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               June 30, 1999

                                     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 1-6155


                   AMERICAN GENERAL FINANCE CORPORATION
           (Exact name of registrant as specified in its charter)



                Indiana                               35-0416090
       (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 August 13, 1999, there were 10,160,012 shares of the registrant's common
stock, $.50 par value, outstanding.

<PAGE>
<PAGE> 2

                        PART I - FINANCIAL INFORMATION


Item 1.  Financial Statements


<TABLE>
           AMERICAN GENERAL FINANCE CORPORATION AND SUBSIDIARIES
                Condensed Consolidated Statements of Income
                                (Unaudited)

<CAPTION>
                               Three Months Ended      Six Months Ended
                                     June 30,               June 30,
                                 1999       1998        1999       1998
                                         (dollars in thousands)
<S>                            <C>        <C>         <C>        <C>
Revenues
  Finance charges              $348,302   $323,953    $697,978   $642,970
  Insurance                      45,593     44,379      88,527     87,340
  Other                          27,265     24,965      53,474     48,618

Total revenues                  421,160    393,297     839,979    778,928

Expenses
  Interest expense              136,568    121,767     271,874    241,071
  Operating expenses            127,605    124,280     257,671    246,895
  Provision for finance
    receivable losses            47,297     49,874      98,141     97,741
  Insurance losses and loss
    adjustment expenses          19,561     21,731      39,434     43,768

Total expenses                  331,031    317,652     667,120    629,475

Income before provision for
  income taxes                   90,129     75,645     172,859    149,453

Provision for Income Taxes       32,749     28,528      62,805     56,330


Net Income                     $ 57,380   $ 47,117    $110,054   $ 93,123


<FN>
<F1>
See Notes to Condensed Consolidated Financial Statements.
</FN>
</TABLE>

<PAGE>
<PAGE> 3
<TABLE>
           AMERICAN GENERAL FINANCE CORPORATION AND SUBSIDIARIES
                   Condensed Consolidated Balance Sheets
                                (Unaudited)

<CAPTION>
                                              June 30,     December 31,
                                                1999            1998
                                               (dollars in thousands)
<S>                                          <C>             <C>
Assets

Finance receivables, net of unearned
  finance charges:
    Real estate loans                        $ 6,115,832     $ 5,660,414
    Non-real estate loans                      2,448,900       2,510,525
    Retail sales finance                       1,208,332       1,301,225

Net finance receivables                        9,773,064       9,472,164
Allowance for finance receivable
  losses                                        (376,191)       (372,923)
Net finance receivables, less allowance
  for finance receivable losses                9,396,873       9,099,241

Investment securities                            987,746         995,799
Cash and cash equivalents                         99,284         129,500
Notes receivable from parent                     181,488         182,930
Other assets                                     700,961         652,131

Total assets                                 $11,366,352     $11,059,601


Liabilities and Shareholder's Equity

Long-term debt                               $ 5,432,902     $ 5,162,012
Short-term notes payable:
  Commercial paper                             3,560,362       3,485,648
  Banks and other                                  1,300            -
Insurance claims and policyholder
  liabilities                                    441,478         437,079
Other liabilities                                339,105         331,709
Accrued taxes                                     20,959          19,811

Total liabilities                              9,796,106       9,436,259

Shareholder's equity:
  Common stock                                     5,080           5,080
  Additional paid-in capital                     810,914         810,914
  Accumulated other comprehensive
    income                                        12,314          39,419
  Retained earnings                              741,938         767,929

Total shareholder's equity                     1,570,246       1,623,342

Total liabilities and shareholder's equity   $11,366,352     $11,059,601

<FN>
<F1>
See Notes to Condensed Consolidated Financial Statements.
</FN>
</TABLE>

<PAGE>
<PAGE> 4
<TABLE>
           AMERICAN GENERAL FINANCE CORPORATION AND SUBSIDIARIES
              Condensed Consolidated Statements of Cash Flows
                                (Unaudited)
<CAPTION>
                                                       Six Months Ended
                                                           June 30,
                                                      1999          1998
                                                    (dollars in thousands)
<S>                                                 <C>         <C>
Cash Flows from Operating Activities
Net income                                          $  110,054  $   93,123
Reconciling adjustments:
  Provision for finance receivable losses               98,141      97,741
  Depreciation and amortization                         61,629      47,177
  Deferral of finance receivable origination costs     (24,773)    (21,287)
  Deferred income tax charge                             3,587       4,090
  Change in other assets and other liabilities          (8,965)     (4,625)
  Change in insurance claims and
    policyholder liabilities                             4,399      (4,064)
  Change in taxes receivable and payable                (1,631)      3,428
  Other, net                                            23,757      (7,965)
Net cash provided by operating activities              266,198     207,618

