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, 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 August 14, 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       Six Months Ended
                                      June 30,                June 30,
                                  2001        2000        2001        2000
                                           (dollars in thousands)

Revenues
  Finance charges               $430,678    $398,255    $851,003    $788,855
  Insurance                       50,203      48,752      98,281      96,919
  Other                           20,831      22,250      45,665      50,740

Total revenues                   501,712     469,257     994,949     936,514

Expenses
  Interest expense               161,577     169,975     333,765     333,116
  Operating expenses             142,460     135,649     277,972     272,558
  Provision for finance
    receivable losses             67,646      48,443     127,678      97,012
  Insurance losses and loss
    adjustment expenses           20,978      22,097      44,236      47,084
  Other charge                      -         50,000        -         50,000

Total expenses                   392,661     426,164     783,651     799,770

Income before provision for
  income taxes                   109,051      43,093     211,298     136,744

Provision for Income Taxes        39,419      16,418      76,531      50,545


Net Income                      $ 69,632    $ 26,675    $134,767    $ 86,199




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

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



                                                   June 30,     December 31,
                                                     2001            2000
                                                    (dollars in thousands)
Assets

Net finance receivables:
  Real estate loans                               $ 7,501,673    $ 7,280,234
  Non-real estate loans                             2,961,093      3,027,989
  Retail sales finance                              1,382,925      1,453,588

Net finance receivables                            11,845,691     11,761,811
Allowance for finance receivable losses              (397,927)      (383,415)
Net finance receivables, less allowance
  for finance receivable losses                    11,447,764     11,378,396

Investment securities                               1,164,624      1,107,533
Cash and cash equivalents                             209,223        163,895
Other assets                                          736,860        758,571

Total assets                                      $13,558,471    $13,408,395


Liabilities and Shareholder's Equity

Long-term debt                                    $ 5,919,911    $ 5,670,670
Commercial paper                                    4,892,544      5,088,513
Deposits                                              102,974         73,971
Insurance claims and policyholder
  liabilities                                         507,374        519,447
Other liabilities                                     494,292        391,895
Accrued taxes                                          32,878         25,632

Total liabilities                                  11,949,973     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                                            (34,120)         2,631
  Retained earnings                                   764,030        757,060

Total shareholder's equity                          1,608,498      1,638,267

Total liabilities and shareholder's equity        $13,558,471    $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)



                                                        Six Months Ended
                                                            June 30,
                                                       2001          2000
                                                     (dollars in thousands)

Cash Flows from Operating Activities
Net income                                          $  134,767    $   86,199
Reconciling adjustments:
  Provision for finance receivable losses              127,678        97,012
  Depreciation and amortization                         72,687        71,899
  Deferral of finance receivable origination
    costs                                              (27,675)      (26,779)
  Deferred income tax charge                               284           825
  Change in other assets                                23,217        (8,578)
  Change in other liabilities                           (3,065)       60,649
  Change in insurance claims and policyholder
    liabilities                                        (12,073)       12,719
  Change in taxes receivable and payable                15,716        (9,992)
  Other charge                                            -           50,000
  Other, net                                            63,370         2,888
  Net cash provided by operating activities            394,906       336,842

Cash Flows from Investing Activities
  Finance receivables originated or purchased       (3,160,086)   (3,403,505)
  Principal collections on finance receivables       2,946,047     2,655,241
  Investment securities purchased                     (602,899)     (172,847)
  Investment securities called, matured and sold       496,713       111,304
  Change in premiums on finance receivables
    purchased and deferred charges                      (9,546)       (7,401)
  Other, net                                            (6,082)       (9,958)
Net cash used for investing activities                (335,853)     (827,166)

