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                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

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                                    FORM 10-Q/A

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             [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

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                          Commission file number 1-4629

                        GOLDEN WEST FINANCIAL CORPORATION

               Incorporated Pursuant to the Laws of Delaware State


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        Internal Revenue Service - Employer Identification No. 95-2080059

                 1901 Harrison Street, Oakland, California 94612
                                 (510) 446-3420

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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 number of shares outstanding of the registrant's common stock
                              as of July 31, 2001:

                       Common Stock -- 158,931,557 shares.




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<PAGE>

EXPLANATORY NOTE


     This amendment to Form 10-Q on Form 10-Q/A has been prepared to reflect the
correction of two sets of numbers that were inverted in Table 3 on page 14. The
inverted amounts were the Adjustable Rate Mortgage Originations by the COSI and
COFI indexes for both the three and the six-month periods ended June 30, 2000.
The amounts shown in Table 3 for 2001 are correct as submitted on Form 10-Q.

     These amended items had no effect on net income, total assets, total
liabilities, or total equity as previously reported. No part of the Form 10-Q
for June 30, 2001 as previously filed, other than Table 3, was affected by this
amendment.

<PAGE>

     The following table shows the distribution of ARM originations by index for
the second quarter and first six months of 2001 and 2000.
<TABLE>
<CAPTION>


                                     TABLE 3

                 Adjustable Rate Mortgage Originations by Index
                             (Dollars in thousands)

                           Three Months Ended                     Six Months Ended
                                 June 30                              June 30
                     --------------------------------     ---------------------------------
   ARM Index              2001              2000                2001              2000
--------------       --------------    --------------     ---------------   ---------------
<S>                    <C>               <C>                 <C>               <C>
    COSI               $ 2,435,626       $ 3,507,389         $ 4,671,870       $ 5,836,576
    COFI                 2,253,906         1,758,896           3,368,145         2,866,783
    TCM                        -0-           209,148                 -0-           401,559
                     --------------    --------------     ---------------   ---------------
                       $ 4,689,532       $ 5,475,433         $ 8,040,015       $ 9,104,918
                     ==============    ==============     ===============   ===============
</TABLE>

     The following table shows the distribution by index of the Company's
outstanding balance of adjustable rate mortgages (including ARM MBS with
recourse and ARM MBS-REMICs) at June 30, 2001, December 31, 2000, and June 30,
2000.
<TABLE>
<CAPTION>

                                     TABLE 4

                       Adjustable Rate Mortgage Portfolio
                        by Index (Including ARM MBS with
                          Recourse and ARM MBS-REMICs)
                             (Dollars in thousands)

                         June 30           December 31            June 30
   ARM Index              2001                2000                 2000
---------------      ----------------   ------------------    ----------------
<S>                     <C>                  <C>                 <C>
    COSI                $ 22,205,572         $ 20,460,242        $ 14,428,092
    COFI                  26,736,755           27,405,401          26,874,901
    TCM                    1,174,994            1,457,232           1,538,953
    Other                    233,926              182,778             149,656
                     ----------------   ------------------    ----------------
                        $ 50,351,247         $ 49,505,653        $ 42,991,602
                     ================   ==================    ================
</TABLE>

     The Company generally lends up to 80% of the appraised value of residential
real property. In some cases, a higher amount is possible through a first
mortgage loan or a combination of a first and a second mortgage loan on the same
property. During the first six months of 2001, 12% of loans originated exceeded
80% of the appraised value of the secured property, including $151 million of
firsts and $1.0 billion of combined firsts and seconds. For the first six months
of 2000, 20% of loans originated were in excess of 80% of the appraised value of
the residence.

     The Company takes steps to reduce the potential credit risk with respect to
loans with a loan to value (LTV) over 80%. Among other things, the loan amount
may not exceed 95% of the appraised value of a single-family residence. Also,
some first mortgage loans with an LTV over 80% carry mortgage insurance, which
reimburses the Company for losses up to a specified percentage per loan, thereby
reducing the effective LTV to below 80%. Furthermore, the Company sells without
recourse a significant portion of its second mortgage originations. Sales of
second mortgages amounted to $40 million and $100 million for the second quarter
and first six months of 2001 as compared to $36 million and $62 million for the
same periods in 2000. In addition, the Company carries pool mortgage insurance
on

<PAGE>

                                   Signatures

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

                                       GOLDEN WEST FINANCIAL CORPORATION

Dated:  August 17, 2001
                                       /s/ Russell W. Kettell
                                       ---------------------------------
                                       Russell W. Kettell
                                       President and Chief Financial Officer


                                       /s/ William C. Nunan
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                                       William C. Nunan
                                       Group Senior Vice President and
                                       Chief Accounting Officer