Cash Flows from Investing Activities
  Finance receivables originated or purchased       (2,869,853) (3,017,058)
  Principal collections on finance receivables       2,464,241   2,302,872
  Investment securities purchased                     (173,355)   (103,393)
  Investment securities called, matured and sold       123,717      81,948
  Change in notes receivable from parent                 1,442       2,003
  Transfer of liabilities to parent                    (22,996)       -
  Change in premiums on finance receivables
    purchased and deferred charges                     (12,969)    (66,003)
  Other, net                                           (15,727)     (2,387)
Net cash used for investing activities                (505,500)   (802,018)

Cash Flows from Financing Activities
  Proceeds from issuance of long-term debt             454,867     872,760
  Repayment of long-term debt                         (185,750)   (622,700)
  Change in short-term notes payable                    76,014     350,583
  Capital contribution from parent                        -         22,000
  Dividends paid                                      (136,045)    (26,315)
Net cash provided by financing activities              209,086     596,328

(Decrease) increase in cash and cash equivalents       (30,216)      1,928
Cash and cash equivalents at beginning of period       129,500      91,076
Cash and cash equivalents at end of period          $   99,284  $   93,004

Supplemental Disclosure of Cash Flow Information
  Income taxes paid                                 $   58,897  $   22,443
  Interest paid                                     $  260,249  $  235,280

<FN>
<F1>
See Notes to Condensed Consolidated Financial Statements.
</FN>
</TABLE>

<PAGE>
<PAGE> 5
<TABLE>
           AMERICAN GENERAL FINANCE CORPORATION AND SUBSIDIARIES
         Condensed Consolidated Statements of Comprehensive Income
                                (Unaudited)

<CAPTION>
                               Three Months Ended      Six Months Ended
                                     June 30,               June 30,
                                 1999       1998        1999       1998
                                         (dollars in thousands)
<S>                            <C>        <C>         <C>        <C>
Net income                     $ 57,380   $ 47,117    $110,054   $ 93,123

Other comprehensive income:
  Net unrealized (losses)
    gains on investment
    securities                  (25,082)     2,147     (40,740)       820
  Income tax effect               8,841       (751)     14,335       (287)

  Net unrealized (losses)
    gains on investment
    securities, net of tax      (16,241)     1,396     (26,405)       533

  Reclassification adjustment
    for realized gains
    included in net income         (654)       (92)       (959)       (94)
  Income tax effect                 166         32         259         33

  Realized gains included in
    net income, net of tax         (488)       (60)       (700)       (61)

Other comprehensive (loss)
    income, net of tax          (16,729)     1,336     (27,105)       472


Comprehensive income           $ 40,651   $ 48,453    $ 82,949   $ 93,595


<FN>
<F1>
See Notes to Condensed Consolidated Financial Statements.
</FN>
</TABLE>

<PAGE>
<PAGE> 6

           AMERICAN GENERAL FINANCE CORPORATION AND SUBSIDIARIES
            Notes to Condensed Consolidated Financial Statements
                               June 30, 1999



Note 1.  Principles of Consolidation

The accompanying unaudited condensed consolidated financial statements have
been prepared  in accordance with generally  accepted accounting principles
for  interim periods and include  the accounts of  American General Finance
Corporation  and its  subsidiaries.   American General  Finance Corporation
will  be referred  to  as "AGFC"  or  collectively with  its  subsidiaries,
whether directly or indirectly  owned, as the "Company".   The subsidiaries
are all wholly-owned  and all intercompany items have been eliminated.  Per
share information is not included because AGFC is a wholly-owned subsidiary
of  American  General  Finance,  Inc.  (AGFI).    AGFI  is  a  wholly-owned
subsidiary of American General Corporation (American General).



Note 2.  Adjustments and Reclassifications

These condensed consolidated financial statements  include all adjustments,
consisting only of  normal recurring adjustments,  considered necessary  by
management for  a fair presentation of the Company's consolidated financial
position at June  30, 1999 and December 31, 1998,  its consolidated results
of operations for the three  months and six months ended June  30, 1999 and
1998, its  consolidated cash flows for  the six months ended  June 30, 1999
and  1998, and its consolidated  comprehensive income for  the three months
and six months ended June 30, 1999 and 1998.   These condensed consolidated
financial statements  should be read  in conjunction with  the consolidated
financial  statements and related  notes included  in the  Company's Annual
Report on Form 10-K for the year ended December 31, 1998.

To  conform with the 1999  presentation, certain items  in the prior period
have been reclassified.



Note 3.  Accounting Changes

In  June 1998,  the  Financial  Accounting  Standards Board  (FASB)  issued
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 as either assets or
liabilities  in  the  balance sheet.    Changes  in  the  fair value  of  a
derivative instrument are to be reported as earnings or other comprehensive
income, depending upon the intended use of the derivative instrument.