Cash Flows from Financing Activities
  Proceeds from issuance of long-term debt             596,869       830,754
  Repayment of long-term debt                         (349,362)     (699,324)
  Change in deposits                                    29,003         4,427
  Change in short-term notes payable                  (195,969)      408,506
  Change in short-term collateralized financing         33,531        14,313
  Dividends paid                                      (127,797)      (27,000)
Net cash (used for) provided by financing
  activities                                           (13,725)      531,676

Increase in cash and cash equivalents                   45,328        41,352
Cash and cash equivalents at beginning of period       163,895       146,710
Cash and cash equivalents at end of period          $  209,223    $  188,062

Supplemental Disclosure of Cash Flow
  Information
    Income taxes paid                               $   61,414    $   58,063
    Interest paid                                   $  342,513    $  331,692




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       Six Months Ended
                                       June 30,                June 30,
                                   2001        2000        2001       2000
                                           (dollars in thousands)


Net income                       $ 69,632    $ 26,675    $134,767   $ 86,199

Other comprehensive gain (loss):

  Net unrealized gains (losses):
    Investment securities         (15,261)     (4,340)     (4,850)    (8,115)
    Interest rate swaps:
      Transition adjustment          -           -        (42,103)      -
      Current period               33,915        -        (12,523)      -
    Minimum pension liability        -           -           (535)      -

  Income tax effect:
    Investment securities           5,342       1,521       1,698      2,842
    Interest rate swaps:
      Transition adjustment          -           -         14,736       -
      Current period              (11,870)       -          4,384       -
    Minimum pension liability        -           -            187       -

  Net unrealized gains (losses),
    net of tax                     12,126      (2,819)    (39,006)    (5,273)

  Reclassification adjustments
    for realized losses (gains)
    included in net income:
      Investment securities         4,987       1,381       3,470     (2,290)

  Income tax effect:
    Investment securities          (1,746)       (483)     (1,215)       802

  Realized losses (gains)
    included in net income,
    net of tax                      3,241         898       2,255     (1,488)

Other comprehensive gain (loss),
  net of tax                       15,367      (1,921)    (36,751)    (6,761)


Comprehensive income             $ 84,999    $ 24,754    $ 98,016   $ 79,438




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

              AMERICAN GENERAL FINANCE, INC. AND SUBSIDIARIES
           Notes to Condensed Consolidated Financial Statements
                              June 30, 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 June 30, 2001 and December 31, 2000,
our consolidated results of operations for the three months and six
months ended June 30, 2001 and 2000, our consolidated cash flows for
the six months ended June 30, 2001 and 2000, and our consolidated
comprehensive income for the three months and six months ended June 30,
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.  Accounting Change

In second quarter 2001, we adopted Emerging Issues Task Force (EITF)
Issue 99-20, "Recognition of Interest Income and Impairment on
Purchased and Retained Beneficial Interests in Securitized Financial
Assets."  EITF 99-20 provides guidance on the calculation of interest
income and the recognition of impairments related to beneficial
interests held in our investment portfolio.  Beneficial interests are
investments that represent rights to receive specified cash flows from
a pool of underlying assets (i.e., collateralized debt obligations).
As a result of applying the impairment provisions of EITF 99-20, we
recorded a $1.0 million ($.6 million aftertax) write-down of the
carrying value of certain collateralized debt obligations to other
income.


Note 4.  Future Accounting Changes

In July 2001, the Financial Accounting Standards Board issued Statement
of Financial Accounting Standards (SFAS) 141, "Business
Combinations," and SFAS 142, "Goodwill and Other Intangible Assets."
SFAS 141 eliminates the pooling of interests method of accounting for
business combinations except for qualifying business combinations that
were initiated prior to July 1, 2001.  This standard also requires that
intangible assets be accounted for separately from goodwill, for
acquisitions after July 1, 2001.  Since the American International
<PAGE> 7

Group, Inc. (AIG) acquisition of American General was initiated prior
to July 1, 2001, SFAS 141 will not change the accounting for American
General's proposed acquisition by AIG, which will be accounted for as a
pooling of interests.

