a charge of $57.0 million ($36.2
million aftertax) in fourth quarter 1999 to cover the proposed
settlements and other litigation.  On September 1, 2000, payment was
made in connection with the final settlement of the Clayton Smith
matter.

In 2000, Financial Service Center filed a plan of reorganization to
resolve the remaining claims in the bankruptcy.  In January 2001,
Financial Service Center and the creditors' committee in the bankruptcy
entered into a settlement that has been approved by the bankruptcy
court.  The plan of reorganization was confirmed by the bankruptcy
court in February 2001.  Certain creditors have appealed the
confirmation of the plan, but we do not expect their appeal to prevail.
We expect our remaining recorded liability related to this matter to be
sufficient to cover the costs of the plan of reorganization.


Other

AGFI and certain of its subsidiaries are also parties to various other
lawsuits and proceedings, including certain class action claims,
arising in the ordinary course of business.  In addition, many of the
proceedings are pending in jurisdictions that permit damage awards
disproportionate to the actual economic damages alleged to have been
incurred.  Based upon information presently available, we believe that
the total amounts that will ultimately be paid arising from these
lawsuits and proceedings will not have a material adverse effect on our
consolidated results of operations and financial position.  However,
the frequency of large damage awards, including large punitive damage
awards that bear little or no relation to actual economic damages
incurred by plaintiffs in some jurisdictions, continues to create the
potential for an unpredictable judgment in any given suit.
<PAGE> 10

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


                    LIQUIDITY AND CAPITAL RESOURCES

Liquidity

Our sources of funds include operations, issuances of long-term debt,
short-term borrowings in the commercial paper market, borrowings from
banks under credit facilities, and acceptance of bank demand and time
deposits.  American General has also contributed capital to AGFI when
needed for finance receivable growth or other circumstances.

The following table shows principal sources and uses of cash:

                                            Three Months Ended
                                                 March 31,
                                            2001           2000
                                           (dollars in millions)
Principal sources of cash:

  Operations                               $239.1         $191.4
  Net issuance of debt                         -            63.8

Principal sources of cash                  $239.1         $255.2


Principal uses of cash:

  Net originations and purchases
    of finance receivables                 $ 59.9         $172.2
  Dividends paid                             67.8           27.0
  Net repayment of debt                      14.2             -

Principal uses of cash                     $141.9         $199.2


We believe that our overall sources of liquidity will continue to be
sufficient to satisfy our foreseeable financial obligations and
operational requirements.


Capital Resources
                                                  March 31,
                                            2001             2000
                                            (dollars in millions)

Long-term debt                             $ 5,639.9     $ 5,701.5
Short-term debt                              5,095.6       4,538.7
Deposits                                        84.3          31.2

Total debt                                  10,819.8      10,271.4
Equity                                       1,583.5       1,554.9

Total capital                              $12,403.3     $11,826.3

Net finance receivables                    $11,752.1     $11,112.5
Debt to tangible equity ratio                   7.49          7.50
<PAGE> 11

Our capital varies directly with the level of net finance receivables.
The capital mix of debt and equity is based primarily upon maintaining
leverage that supports cost-effective funding.

We issue a combination of fixed-rate debt, principally long-term, and
floating-rate debt, principally short-term.  AGFC obtains most of our
fixed-rate debt through issuances of medium-term notes and underwritten
debt offerings with maturities generally ranging from two to ten years.
AGFI and AGFC obtain most of our floating-rate debt through sales of
commercial paper.  Commercial paper, with maturities ranging from 1 to
270 days, is sold directly to banks, insurance companies, corporations,
and other institutional investors.  AGFC also sells extendible
commercial notes with initial maturities of up to 90 days, which may be
extended by AGFC to 390 days.

AGFI has paid dividends to (or received capital contributions from)
American General to manage our leverage of debt to tangible equity
(equity less goodwill and accumulated other comprehensive income) to
7.50 to 1.  AGFI's ability to pay dividends is substantially dependent
on the receipt of dividends or other funds from its subsidiaries,
primarily AGFC.  An AGFC financing agreement limits the amount of
dividends AGFC may pay.  This agreement has not prevented us from
managing our capital to targeted leverage.


