<PAGE>

                                    UNITED STATES
                          SECURITIES AND EXCHANGE COMMISSION
                                           
                               Washington, D.C.  20549
                                           
                                      FORM 10-Q
                                           
                    Quarterly Report Under Section 13 or 15 (d) of
                         The Securities Exchange Act of 1934
                                           
                                           
FOR QUARTER ENDED:                                      COMMISSION FILE NUMBER
September 30, 1997                                                     0-22852
         _______________________________________________________________
                                           
                                AFFINITY GROUP, INC. 
                  (Exact name of registrant as specified in its charter)

DELAWARE                                                    13-3377709
(State of incorporation or organization)   (I.R.S. Employer Identification No.)

64 Inverness Drive East                                  (303) 792-7284
Englewood, CO  80112                               (Registrant's telephone 
(Address of principal executive offices)          number, including area code)

          _________________________________________________________________
                                           
                                           
          SECURITIES REGISTERED PURSUANT TO SECTION 12 (b) OF THE ACT:  NONE
           SECURITIES REGISTERED PURSUANT TO SECTION 12 (g) OF THE ACT:   
                         11 1/2% Senior Subordinated Notes Due 2003 
                                           
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 
                                         ----            ----

Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.


                                                        OUTSTANDING AS OF
CLASS                                                   NOVEMBER 10, 1997
-----                                                   -----------------
Common Stock,  $.001 par value                            2,000
                                           
                         DOCUMENTS INCORPORATED BY REFERENCE:
                                         NONE


<PAGE>


                         AFFINITY GROUP, INC. AND SUBSIDIARIES
                                           
                                        INDEX
                                        -----
                                                                         PAGE
                                                                         ----
                                           
PART I.  Financial Information

     ITEM 1:  FINANCIAL STATEMENTS

             Consolidated Balance Sheets                                   1
             As of September 30, 1997 and December 31, 1996
               
             Consolidated Statements of Operations                         2
             For the three months ended September 30, 1997 and 1996
               
             Consolidated Statements of Operations                         3
             For the nine months ended September 30, 1997 and 1996

             Consolidated Statements of Cash Flows                         4
             For the nine months ended September 30, 1997 and 1996
          
             Notes to Consolidated Financial Statements                    5
     
     ITEM 2:  MANAGEMENT'S DISCUSSION AND ANALYSIS OF                      9
              FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Part II. Other Information                                                19

SIGNATURES                                                                20


<PAGE>



                        AFFINITY GROUP, INC. AND SUBSIDIARIES
                             CONSOLIDATED BALANCE SHEETS
                       SEPTEMBER 30, 1997 AND DECEMBER 31, 1996
                                    (In Thousands)
                                     (Unaudited)
<TABLE>
<CAPTION>


                                                                         9/30/97       12/31/96
                                                                       ----------    -----------
<S>                                                                    <C>           <C>
ASSETS
     CURRENT ASSETS:
          Cash and cash equivalents                                    $  37,494      $  4,278 
          Investments                                                      1,745           499 
          Accounts receivable (net of allowance for doubtful accounts)    21,197        14,812 
          Inventories                                                     29,350         2,473 
          Prepaid expenses and other assets                               13,313         6,052 
          Deferred tax asset-current                                       1,430         2,228 
          Net current assets of discontinued operations                      512             - 
                                                                       ----------    -----------
               Total current assets                                      105,041        30,342 
     
     PROPERTY AND EQUIPMENT                                               51,255        10,550 
     LOANS RECEIVABLE                                                     32,278        13,134 
     INTANGIBLE ASSETS                                                   191,848       109,065 
     DEFERRED TAX ASSET                                                      316        13,516 
     RESTRICTED INVESTMENTS                                                2,606         2,137 
     OTHER ASSETS                                                          5,107         4,411 
     NET LONG-TERM ASSETS OF DISCONTINUED OPERATIONS                           -           973 
                                                                       ----------    -----------
                                                                      $  388,451    $  184,128 
                                                                       ----------    -----------
                                                                       ----------    -----------
LIABILITIES AND STOCKHOLDER'S EQUITY (DEFICIT)
     CURRENT LIABILITIES:
          Accounts payable                                             $  17,465      $  4,517 
          Accrued interest                                                 6,471         2,966 
          Accrued liabilities                                             24,016        14,516 
          Customer deposits                                               49,378        14,979 
          Current portion of long-term debt                                7,019         5,344 
          Net current liabilities of discontinued operations                   -         1,464 
                                                                       ----------    -----------
               Total current liabilities                                 104,349        43,786 

     DEFERRED REVENUES                                                    81,229        70,113 
     LONG-TERM DEBT                                                      141,858       142,031 
     OTHER LONG-TERM LIABILITIES                                           6,548         7,632 
     COMMITMENTS AND CONTINGENCIES                                             -             - 
                                                                       ----------    -----------
                                                                         333,984       263,562 
                                                                       ----------    -----------

     STOCKHOLDER'S EQUITY (DEFICIT):
          Preferred stock, $.001 par value, 1,000 shares authorized,           -             - 
               none issued or outstanding
          Common stock, $.001 par value, 2,000 shares authorized,              1             1 
               2,000 shares issued and outstanding
          Additional paid-in capital                                     138,037        12,021 
          Accumulated deficit                                            (83,571)      (91,456)
                                                                       ----------    -----------
               Total stockholder's equity (deficit)                       54,467       (79,434)
                                                                       ----------    -----------
                                                                      $  388,451    $  184,128 
                                                                       ----------    -----------
                                                                       ----------    -----------

</TABLE>

See notes to consolidated financial statements. 