SFAS 142 provides that goodwill and other intangible assets with
indefinite lives are no longer to be amortized.  These assets are to be
reviewed for impairment annually, or more frequently if impairment
indicators are present.  Separable intangible assets that have finite
lives will continue to be amortized over their useful lives.  The
amortization provisions of SFAS 142 apply to goodwill and intangible
assets acquired after June 30, 2001.  Amortization of goodwill and
intangible assets acquired prior to July 1, 2001 will continue through
December 31, 2001.  We will adopt SFAS 142 on January 1, 2002, after
which the Company's earnings will not be impacted by goodwill
amortization.  Impairment testing is required during the first year of
adoption, and resulting impairment losses, if any, may be reported as
the cumulative effect of an accounting change.  We have not yet
determined if the required impairment testing related to the Company's
goodwill and other intangible assets will require a write-down of any
such assets.


Note 5.  Merger

As previously announced, on March 11, 2001, American General,
Prudential plc (Prudential), a public limited company incorporated in
England and Wales, entered into an Agreement and Plan of Merger (the
Prudential Agreement), pursuant to which American General would become
a wholly owned subsidiary of Prudential.  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 and 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
business 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 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, as well
as the approval of American General shareholders.  The American General
shareholder meeting to vote on the transaction is scheduled for August
15, 2001.  A number of regulatory approvals have been received and all
remaining approvals are expected in August, with the transaction
expected to close as soon as possible thereafter.
<PAGE> 8

Note 6.  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 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 swaps 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 six months ended June 30, 2001 or
2000.


Note 7.  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.

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.
<PAGE> 9

For the three months ended June 30, 2001:

                              Consumer                       Total
                              Finance      Insurance       Segments
                                     (dollars in thousands)
Revenues:
  External:
    Finance charges          $447,964       $   -          $447,964
    Insurance                     279         49,924         50,203
    Other                      (2,215)        24,646         22,431
  Intercompany                 20,648        (19,848)           800
Pretax income                 109,405         25,711        135,116


For the three months ended June 30, 2000:

                              Consumer                       Total
                              Finance      Insurance       Segments
                                     (dollars in thousands)
Revenues:
  External:
    Finance charges          $415,198       $   -          $415,198
    Insurance                     363         48,389         48,752
    Other                        (536)        22,133         21,597
  Intercompany                 16,893        (16,093)           800
Pretax income                  42,429         24,592         67,021


For the six months ended June 30, 2001:

                              Consumer                       Total
                              Finance      Insurance       Segments
                                     (dollars in thousands)
Revenues:
  External:
    Finance charges          $887,623       $   -          $887,623
    Insurance                     560         97,721         98,281
    Other                      (4,670)        47,553         42,883
  Intercompany                 40,450        (38,880)         1,570
Pretax income                 217,395         46,012        263,407


For the six months ended June 30, 2000:

                              Consumer                       Total
                              Finance      Insurance       Segments
                                     (dollars in thousands)
Revenues:
  External:
    Finance charges          $824,064       $   -          $824,064
    Insurance                     610         96,309         96,919
    Other                         (94)        44,153         44,059
  Intercompany                 36,287        (34,712)         1,575
Pretax income                 139,768         43,385        183,153
<PAGE> 10

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,
                          2001          2000      2001          2000
                                    (dollars in thousands)
Pretax income:
  Segments               $135,116    $ 67,021    $263,407    $183,153
  Corporate               (18,455)    (20,329)    (43,805)    (44,282)
  Adjustments              (7,610)     (3,599)     (8,304)     (2,127)

Total consolidated
  pretax income          $109,051    $ 43,093    $211,298    $136,744


Note 8.  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
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 and distribution under the plan commenced.
Certain creditors have appealed the confirmation of the plan, but we do
not expect their appeal to prevail.  We expect our remaining recorded
<PAGE> 11

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 these
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.