Liquidity Facilities

We participate in credit facilities to support the issuance of
commercial paper and to provide an additional source of funds for
operating requirements.  AGFI and AGFC are eligible borrowers under
committed credit facilities extended to American General and certain of
its subsidiaries (the "shared committed facilities").  At March 31,
2001, the annual commitment fees for the shared committed facilities
ranged from .05% to .07%.  We pay only an allocated portion of the
commitment fees for the shared committed facilities.  AGFI and certain
subsidiaries also have uncommitted credit facilities.  In addition,
AGFI and AGFC are eligible borrowers under uncommitted credit
facilities extended to American General and certain of its subsidiaries
(the "shared uncommitted facilities").  Available borrowings under
all facilities are reduced by any outstanding borrowings.

Information concerning the credit facilities follows:

                                                  March 31,
                                             2001          2000
                                            (dollars in millions)

Committed credit facilities:
  Shared committed facilities              $6,200.0      $5,600.0
  Borrowings                                     -             -

  Remaining availability                   $6,200.0      $5,600.0

Uncommitted credit facilities:
  Company uncommitted facilities           $  121.0      $  271.0
  Shared uncommitted facilities               100.0          50.0
  Borrowings                                     -         (208.0)

  Remaining availability                   $  221.0      $  113.0
<PAGE> 12

In addition, our mortgage warehouse lending subsidiary arranges interim
financing for third-party mortgage originators through a purchase
facility.  At March 31, 2001, this facility totaled $250.0 million with
remaining availability of $25.0 million.


         ANALYSIS OF OPERATING RESULTS AND FINANCIAL CONDITION


Net Income
                                               Three Months Ended
                                                    March 31,
                                               2001           2000
                                              (dollars in millions)

Net income                                    $ 65.1         $ 59.5
Return on average assets (annualized)          1.93%          1.87%
Return on average equity (annualized)         16.06%         15.40%
Ratio of earnings to fixed charges             1.58x          1.56x


Net income increased $5.6 million, or 9%, for the three months ended
March 31, 2001 when compared to the same period in 2000.  See Note 5.
of the Notes to Condensed Consolidated Financial Statements for
information on the results of the Company's business segments.

Factors that specifically affected the Company's operating results are
as follows:


Finance Charges
                                               Three Months Ended
                                                    March 31,
                                               2001           2000
                                              (dollars in millions)

Finance charges                               $   420.3   $   390.6
Average net receivables                       $11,737.6   $11,057.7
Yield                                            14.47%      14.19%


Finance charges increased $29.7 million, or 8%, for the three months
ended March 31, 2001 when compared to the same period in 2000 primarily
due to higher average net receivables and yield.

The following table shows average net receivables by type:

                                               Three Months Ended
                                                    March 31,
                                               2001           2000
                                              (dollars in millions)

Real estate loans                             $ 7,319.2   $ 7,154.8
Non-real estate loans                           2,979.7     2,546.1
Retail sales finance                            1,438.7     1,356.8
  Total average net receivables               $11,737.6   $11,057.7


Average net receivables increased $679.9 million, or 6%, for the three
months ended March 31, 2001 when compared to the same period in 2000
primarily due to non-real estate loan growth.
<PAGE> 13

The following table shows yield by type of finance receivable:

                                               Three Months Ended
                                                    March 31,
                                               2001           2000

Real estate loans                             11.74%         11.25%
Non-real estate loans                         21.55          22.25
Retail sales finance                          13.71          14.53
  Total yield                                 14.47          14.19


Yield increased 28 basis points for the three months ended March 31,
2001 when compared to the same period in 2000 reflecting a higher real
estate loan yield.


Insurance Revenues
                                               Three Months Ended
                                                    March 31,
                                               2001           2000
                                              (dollars in millions)

Insurance revenues                            $48.1           $48.2
Premiums earned                               $47.6           $47.5
Insurance revenues (annualized)
  as a percentage of average net
  receivables                                 1.64%           1.74%


Insurance revenues were essentially unchanged for the three months
ended March 31, 2001 when compared to the same period in 2000.


Other Revenues
                                               Three Months Ended
                                                    March 31,
                                               2001           2000
                                              (dollars in millions)

Other revenues                                $24.8           $28.5
Investment revenue                            $24.6           $25.7


Other revenues decreased $3.7 million, or 13%, for the three months
ended March 31, 2001 when compared to the same period in 2000 primarily
due to net losses on foreclosed real estate in 2001 compared to net
gains in 2000 and lower investment revenue.  The decrease in investment
revenue reflected lower realized gains and adjusted portfolio yield,
partially offset by growth in average invested assets.
<PAGE> 14

Interest Expense
                                               Three Months Ended
                                                    March 31,
                                               2001           2000
                                              (dollars in millions)

Interest expense                              $   172.2   $   163.1
Average borrowings                            $10,745.6   $10,169.5
Borrowing cost                                    6.44%       6.42%


Interest expense increased $9.1 million, or 6%, for the three months
ended March 31, 2001 when compared to the same period in 2000 primarily
due to higher average borrowings and slightly higher borrowing cost.
Average borrowings increased $576.1 million, or 6%, for the three
months ended March 31, 2001 when compared to the same period in 2000
primarily to support finance receivable growth.  Borrowing cost
increased 2 basis points for the three months ended March 31, 2001 when
compared to the same period in 2000 due to higher rates on long-term
debt, substantially offset by lower rates on short-term debt.