In  June 1999,  the  FASB  issued  SFAS  137,  "Accounting  for  Derivative
Instruments and Hedging Activities - Deferral of the Effective Date of FASB
Statement No.  133," which defers  the effective date  of SFAS 133  for one
year, to years beginning after June 15, 2000.   Adoption of SFAS 133 is not
expected to have a material impact on the Company's consolidated results of
operations or financial position.

<PAGE>
<PAGE> 7

Note 4.  Derivative Financial Instruments

AGFC  makes limited use of  derivative financial instruments  to manage the
cost  of  its debt  and is  neither  a dealer  nor  a trader  in derivative
financial  instruments.  AGFC has  generally limited its  use of derivative
financial  instruments  to  interest  rate  swap  and  treasury  rate  lock
agreements.

AGFC  uses interest rate swap agreements  to reduce its exposure to adverse
future  fluctuations in  interest expense  rates by  effectively converting
certain amounts of floating-rate debt  to a fixed-rate basis.  At  June 30,
1999,  interest  rate  swap agreements  in  which  AGFC  contracted to  pay
interest  at fixed  rates and  receive interest  at floating  rates totaled
$985.0  million in notional  amount, with  a weighted  average pay  rate of
6.70% and a weighted average receive rate of 4.59%.

Treasury rate lock agreements have  been used to hedge against the  risk of
rising  interest  rates on  anticipated  long-term debt  issuances.   These
agreements  provide  for future  cash settlements  that  are a  function of
specified U.S.  Treasury rates.  At  June 30, 1999, there  were no treasury
rate lock agreements in effect.

AGFC's use  of interest rate swap and treasury rate lock agreements did not
have a material  effect on the Company's weighted average  interest rate or
reported interest expense in the first six months of 1999 or 1998.



Note 5.  Tax Return Examinations

The Company  is part  of the  consolidated Federal  income tax return  that
American General and the majority  of its subsidiaries file.   The Internal
Revenue Service (IRS) has completed examinations of  American General's tax
returns through  1988.  During 1999,  American General  and the IRS reached
a settlement  of all  contested issues  through 1988,  which  resulted in a
change in the  tax basis  of assets  acquired in  a 1988  taxable  purchase
business  combination.  To reflect  the new tax basis, the Company  reduced
deferred tax liabilities by $68.2 million  and reduced goodwill by the same
amount, in  accordance  with SFAS 109, "Accounting for Income  Taxes."  The
IRS is currently examining American General's tax returns for 1989  through
1996.



Note 6.  Segment Information

The  Company has  three  segments:    consumer branches,  centralized  real
estate,  and insurance.    The Company's  segments  are managed  separately
because  they offer  different financial  service products.   The  consumer
branch operation originates  and acquires home  equity and consumer  loans,
extends  lines of credit, offers  retail sales financing  to merchants, and
sells credit  and  non-credit insurance  products.   The  centralized  real
estate operation  acquires  individual  first  and  second  mortgage  loans
originated  by real  estate brokers  and purchases  portfolios of  mortgage
loans originated by various  real estate lenders.  The  insurance operation
writes and assumes  credit and non-credit  insurance through products  that
are sold principally by the consumer branches.

<PAGE>
<PAGE> 8

Because segment information  is not calculated separately for  the Company,
the following tables display information about AGFI's segments as well as a
reconciliation  of  its  total  segment  pretax  income  to  its  condensed
consolidated financial statement amounts.


                               Three Months Ended June 30, 1999
                       Consumer    Centralized                  Total
                       Branches    Real Estate   Insurance     Segments
                                    (dollars in thousands)
Revenues:
  External:
    Finance charges   $331,032     $ 37,697      $   -         $368,729
    Insurance              411         -           45,182        45,593
    Other               (1,138)       1,912        20,302        21,076
  Intercompany          17,476          133       (16,994)          615
Pretax income           75,678        3,578        21,592       100,848


                               Three Months Ended June 30, 1998
                       Consumer    Centralized                  Total
                       Branches    Real Estate   Insurance     Segments
                                    (dollars in thousands)
Revenues:
  External:
    Finance charges   $313,128     $ 28,148      $   -         $341,276
    Insurance              483         -           43,896        44,379
    Other                  287          289        18,899        19,475
  Intercompany          17,729          156       (17,225)          660
Pretax income           66,615        5,729        17,845        90,189


                                Six Months Ended June 30, 1999
                       Consumer    Centralized                  Total
                       Branches    Real Estate   Insurance     Segments
                                    (dollars in thousands)
Revenues:
  External:
    Finance charges   $660,188     $ 79,734      $   -         $739,922
    Insurance              854         -           87,673        88,527
    Other                 (428)       3,758        40,191        43,521
  Intercompany          35,026           94       (33,894)        1,226
Pretax income          147,407       13,034        39,739       200,180