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:

                                                Six Months Ended
                                                    June 30,
                                              2001           2000
                                             (dollars in millions)
Principal sources of cash:

  Operations                                 $394.9         $336.8
  Net issuance of debt                         80.5          544.4

Principal sources of cash                    $475.4         $881.2


Principal uses of cash:

  Net originations and purchases
    of finance receivables                   $214.0         $748.3
  Dividends paid                              127.8           27.0

Principal uses of cash                       $341.8         $775.3


We believe that our overall sources of liquidity will continue to be
sufficient to satisfy our foreseeable financial obligations and
operational requirements.
<PAGE> 12

Capital Resources
                                                   June 30,
                                             2001           2000
                                            (dollars in millions)

Long-term debt                             $ 5,919.9     $ 5,850.2
Short-term debt                              4,892.5       4,866.0
Deposits                                       103.0          36.5

Total debt                                  10,915.4      10,752.7
Equity                                       1,608.5       1,579.7

Total capital                              $12,523.9     $12,332.4

Net finance receivables                    $11,845.7     $11,643.6
Debt to tangible equity ratio                   7.50          7.69


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 June 30,
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.
<PAGE> 13

Information concerning the credit facilities follows:

                                                  June 30,
                                             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                                     -         (235.0)

  Remaining availability                   $  221.0      $   86.0


In addition, our mortgage warehouse lending subsidiary arranges interim
financing for third-party mortgage originators through a purchase
facility.  At June 30, 2001, this facility totaled $250.0 million with
remaining availability of $45.0 million.

In July 2001, we refinanced $1.0 billion of short-term debt with the
issuance of $1.0 billion of long-term debt.  Subsequent to this
transaction, we reduced our credit facilities to $5.25 billion to
reflect the Company's lower commercial paper borrowings and in
anticipation of the acquisition by AIG.


         ANALYSIS OF OPERATING RESULTS AND FINANCIAL CONDITION


Net Income
                           Three Months Ended       Six Months Ended
                                June 30,                June 30,
                           2001          2000      2001          2000
                                      (dollars in millions)

Net income                $ 69.6        $ 26.7    $134.8        $ 86.2
Return on average
  assets (annualized)      2.06%          .82%     2.00%         1.34%
Return on average
  equity (annualized)     17.32%         6.78%    16.69%        11.06%
Ratio of earnings to
  fixed charges                                    1.62x         1.40x


Net income increased $42.9 million, or 161%, for the three months ended
June 30, 2001 and $48.6 million, or 56%, for the six months ended June
30, 2001 when compared to the same periods in 2000.  Net income for the
three months and six months ended June 30, 2000 included a charge of
$50.0 million ($32.5 million aftertax) for the estimated loss on an
alleged fraud against our mortgage warehouse lending subsidiary that
was discovered in late June 2000.  Without this charge, net income
would have been $59.2 million for the three months ended June 30, 2000
and $118.7 million for the six months ended June 30, 2000.  See Note 7.
of the Notes to Condensed Consolidated Financial Statements for
information on the results of the Company's business segments.
<PAGE> 14

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


Finance Charges
                           Three Months Ended       Six Months Ended
                                June 30,                June 30,
                           2001          2000      2001          2000
                                      (dollars in millions)

Finance charges           $   430.7  $   398.3    $   851.0  $   788.9
Average net receivables   $11,788.3  $11,305.1    $11,763.0  $11,181.4
Yield                        14.64%     14.15%       14.56%     14.17%


Finance charges increased $32.4 million, or 8%, for the three months
ended June 30, 2001 and $62.1 million, or 8%, for the six months ended
June 30, 2001 when compared to the same periods in 2000 primarily due
to higher average net receivables and yield.