Operating Expenses
                                               Three Months Ended
                                                    March 31,
                                               2001           2000
                                              (dollars in millions)

Operating expenses                            $135.5         $136.9
Operating expenses (annualized)
  as a percentage of average
  net receivables                              4.62%          4.95%


Operating expenses decreased $1.4 million, or 1%, for the three months
ended March 31, 2001 when compared to the same period in 2000, while
average net receivables increased 6%.  The improvement in operating
expenses as a percentage of average net receivables for the three
months ended March 31, 2001 when compared to the same period in 2000
reflects continued improvement in operating efficiencies.


Provision for Finance Receivable Losses
                                                  At or for the
                                               Three Months Ended
                                                    March 31,
                                               2001           2000
                                              (dollars in millions)

Provision for finance receivable
  losses                                      $ 60.0         $ 48.6
Net charge-offs                               $ 60.0         $ 48.6
60 day+ delinquency                           $401.7         $354.7
Allowance for finance receivable
  losses                                      $386.2         $368.6


Provision for finance receivable losses increased $11.4 million, or
24%, for the three months ended March 31, 2001 when compared to the
same period in 2000 due to higher net charge-offs.
<PAGE> 15

The following table shows charge-off ratios by type of finance
receivable:
                                               Three Months Ended
                                                    March 31,
                                               2001           2000

Real estate loans                             0.61%           0.65%
Non-real estate loans                         5.37            4.68
Retail sales finance                          2.43            2.08
  Total charge-off ratio                      2.05            1.76


The increase in the charge-off ratio for the three months ended March
31, 2001 when compared to the same period in 2000 was primarily due to
higher net charge-offs on non-real estate loans reflecting the
maturation of non-real estate loans purchased in second quarter 2000,
which were primarily current receivables when purchased, and slowing
economic conditions.

The following table shows delinquency ratios by type of finance
receivable:
                                                    March 31,
                                               2001           2000

Real estate loans                             3.14%           2.98%
Non-real estate loans                         4.20            4.04
Retail sales finance                          1.91            1.55
  Total delinquency ratio                     3.26            3.05


The increase in the delinquency ratio at March 31, 2001 when compared
to March 31, 2000 reflected the maturation of real estate and non-real
estate loan portfolios purchased in 2000, which were primarily new
originations or current receivables when purchased, and slowing
economic conditions.

The following table shows selected statistics relating to the allowance
for finance receivable losses:

                                                  At or for the
                                               Three Months Ended
                                                    March 31,
                                               2001           2000

Allowance ratio                               3.29%           3.32%
Charge-off coverage                           1.61x           1.90x


We periodically evaluate our finance receivable portfolio to determine
the appropriate level of the allowance for finance receivable losses.
In our opinion, the allowance is adequate to absorb anticipated losses
in our existing portfolio.  The allowance as a percentage of net
finance receivables at March 31, 2001 essentially remained unchanged
when compared to March 31, 2000.  Charge-off coverage, which compares
the allowance for finance receivable losses to net charge-offs
(annualized), declined during first quarter 2001 when compared to the
same period in 2000 primarily due to higher net charge-offs.
<PAGE> 16

Insurance Losses and Loss Adjustment Expenses

                                               Three Months Ended
                                                    March 31,
                                               2001           2000
                                              (dollars in millions)

Claims incurred                               $24.0           $22.7
Change in benefit reserves                     (0.7)            2.3

Insurance losses and loss
  adjustment expenses                         $23.3           $25.0


Insurance losses and loss adjustment expenses decreased $1.7 million,
or 7%, for the three months ended March 31, 2001 when compared to the
same period in 2000 due to a decrease in provision for future benefits,
partially offset by an increase in claims.  Provision for future
benefits decreased $3.0 million for the three months ended March 31,
2001 due to decreased sales of non-credit insurance products.  Claims
increased $1.3 million for the three months ended March 31, 2001
primarily due to increased loss experience.