                                          1

<PAGE>

                        AFFINITY GROUP, INC. AND SUBSIDIARIES
                        CONSOLIDATED STATEMENTS OF OPERATIONS
                                    (In Thousands)
                                     (Unaudited)
<TABLE>
<CAPTION>


                                                                           THREE MONTHS ENDED
                                                                        ------------------------
                                                                          9/30/97      9/30/96
                                                                        -----------   -----------
<S>                                                                     <C>            <C>

REVENUES: 
     Membership services                                               $  31,035      $ 25,917
     Publications                                                         10,244         6,242
     Merchandise                                                          49,258            --
                                                                       ---------      --------
                                                                          90,537        32,159

COSTS APPLICABLE TO REVENUES:
     Membership services                                                  18,860        15,816
     Publications                                                          7,285         4,040
     Merchandise                                                          33,875            --
                                                                       ---------      --------
                                                                          60,020        19,856

GROSS PROFIT                                                              30,517        12,303

OPERATING EXPENSES:
     Selling, general and administrative                                  17,507         4,460
     Depreciation and amortization                                         3,376         2,092
                                                                       ---------      --------
                                                                          20,883         6,552
                                                                       ---------      --------
INCOME FROM OPERATIONS                                                     9,634         5,751

NON-OPERATING EXPENSE:
     Interest expense, net                                                (3,997)       (4,099)
     Other non-operating charges, net                                        189            --
                                                                       ---------      --------
                                                                          (3,808)       (4,099)
                                                                       ---------      --------

INCOME FROM CONTINUING OPERATIONS BEFORE
     INCOME TAXES AND DISCONTINUED OPERATIONS                              5,826         1,652

INCOME TAX EXPENSE                                                        (2,603)         (826)
                                                                       ---------      --------
INCOME FROM CONTINUING OPERATIONS                                          3,223           826

DISCONTINUED OPERATIONS:
     Loss from discontinued operations, net of applicable
       deferred income tax benefit of $90 in 1996                             --          (141)
                                                                       ---------      --------
NET INCOME                                                              $  3,223       $   685
                                                                       ---------      --------
                                                                       ---------      --------
</TABLE>




See notes to consolidated financial statements.


                                          2

<PAGE>

                          AFFINITY GROUP, INC. AND SUBSIDIARIES
                          CONSOLIDATED STATEMENTS OF OPERATIONS
                                    (In Thousands)
                                     (Unaudited)


<TABLE>
<CAPTION>

                                                            NINE MONTHS ENDED
                                                        ------------------------
                                                         9/30/97        9/30/96
                                                        ---------      ---------
<S>                                                   <C>            <C>
REVENUES:                                                  
    Membership services                                 $  85,309      $  75,087 
    Publications                                           30,595         21,871 
    Merchandise                                           100,563            --- 
                                                        ---------      ---------
                                                          216,467         96,958 

COSTS APPLICABLE TO REVENUES:
    Membership services                                    50,266         43,650 
    Publications                                           22,437         17,027 
    Merchandise                                            68,398            --- 
                                                        ---------      ---------
                                                          141,101         60,677 

GROSS PROFIT                                               75,366         36,281 

OPERATING EXPENSES:
    Selling, general and administrative                    39,533         13,009 
    Depreciation and amortization                           9,069          6,234 
                                                        ---------      ---------
                                                           48,602         19,243 
                                                        ---------      ---------

INCOME FROM OPERATIONS                                     26,764         17,038 

NON-OPERATING EXPENSE:
    Interest expense, net                                 (12,177)       (12,459)
    Other non-operating charges, net                          231             (1)
                                                        ---------      ---------
                                                          (11,946)       (12,460)
                                                        ---------      ---------

INCOME FROM CONTINUING OPERATIONS BEFORE
    INCOME TAXES AND EXTRAORDINARY ITEM                    14,818          4,578 

INCOME TAX EXPENSE                                         (6,692)        (2,233)
                                                        ---------      ---------

INCOME FROM CONTINUING OPERATIONS                           8,126          2,345 

DISCONTINUED OPERATIONS:
    Loss from discontinued operations, net of applicable
       deferred income tax benefit of $288 in 1996            ---           (470)
                                                        ---------      ---------
INCOME BEFORE EXTRAORDINARY ITEM                            8,126          1,875

EXTRAORDINARY ITEM:
    Loss on early extinquishment of debt, less
       applicable income tax benefit of $145                 (241)           --- 
                                                        ---------      ---------
NET INCOME                                                 $7,885         $1,875 
                                                        ---------      ---------
                                                        ---------      ---------

</TABLE>

See notes to consolidated financial statements.