The following table shows average net receivables by type:

                           Three Months Ended       Six Months Ended
                                June 30,                June 30,
                           2001          2000      2001          2000
                                      (dollars in millions)

Real estate loans         $ 7,451.4  $ 7,240.5    $ 7,385.3  $ 7,197.7
Non-real estate loans       2,956.5    2,690.9      2,968.2    2,618.5
Retail sales finance        1,380.4    1,373.7      1,409.5    1,365.2
  Total average net
    receivables           $11,788.3  $11,305.1    $11,763.0  $11,181.4


Average net receivables increased $483.2 million, or 4%, for the three
months ended June 30, 2001 and $581.6 million, or 5%, for the six
months ended June 30, 2001 when compared to the same periods in 2000
primarily due to higher non-real estate loan average net receivables.

The following table shows yield by type of finance receivable:

                           Three Months Ended       Six Months Ended
                                June 30,                June 30,
                           2001          2000      2001          2000

Real estate loans         11.98%        11.34%    11.86%        11.29%
Non-real estate loans     21.55         21.86     21.55         22.05
Retail sales finance      14.24         13.85     13.97         14.19
  Total yield             14.64         14.15     14.56         14.17


Yield increased 49 basis points for the three months ended June 30,
2001 and 39 basis points for the six months ended June 30, 2001 when
compared to the same periods in 2000 reflecting a higher real estate
loan yield.  Real estate loan yield increased due to higher yield on
real estate loans originated, renewed, and purchased during 2000 and
the first half of 2001 in response to the Federal Reserve's overall 175
basis point federal funds rate increase between June 1999 and May 2000.
We expect real estate loan yield to flatten and decrease in response to
the Federal Reserve's overall 275 basis point federal funds rate
decrease between December 2000 and June 2001.
<PAGE> 15

Insurance Revenues
                           Three Months Ended       Six Months Ended
                                June 30,                June 30,
                           2001          2000      2001          2000
                                      (dollars in millions)

Insurance revenues        $50.2          $48.8    $98.3          $96.9
Premiums earned           $49.5          $47.9    $97.2          $95.4
Insurance revenues
  (annualized) as a
  percentage of
  average net
  receivables             1.70%          1.72%    1.67%          1.73%


Insurance revenues increased $1.4 million, or 3%, for the three months
ended June 30, 2001 and $1.4 million, or 1%, for the six months ended
June 30, 2001 when compared to the same periods in 2000 primarily due
to higher earned premiums.


Other Revenues
                           Three Months Ended       Six Months Ended
                                June 30,                June 30,
                           2001          2000      2001          2000
                                      (dollars in millions)

Other revenues            $20.8          $22.3    $45.7          $50.7
Investment revenue        $19.6          $20.9    $44.1          $46.6


Other revenues decreased $1.5 million, or 6%, for the three months
ended June 30, 2001 and $5.0 million, or 10%, for the six months ended
June 30, 2001 when compared to the same periods 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 for the three months ended June 30, 2001 when compared to the
same period in 2000 reflected higher realized losses, partially offset
by growth in average invested assets and higher adjusted portfolio
yield. The decrease in investment revenue for the six months ended June
30, 2001 when compared to the same period in 2000 reflected net
realized losses in 2001 compared to net realized gains in 2000 and
lower adjusted portfolio yield, partially offset by growth in average
invested assets.
<PAGE> 16

Interest Expense
                           Three Months Ended       Six Months Ended
                                June 30,                June 30,
                           2001          2000      2001          2000
                                      (dollars in millions)

Interest expense          $   161.6  $   170.0    $   333.8  $   333.1
Average borrowings        $10,762.2  $10,430.3    $10,753.9  $10,299.9
Borrowing cost                6.01%      6.52%        6.22%      6.47%