                                Six Months Ended June 30, 1998
                       Consumer    Centralized                  Total
                       Branches    Real Estate   Insurance     Segments
                                    (dollars in thousands)
Revenues:
  External:
    Finance charges   $621,225     $ 54,707      $   -         $675,932
    Insurance              975         -           86,365        87,340
    Other                  231           (9)       38,152        38,374
  Intercompany          34,991          206       (33,902)        1,295
Pretax income          122,896       12,268        34,564       169,728

<PAGE>
<PAGE> 9

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

                             Three Months Ended      Six Months Ended
                                   June 30,               June 30,
                               1999       1998        1999       1998
                                       (dollars in thousands)

Pretax income:
  Segments                   $100,848   $ 90,189    $200,180   $169,728
  Corporate                   (14,177)   (17,502)    (33,770)   (25,912)

Total consolidated
  pretax income              $ 86,671   $ 72,687    $166,410   $143,816



Note 7.  Acquisition of Standard Pacific Savings, F.A.

In May 1999,  AGFI acquired  Standard Pacific Savings,  F.A. from  Standard
Pacific Corporation.   Upon acquisition, the  Office of Thrift  Supervision
granted approval to rename  the institution American General Bank,  FSB (AG
Bank).  AG  Bank is currently operating  as a traditional  thrift, offering
deposit  and  savings products,  providing  residential  mortgage and  home
equity lending, and financing private label receivables.

In June 1999, AG Bank acquired certain operating assets and assumed certain
deposit liabilities  from American General Financial  Center (AGFC-Utah), a
subsidiary of AGFI.   AG Bank also assumed the participation agreement from
AGFC-Utah,  which  allows  AGFC  to  purchase  private  label   receivables
originated by AG Bank.



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


                      LIQUIDITY AND CAPITAL RESOURCES

Overview

The Company's sources of  funds include operations, issuances of  long-term
debt, short-term borrowings in the  commercial paper market, and borrowings
from banks under credit facilities.   AGFI has also contributed capital  to
the  Company   when  needed  for   finance  receivable   growth  or   other
circumstances.  Management  believes that the overall sources  of liquidity
available to  the Company will  continue to  be sufficient  to satisfy  its
foreseeable financial obligations and operational requirements.

<PAGE>
<PAGE> 10

Liquidity

The following table shows principal sources and uses of cash flow:

                                           Six Months Ended
                                                June 30,
                                          1999           1998
                                         (dollars in millions)
Principal sources of cash flow:
  Operations                             $266.2         $207.6
  Net issuance of debt                    345.1          600.6
  Capital contributions                      -            22.0

Principal sources of cash flow           $611.3         $830.2


Principal uses of cash flow:
  Net originations and purchases
    of finance receivables               $405.6         $714.2
  Dividends paid                          136.0           26.3
  Increase in premiums on finance
    receivables purchased and
    deferred charges                       13.0           66.0

Principal uses of cash flow              $554.6         $806.5


Capital Resources

The  Company's capital  requirements vary  directly with  the level  of net
finance receivables.   The mix of capital between debt  and equity is based
primarily upon maintaining  leverage that supports cost-effective  funding.
At June 30, 1999,  the Company's capital totaled $10.6  billion, consisting
of  $9.0 billion  of debt  and  $1.6 billion  of equity,  compared to  $9.2
billion  at June  30, 1998,  consisting of  $7.7 billion  of debt  and $1.5
billion of equity.

The Company issues a combination of fixed-rate debt, principally long-term,
and  floating-rate debt,  principally  short-term.   AGFC  and one  of  its
subsidiaries  sell commercial paper notes with maturities ranging from 1 to
270  days 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 and offers medium-term  notes with original maturities of  nine months
or longer to  institutional investors.  AGFC  obtains the remainder  of its
funds primarily through underwritten public debt offerings with  maturities
generally ranging from three to ten years.

The Company manages anticipated cash flows of its assets and liabilities in
an  effort  to  reduce the  risk  associated  with  unfavorable changes  in
interest  rates.  Management determines the Company's mix of fixed-rate and
floating-rate  debt based,  in  part, on  the nature  of  the assets  being
supported.    The  Company limits  its  exposure  to  market interest  rate
increases  by fixing  interest rates that  it pays  for term  periods.  The
primary  means  by  which the  Company  accomplishes  this  is through  the
issuance of fixed-rate debt.  To supplement fixed-rate debt issuances, AGFC

<PAGE>
<PAGE> 11

also uses interest rate swap agreements to  synthetically create fixed-rate
debt  by altering the nature of floating-rate funding, thereby limiting its
exposure to  adverse interest rate movements.   In addition,  AGFC has used
treasury rate lock agreements  to hedge against the risk of rising interest
rates on anticipated long-term debt issuances.

Dividends have been paid  (or capital contributions have been  received) to
maintain the Company's  leverage of  debt to tangible  equity (equity  less
goodwill  and net unrealized gains  or losses on  investment securities) to
6.50 to 1.  The debt to tangible equity ratio at June  30, 1999 was 6.50 to
1.   Certain AGFC  financing agreements limit the  amount of dividends AGFC
may pay.