Provision for Income Taxes
                                               Three Months Ended
                                                    March 31,
                                               2001           2000
                                              (dollars in millions)

Provision for income taxes                    $ 37.1         $ 34.1
Pretax income                                 $102.2         $ 93.7
Effective income tax rate                     36.30%         36.44%


The provision for income taxes increased $3.0 million, or 9%, for the
three months ended March 31, 2001 when compared to the same period in
2000 primarily due to higher taxable income.


Asset/Liability Management

We manage anticipated cash flows of our assets and liabilities in an
effort to reduce the risk associated with unfavorable changes in
interest rates.  Management determines the mix of fixed-rate and
floating-rate debt based, in part, on the nature of the assets being
supported.  We limit our exposure to market interest rate increases by
fixing interest rates that we pay for term periods.  The primary means
by which we accomplish this is through the issuance of fixed-rate debt.
To supplement fixed-rate debt issuances, AGFC also uses interest rate
swap agreements to synthetically create fixed-rate debt by altering the
nature of certain floating-rate funding, thereby limiting our exposure
to market interest rate increases.  Floating-rate debt represented 35%
of our average borrowings for the three months ended March 31, 2001
compared to 34% for the same period in 2000.  These percentages include
the effect of interest rate swap agreements that converted floating-
rate debt to a fixed rate.
<PAGE> 17

                      FORWARD-LOOKING STATEMENTS

All statements, trend analyses, and other information contained in this
report relative to trends in our operations or financial results, as
well as other statements including words such as "anticipate,"
"believe," "plan," "estimate," "expect," "intend," and other
similar expressions, constitute forward-looking statements under the
Private Securities Litigation Reform Act of 1995.  We have made these
forward-looking statements based upon our current expectations and
beliefs concerning future developments and their potential effects on
the Company.  There can be no assurance that future developments
affecting the Company will be those we anticipated.  Actual results may
differ materially from those included in the forward-looking
statements.

These forward-looking statements involve risks and uncertainties
including, but not limited to, the following:  (1) changes in general
economic conditions, including the performance of financial markets,
interest rates, and the level of personal bankruptcies; (2) customer
responsiveness to both products and distribution channels; (3)
competitive, regulatory, accounting, or tax changes that affect the
cost, availability, or demand for, our products; (4) our ability to
secure necessary court and regulatory approvals; (5) our ability to
realize projected expense savings; (6) adverse litigation results or
resolution of litigation, including proceedings related to satellite
dish financing; (7) the formation of strategic alliances or business
combinations among our competitors or our business partners; and (8)
American General's ability to obtain shareholder and regulatory
approvals to complete a merger.  Readers are also directed to other
risks and uncertainties discussed in other documents we filed with the
Securities and Exchange Commission.  We undertake no obligation to
update or revise any forward-looking information, whether as a result
of new information, future developments, or otherwise.



Item 3.  Quantitative and Qualitative Disclosures about Market Risk.

Our exposure to market risk is primarily related to changes in interest
rates.  Quantitative and qualitative disclosures about our market risk
resulting from changes in interest rates are included in Item 7A. in
our 2000 Annual Report on Form 10-K.  There have been no material
changes in such risks or our asset/liability management program during
the three months ended March 31, 2001.  See Note 4. of the Notes to
Condensed Consolidated Financial Statements for information about our
derivative financial instruments.



                      PART II - OTHER INFORMATION


Item 1.  Legal Proceedings.

See Note 6. of the Notes to Condensed Consolidated Financial Statements
in Part I of this Form 10-Q.
<PAGE> 18

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

(a)  Exhibits.

     (12)  Computation of Ratio of Earnings to Fixed Charges.

(b)  Reports on Form 8-K.

     Current report on Form 8-K dated March 11, 2001, with respect to
     the Agreement and Plan of Merger, dated March 11, 2001, entered
     into by American General Corporation and Prudential plc, a public
     limited company incorporated in England and Wales.
<PAGE> 19

                              Signature


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


                                 AMERICAN GENERAL FINANCE, INC.
                                          (Registrant)


Date:  May 15, 2001              By  /s/ Donald R. Breivogel, Jr.
                                         Donald R. Breivogel, Jr.
                                     Vice President, Chief Financial
                                       Officer and Treasurer
                                     (Duly Authorized Officer and
                                       Principal Financial Officer)
<PAGE> 20

                             Exhibit Index


Exhibit

 (12)      Computation of Ratio of Earnings to Fixed Charges.