Interest expense decreased $8.4 million, or 5%, for the three months
ended June 30, 2001 and was essentially unchanged for the six months
ended June 30, 2001 when compared to the same periods in 2000.  The
decrease in interest expense for the three months ended June 30, 2001
reflected lower borrowing cost, partially offset by higher average
borrowings.  Borrowing cost decreased 51 basis points for the three
months ended June 30, 2001 and 25 basis points for the six months ended
June 30, 2001 when compared to the same periods in 2000 due to lower
rates on short-term debt, partially offset by higher rates on long-term
debt.  The Federal Reserve raised the federal funds rate a total of 175
basis points between June 1999 and May 2000 and then lowered rates a
total of 275 basis points between December 2000 and June 2001.  This
resulted in large movements in our short-term floating-rate borrowing
cost.  Average borrowings increased $331.9 million, or 3%, for the
three months ended June 30, 2001 and $454.0 million, or 4%, for the six
months ended June 30, 2001 when compared to the same periods in 2000
primarily to support higher non-real estate loan average net
receivables.


Operating Expenses
                           Three Months Ended       Six Months Ended
                                June 30,                June 30,
                           2001          2000      2001          2000
                                      (dollars in millions)

Operating expenses        $142.5        $135.6    $278.0        $272.6
Operating expenses
  (annualized) as a
  percentage of
  average net
  receivables              4.83%         4.80%     4.73%         4.88%


Operating expenses increased $6.9 million, or 5%, for the three months
ended June 30, 2001 and $5.4 million, or 2%, for the six months ended
June 30, 2001 when compared to the same periods in 2000 primarily due
to higher salaries.  The improvement in operating expenses as a
percentage of average net receivables for the six months ended June 30,
2001 when compared to the same period in 2000 reflects improvement in
operating efficiencies.
<PAGE> 17

Provision for Finance Receivable Losses
                                                      At or for the
                           Three Months Ended       Six Months Ended
                                June 30,                June 30,
                           2001          2000      2001          2000
                                      (dollars in millions)

Provision for finance
  receivable losses       $67.6          $48.4    $127.7        $ 97.0
Net charge-offs           $62.6          $48.4    $122.7        $ 97.0
60 day+ delinquency                               $404.1        $367.3
Allowance for finance
  receivable losses                               $397.9        $383.4


Provision for finance receivable losses increased $19.2 million, or
40%, for the three months ended June 30, 2001 and $30.7 million, or
32%, for the six months ended June 30, 2001 when compared to the same
periods in 2000 due to higher net charge-offs and increases to the
allowance for finance receivable losses in second quarter 2001 totaling
$5.0 million.

The following table shows charge-off ratios by type of finance
receivable:
                           Three Months Ended       Six Months Ended
                                June 30,                June 30,
                           2001          2000      2001          2000

Real estate loans         0.66%          0.63%    0.63%          0.64%
Non-real estate loans     5.48           4.54     5.42           4.61
Retail sales finance      2.86           1.94     2.64           2.01
  Total charge-off ratio  2.13           1.72     2.09           1.74


The increase in the charge-off ratio for the three months and six
months ended June 30, 2001 when compared to the same periods 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:
                                             June 30,
                                       2001           2000

Real estate loans                     3.03%           3.00%
Non-real estate loans                 4.40            3.75
Retail sales finance                  1.96            1.57
  Total delinquency ratio             3.26            3.02


The increase in the delinquency ratio at June 30, 2001 when compared to
June 30, 2000 reflected the maturation of non-real estate loans
purchased in second quarter 2000, which were primarily current
receivables when purchased, and slowing economic conditions.
<PAGE> 18

The following table shows selected statistics relating to the allowance
for finance receivable losses:
                                                      At or for the
                           Three Months Ended       Six Months Ended
                                June 30,                June 30,
                           2001          2000      2001          2000

Allowance ratio                                   3.36%          3.29%
Charge-off coverage       1.59x          1.98x    1.62x          1.98x


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 increase in the allowance as a
percentage of net finance receivables at June 30, 2001 when compared to
June 30, 2000 reflected increases to the allowance for finance
receivable losses through the provision for finance receivable losses
in second quarter 2001 totaling $5.0 million.  We increased the
allowance for finance receivable losses in response to higher net
charge-offs and delinquency and the levels of unemployment and consumer
bankruptcies in the United States in general.  Charge-off coverage,
which compares the allowance for finance receivable losses to net
charge-offs (annualized), declined for the three months and six months
ended June 30, 2001 when compared to the same periods in 2000 primarily
due to higher net charge-offs.