Liquidity Facilities

The  Company participates in credit  facilities to support  the issuance of
commercial paper and to provide an additional source of funds for operating
requirements.  The Company  is an eligible borrower under  committed credit
facilities extended to  American General  and certain  of its  subsidiaries
(the  "shared committed  facilities").    At  June  30,  1999,  the  annual
commitment fees for  the shared  committed facilities ranged  from .05%  to
 .07%.   The Company pays only  an allocated portion of  the commitment fees
for  the shared  committed facilities.   The  Company also  has uncommitted
credit facilities  and  is an  eligible borrower  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:

                                                 June 30,
                                           1999           1998
                                          (dollars in millions)
Committed credit facilities:
  Shared committed facilities             $5,000.0     $4,800.0
  Borrowings                                    -            -

  Remaining availability                  $5,000.0     $4,800.0

Uncommitted credit facilities:
  Company uncommitted facilities          $  141.0     $  141.0
  Shared uncommitted facilities              150.0        200.0
  Borrowings                                    -            -

  Remaining availability                  $  291.0     $  341.0


Year 2000 Contingency

Internal Systems.  The Company has modified its internal systems to achieve
Year  2000 readiness  and has  executed a plan  to minimize  the risk  of a
significant negative impact on its operations.

<PAGE>
<PAGE> 12

The  Company's  plan included  the following  activities:   (1)  perform an
inventory  of  the  Company's information  technology  and  non-information
technology systems; (2) assess which items in the inventory  may expose the
Company to business interruptions due to Year 2000 issues; (3) reprogram or
replace systems  that are not  Year 2000 ready;  (4) test systems  to prove
that they will function into the next century as they do currently; and (5)
return  the systems to operations.  As of June  30, 1999,  these activities
had  been  substantially  completed, making  the Company's critical systems
Year 2000 ready.

The Company will continue to test its systems throughout  1999 to  maintain
Year  2000  readiness.  In addition, the  Company  currently  is developing
plans for the century transition, which will restrict systems modifications
from November 1999 through  January 2000,  create rapid  response  teams to
address problems, and limit vacations for key personnel.

Third  Party Relationships.   The  Company has  relationships with  various
third  parties  who must  also be  Year 2000  ready.   These  third parties
provide (or  receive) resources and  services to (or from)  the Company and
include organizations  with which the Company exchanges information.  Third
parties include vendors  of hardware, software,  and information  services;
providers of infrastructure services such as  voice and data communications
and utilities for office  facilities; and customers.  Third  parties differ
from  internal systems in  that the Company exercises  less, or no, control
over third parties' Year 2000 readiness.

The  Company  has  developed  a plan  to  assess  and  mitigate  the  risks
associated with the potential failure of third parties to achieve Year 2000
readiness.   The Company's  plan includes  the following: (1)  identify and
classify third party dependencies; (2) research, analyze, and document Year
2000 readiness for critical third parties; and (3)  test critical  hardware
and  software  products  and  electronic  interfaces.  As of June 30, 1999,
these  activities  have  been  substantially  completed.  Where  necessary,
critical  third  party  dependencies  have been  included  in the Company's
contingency  plan.  Due to the  various  stages of Year  2000 readiness for
these  critical third-party dependencies, the Company's  testing activities
related to critical third parties will extend throughout 1999.

Contingency  Plan.   The  Company's contingency  planning process which was
designed to reduce the risk of Year 2000-related business failures relating
to internal  systems and third  party relationships, included the following
activities:  (1) evaluate the  consequences of failure of critical business
processes  with significant  exposure to Year 2000 risk; (2)  determine the
probability of  a Year  2000-related  failure  for those critical processes
that  have a  high  consequence of failure;  (3) develop an  action plan to
complete  contingency  plan  for  critical  processes  that  rank  high  in
consequence and  probability of  failure;  and (4) complete  the applicable
contingency  plan.  As  of  June  30,  1999,  these  activities  have  been
substantially completed.  The contingency plan will  continue to  be tested
and updated throughout 1999.

<PAGE>
<PAGE> 13

Risks and Uncertainties.  Based on the Year 2000 readiness  of its internal
systems,   century  transition  plans,  plans  to  deal  with  third  party
relationships, and  contingency plan,  the  Company  believes that it  will
experience at  most isolated  and minor  disruptions of  business processes
following the  turn of the century.   Such disruptions are  not expected to
have  a  material effect  on the  Company's  future results  of operations,
liquidity,  or  financial condition.   However,  due  to the  magnitude and
complexity of this project,  risks and uncertainties exist and  the Company
is not able to  predict a most reasonably likely  worst case scenario.   If
Year 2000  readiness  is not  achieved  due  to the  Company's  failure  to
maintain critical systems  as Year  2000 ready, failure  of critical  third
parties  to achieve  Year  2000 readiness  on  a timely  basis,  failure of
contingency plan to  reduce Year 2000-related  business  failures, or other
unforeseen circumstances in completing the  Company's plans, the Year  2000
issues could have  a material  adverse impact on  the Company's  operations
following the turn of the century.

Costs.   Through June 30, 1999, the  Company has incurred and expensed $7.2
million  (pretax) related  to Year  2000 readiness,  including $.9  million
incurred during  1999 and $.8 million  incurred in the first  six months of
1998.  The Company currently anticipates that it will incur future costs of
approximately  $2.0 million  (pretax) to  maintain Year 2000  readiness and
complete  any   activities  related   to  third  party   relationships  and
contingency plan.   In addition, the Company  has elected to accelerate the
planned  replacement  of certain  systems  as part of  its Year  2000 plan.
Costs of  the replacement systems were capitalized  and are being amortized
over  their  useful  lives,  recorded as  operating  leases, or expensed as
incurred in accordance with the Company's normal accounting policies.   The
replacement costs incurred in 1998 totaled $2.1 million and are anticipated
to be immaterial for 1999.

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<PAGE> 14

                       SELECTED FINANCIAL INFORMATION


The following table shows selected financial information of the Company:

                              Three Months Ended        Six Months Ended
                                   June 30,                 June 30,
                             1999            1998     1999            1998
                                        (dollars in thousands)
Average finance receivables
  net of unearned finance
  charges (average net
  receivables)              $9,679,539  $8,058,834   $9,608,362  $7,938,661

Average borrowings          $8,822,236  $7,367,790   $8,759,003  $7,241,254

Yield - finance charges
  (annualized) as a
  percentage of average
  net receivables               14.42%      16.11%       14.61%      16.29%

Borrowing cost - interest
  expense (annualized) as
  a percentage of average
  borrowings                     6.19%       6.62%        6.22%       6.67%

Interest spread - yield
  less borrowing cost            8.23%       9.49%        8.39%       9.62%

Insurance revenues
  (annualized) as a
  percentage of average
  net receivables                1.88%       2.20%        1.84%       2.20%

Operating expenses
  (annualized) as a
  percentage of average
  net receivables                5.27%       6.17%        5.36%       6.22%

Return on average assets
  (annualized)                   2.03%       1.96%        1.96%       1.97%

Return on average equity
  (annualized)                  14.06%      13.27%       13.46%      13.23%

Charge-off ratio - net
  charge-offs (annualized)
  as a percentage of the
  average of net finance
  receivables at the
  beginning of each month
  during the period              1.96%       2.63%        2.05%       2.67%

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<PAGE> 15

Selected Financial Information (Continued)


                                                      At or for the
                                                     Six Months Ended
                                                         June 30,
                                                     1999        1998

Allowance ratio - allowance for finance
  receivable losses as a percentage of
  net finance receivables                            3.85%       4.21%

Delinquency ratio - finance receivables 60
  days or more past due as a percentage of
  related receivables                                3.56%       3.45%

Ratio of earnings to fixed charges (refer
  to Exhibit 12 for calculations)                    1.62        1.61

Debt to tangible equity ratio - debt to
  equity less goodwill and net unrealized
  gains or losses on investment securities           6.50        6.53

Debt to equity ratio                                 5.73        5.26



                       ANALYSIS OF OPERATING RESULTS


Net Income

Net income increased $10.3 million, or 22%, for the three months ended June
30,  1999 and $16.9 million, or 18%, for the six months ended June 30, 1999
when  compared to the same  periods in 1998.   See Note 6.  of the Notes to
Condensed Consolidated Financial Statements in  Item 1. for information  on
the results of the Company's business segments.

During  1999 and 1998, the  Company continued to  improve credit quality by
raising underwriting standards and increasing the proportion of real estate
loans.   At June 30, 1999, real estate loans accounted for 63% of total net
finance receivables outstanding compared to 55% at June 30, 1998.

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


Finance Charges

Finance  charges increased $24.3 million, or 8%, for the three months ended
June 30, 1999  and $55.0 million, or 9%, for the  six months ended June 30,
1999 when compared to the  same periods in 1998  due to higher average  net
receivables,  partially offset  by lower  yield.   Average net  receivables
increased $1.6  billion, or 20%, for  the three months ended  June 30, 1999
and  $1.7 billion,  or 21%, for  the six  months ended  June 30,  1999 when
compared to the same periods in 1998 primarily due to growth in real estate
loans.   Yield decreased 169 basis  points for the three  months ended June
30, 1999 and  168 basis points for the six months  ended June 30, 1999 when

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<PAGE> 16

compared to the same periods in 1998 primarily due to the larger proportion
of finance receivables  that are  real estate loans,  which generally  have
lower yields.