Insurance Losses and Loss Adjustment Expenses

                           Three Months Ended       Six Months Ended
                                June 30,                June 30,
                           2001          2000      2001          2000
                                      (dollars in millions)

Claims incurred           $20.3          $19.8    $44.2          $42.5
Change in benefit
  reserves                  0.7            2.3       -             4.6

Insurance losses and
  loss adjustment
  expenses                $21.0          $22.1    $44.2          $47.1


Insurance losses and loss adjustment expenses decreased $1.1 million,
or 5%, for the three months ended June 30, 2001 and $2.9 million, or
6%, for the six months ended June 30, 2001 when compared to the same
periods in 2000 due to a decrease in provision for future benefits,
partially offset by an increase in claims.  Provision for future
benefits decreased $1.6 million for the three months ended June 30,
2001 and $4.6 million for the six months ended June 30, 2001 due to
decreased sales of non-credit insurance products.  Claims increased $.5
million for the three months ended June 30, 2001 and $1.7 million for
the six months ended June 30, 2001 primarily due to increased loss
experience.
<PAGE> 19

Other Charge

In second quarter 2000, we recorded a charge of $50.0 million ($32.5
million aftertax) for the estimated loss on the alleged fraud against
our mortgage warehouse lending subsidiary that was discovered in late
June 2000.  We are pursuing all appropriate remedies and believe our
recorded liability is sufficient to cover this loss.


Provision for Income Taxes

                           Three Months Ended       Six Months Ended
                                June 30,                June 30,
                           2001          2000      2001          2000
                                      (dollars in millions)

Provision for income
  taxes                   $ 39.4        $ 16.4    $ 76.5        $ 50.5
Pretax income             $109.1        $ 43.1    $211.3        $136.7
Effective income
  tax rate                36.15%        38.10%    36.22%        36.96%


The provision for income taxes increased $23.0 million, or 140%, for
the three months ended June 30, 2001 and $26.0 million, or 51%, for the
six months ended June 30, 2001 when compared to the same periods in
2000 primarily due to higher taxable income.  The increase in taxable
income includes the $50.0 million charge for the estimated loss on the
alleged fraud against our mortgage warehouse lending subsidiary in
2000.


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 and six months ended
June 30, 2001 compared to 38% for the three months ended June 30, 2000
and 36% for the six months ended June 30, 2000.  These percentages
include the effect of interest rate swap agreements that converted
floating-rate debt to a fixed rate.

On July 16, 2001, AGFC issued $1.0 billion of fixed-rate, five-year
medium-term notes.  The proceeds were used to repay floating-rate
commercial paper.  This action reduced the ratio of floating-rate debt
to total debt to approximately 25% at that date.
<PAGE> 20

                      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 of, 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 the acquisition by AIG.  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 six months ended June 30, 2001.  See Note 6. of the Notes to
Condensed Consolidated Financial Statements for information about our
derivative financial instruments.  See Analysis of Operating Results
and Financial Condition - Asset/Liability Management in Item 2.
Management's Discussion and Analysis of Financial Condition and Results
of Operations regarding the reduction in the floating-rate debt that
occurred after June 30, 2001.



                      PART II - OTHER INFORMATION


Item 1.  Legal Proceedings.

See Note 8. of the Notes to Condensed Consolidated Financial Statements
in Part I of this Form 10-Q.
<PAGE> 21

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.

     No Current Reports on Form 8-K were filed during the second
     quarter of 2001.
<PAGE> 22

                              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:  August 14, 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> 23

                             Exhibit Index


Exhibit

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