Insurance Revenues

Insurance  revenues increased  $1.2 million,  or 3%,  for the  three months
ended June 30, 1999 and  $1.2 million, or 1%, for the six months ended June
30, 1999 when compared to the same periods in 1998  primarily due to higher
earned premiums.  Earned premiums increased primarily due to higher related
loan volume.


Other Revenues

Other  revenues increased $2.3  million, or 9%, for  the three months ended
June 30, 1999  and $4.9 million, or 10%, for the  six months ended June 30,
1999 when compared  to the same periods in 1998  primarily due to increases
in investment revenue and interest revenue on notes receivable from parent.
The  increase in  investment revenue reflected  growth in  average invested
assets  and  higher  realized gains,  partially  offset  by  lower adjusted
portfolio yield.


Interest Expense

Interest  expense increased  $14.8 million,  or 12%,  for the  three months
ended June 30,  1999 and $30.8  million, or 13%,  for the six  months ended
June 30,  1999 when  compared to  the same  periods in  1998 due  to higher
average borrowings,  partially offset  by lower  borrowing  cost.   Average
borrowings increased $1.5 billion, or 20%,  for the three months ended June
30, 1999 and $1.5 billion, or 21%,  for the six months ended June 30,  1999
when compared  to the same  periods in  1998 primarily  to support  finance
receivable growth.  Borrowing cost decreased 43 basis points for the  three
months ended  June 30, 1999  and 45 basis  points for the six  months ended
June 30, 1999 when compared  to the same periods in 1998 due to lower rates
on both long-term and short-term debt.


Operating Expenses

Operating  expenses increased  $3.3 million,  or 3%,  for the  three months
ended June 30, 1999 and $10.8 million, or 4%, for the six months ended June
30,  1999 when  compared to  the same  periods in  1998.   The  increase in
operating  expenses  for the  three months  ended  June 30,  1999 primarily
reflected  increases  in  amortization  of  intangibles  and administrative
expenses.  The increase in operating expenses for the six months ended June
30,  1999   was  primarily  due   to  increases  in   litigation  expenses,
amortization of intangibles, and administrative  expenses, partially offset
by higher  deferred loan origination costs.   See Legal Proceedings in Part
II for further information on litigation.

<PAGE>
<PAGE> 17

Provision for Finance Receivable Losses

Provision  for finance receivable losses decreased $2.6 million, or 5%, for
the three  months ended June 30,  1999 when compared to the  same period in
1998 due to  lower net charge-offs in second quarter 1999, partially offset
by a $2.5 million reduction  in the amounts provided for the  allowance for
finance  receivable losses in second  quarter 1998.   Provision for finance
receivable losses remained at near the  same level for the six months ended
June 30, 1999  when compared to the  same period in  1998 due to lower  net
charge-offs  in the first half of 1999,  offset by a $7.5 million reduction
in the amounts provided for the  allowance for finance receivable losses in
the first half of 1998.

Net charge-offs decreased to $47.3 million for the three months ended  June
30, 1999 and $98.1  million for the six months ended June 30, 1999 compared
to $52.4 million and  $105.2 million, respectively, for the same periods in
1998.   The  following table  shows charge-off  ratios by  type of  finance
receivable:

                            Three Months Ended      Six Months Ended
                                 June 30,               June 30,
                             1999        1998       1999        1998

Real estate loans            0.57%       0.70%      0.52%       0.68%
Non-real estate loans        5.09        5.66       5.34        5.71
  Total loans                1.87        2.52       1.94        2.54
Retail sales finance         2.56        3.24       2.76        3.34
  Total charge-off ratio     1.96        2.63       2.05        2.67


The decrease in  the charge-off ratios  reflected the results  of past  and
ongoing credit quality improvement  efforts, including higher  underwriting
standards and an increased proportion of real estate loans.  During  second
quarter  1999, net charge-offs  were reduced by $1.7 million  of recoveries
from the sale of finance receivables previously charged off.

At  June 30,  1999, delinquencies  were $366.3  million compared  to $312.1
million at June 30, 1998.   The following table shows delinquency ratios by
type of finance receivable:

                                             June 30,
                                         1999       1998

Real estate loans                        3.25%      2.75%
Non-real estate loans                    5.08       5.29
  Total loans                            3.82       3.71
Retail sales finance                     1.87       2.15
  Total delinquency ratio                3.56       3.45


The increase  in the  delinquency ratio from  June 30,  1998 reflected  the
maturing of  purchased real-estate  portfolios,  which were  primarily  new
originations when purchased.

At  June 30, 1999,  the allowance for finance  receivable losses was $376.2
million  compared to $355.6 million at June  30, 1998.  The allowance ratio
at June 30, 1999 was 3.85% compared to 4.21% at June 30, 1998.  The Company
maintains the allowance for finance receivable  losses at a level based  on

<PAGE>
<PAGE> 18

periodic evaluation of  the finance receivable portfolio, which reflects an
amount that,  in management's  opinion, is  adequate to  absorb anticipated
losses in the existing portfolio.


Insurance Losses and Loss Adjustment Expenses

Insurance losses  and loss adjustment  expenses decreased $2.2  million, or
10%, for the three months ended June 30, 1999 and $4.3 million, or 10%, for
the six months ended  June 30, 1999  when compared to  the same periods  in
1998  due to  decreases in  claims paid,  partially offset by  increases in
provision  for future  benefits.   Claims decreased  $3.0 million  and $5.9
million, respectively, primarily due to favorable loss experience on credit
insurance.   Provision for future  benefits increased $.8  million and $1.6
million,  respectively,  due to  increased  sales  of non-credit  insurance
products.


Provision for Income Taxes

The provision  for income  taxes increased  $4.2 million, or  15%, for  the
three  months ended June  30, 1999  and $6.5 million,  or 11%, for  the six
months ended June 30, 1999 when compared to the same periods in 1998 due to
higher taxable income, partially offset by lower effective  tax rates.  The
effective tax  rate was 36.34% and 36.33%,  respectively, for the three and
six months ended June 30, 1999 compared to 37.71% and 37.69%, respectively,
for the same periods in 1998.


Forward-looking Statements

All statements,  trend analyses, and  other information  contained in  this
report relative to trends in the Company's 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.   Forward-looking statements are
made based upon  management's current expectations  and beliefs  concerning
future  developments and their potential  effects upon the  Company.  There
can be no assurance that future developments  affecting the Company will be
those anticipated by management.  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) competitive, regulatory, or tax
changes that affect the cost of, or demand for, the Company's products; (3)
the  Company's ability  or the  ability  of third  parties  to achieve  and
maintain Year 2000 readiness  for critical systems and operations;  (4) the
ability  to   secure  necessary  regulatory  approvals;   and  (5)  adverse
litigation  results or resolution of litigation.  Readers are also directed
to other risks and uncertainties discussed in other documents filed by  the
Company  with  the  Securities  and  Exchange  Commission.     The  Company
undertakes  no  obligation   to  update  or   revise  any   forward-looking
information, whether as a  result of new information, future  developments,
or otherwise.

<PAGE>
<PAGE> 19

                        PART II - OTHER INFORMATION


Item 1.  Legal Proceedings.

California v. Ochoa

In March 1994, a subsidiary of AGFI  and a subsidiary of AGFC were named as
defendants in  a lawsuit, The  People of  the State of  California v.  Luis
Ochoa, Skeeters Automotive,  Morris Plan, Creditway  of America, Inc.,  and
American General Finance, filed in the Superior Court of California, County
of  San Joaquin, Case  No. 271130.  California  sought injunctive relief, a
civil penalty of not less than $5,000 per day or not less than $250,000 for
violation of its  Health and Safety Code in connection  with the failure to
register and remove underground storage tanks on  property acquired through
a foreclosure  proceeding by a subsidiary  of AGFI, and a  civil penalty of
$2,500 for each  act of unfair competition  prohibited by its Business  and
Professions Code, but not less than $250,000, plus costs.  This lawsuit was
dismissed on June 8, 1999.


Other

AGFC and certain of its subsidiaries are parties to various  other lawsuits
and proceedings arising in the ordinary course of business.   Many of these
lawsuits  and  proceedings  arise in  jurisdictions,  such  as  Alabama and
Mississippi,  that  permit damage  awards  disproportionate  to the  actual
economic damages alleged  to have  been incurred.   Based upon  information
presently  available, the Company believes that the total amounts that will
ultimately be paid,  if any,  arising from these  lawsuits and  proceedings
will  not  have a  material adverse  effect  on the  Company's 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
jurisdictions  like  Alabama  and  Mississippi  continues  to  create   the
potential for an unpredictable judgment in any given suit.



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

(a)  Exhibits.

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

     (27)  Financial Data Schedule.


(b)  Reports on Form 8-K.

     Current Report on Form 8-K  dated April 28, 1999, with respect  to the
     issuance of an Earnings Release announcing certain unaudited financial
     results of the Company for the quarter ended March 31, 1999.

     Current Report  on Form 8-K dated  July 28, 1999, with  respect to the
     issuance of an Earnings Release announcing certain unaudited financial
     results of the Company for the quarter ended June 30, 1999.

<PAGE>
<PAGE> 20

                                  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 CORPORATION
                                              (Registrant)



Date:  August 13, 1999            By /s/ Robert A. Cole
                                         Robert A. Cole
                                     Senior Vice President and Chief
                                       Financial Officer
                                     (Duly Authorized Officer and Principal
                                       Financial Officer)

<PAGE>
<PAGE> 21

                              Exhibit Index



      Exhibits                                                      Page

(12)  Computation of Ratio of Earnings to Fixed Charges.             22

(27)  Financial Data Schedule.                                       23