                                            3

<PAGE>

                        AFFINITY GROUP, INC. AND SUBSIDIARIES
                        CONSOLIDATED STATEMENTS OF CASH FLOWS
                                    (In Thousands)
                                     (Unaudited)
<TABLE>
<CAPTION>


                                                                           NINE MONTHS ENDED
                                                                        ---------------------
                                                                         9/30/97      9/30/96
                                                                        --------      -------
<S>                                                                     <C>           <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
     Net Income                                                         $  7,885       $  1,875
     Adjustments to reconcile net income to net cash
          provided by operating activities:
          Deferred tax provision                                           6,219          1,945
          Depreciation and amortization                                    9,069          6,234
          Provision for losses on accounts receivable                        499            518
          Deferred compensation                                              800             --
          Gain on disposal of property and equipment                          --              1
          Extraordinary item                                                 386             --
          Changes in operating assets and liabilities (net of
               purchased business):
               Accounts receivable                                        (2,158)         1,017
               Inventories                                                 4,454          1,423
               Prepaids and other assets                                  (5,308)        (4,541)
               Accounts payable                                          (10,682)        (3,443)
               Accrued and other liabilities                               1,599           (885)
               Deferred revenues                                           9,125          5,948
               Restricted investments                                     (1,246)           (61)
               Net assets and liabilities of discontinued operations      (1,003)          (398)
                                                                       ---------        -------
                  Net cash provided by operating activities               19,639          9,633
                                                                       ---------        -------
CASH FLOWS FROM INVESTING ACTIVITIES:
     Capital expenditures                                                 (3,060)        (1,305)
     Net changes in intangible assets                                     (6,890)          (697)
     Net changes in loans receivable                                     (19,144)         1,197
     Sale of investments                                                    (469)           783
     Purchase of Camping World                                           (97,418)            --
     Purchase of Ehlert Publishing Group                                 (20,800)            --
     Proceeds from sale of property and equipment                             29              2
     Note receivable from affiliate                                           --          3,113
                                                                       ---------        -------
                  Net cash (used in) provided by investing activities   (147,752)         3,093
                                                                       ---------        -------
CASH FLOWS FROM FINANCING ACTIVITIES:
     Net change in customer deposits                                      34,399          1,559
     Borrowings on long-term debt                                         57,150         26,550
     Principal payments of long-term debt                                (56,236)       (39,004)
     Increase in paid in capital                                         126,016             --
                                                                       ---------        -------
                  Net cash provided by (used in) financing activities    161,329        (10,895)
                                                                       ---------        -------
NET INCREASE IN CASH AND CASH EQUIVALENTS                                 33,216          1,831

CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD                           4,278          3,833
                                                                       ---------        -------
CASH AND CASH EQUIVALENTS AT END OF PERIOD                             $  37,494       $  5,664
                                                                       ---------        -------
                                                                       ---------        -------

Supplemental disclosures of cash flow information:
Cash paid during the period for:
     Interest                                                              8,942          9,343
     Income taxes                                                            523            472

</TABLE>


See notes to consolidated financial statements

                                               4
<PAGE>


                        AFFINITY GROUP, INC. AND SUBSIDIARIES
                      NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                     (UNAUDITED)
                                           

(1)  BASIS OF PRESENTATION

The financial statements included herein include the results of Affinity 
Group, Inc. and subsidiaries (the "Company") without audit, in accordance 
with generally accepted accounting principles, and pursuant to the rules and 
regulations of the Securities and Exchange Commission.  These interim 
consolidated financial statements should be read in conjunction with the 
consolidated financial statements and notes in the Company's 10-K report for 
the year ended December 31, 1996 as filed with the Securities and Exchange 
Commission.  In the opinion of management of the Company, these consolidated 
financial statements contain all adjustments of a normal recurring nature 
necessary to present fairly the financial position, results of operations and 
cash flows of the Company for the interim periods presented. 

The "Results of Operations" discussion below excludes the operations of the 
National Association for Female Executives ("NAFE") since it has been 
classified as a discontinued operation.  See Note (3) below.

Certain reclassifications of prior year amounts have been made to conform to 
the current presentation.

(2)  ACQUISITIONS AND NEW BORROWINGS

On March 6, 1997, the Company acquired the stock of Ehlert Publishing 
companies ("Ehlert") for $22.3 million, of which $20.8 million was paid in 
cash at closing.  In addition, a $1.5 million note was issued by Affinity 
Group Holding, Inc. ("AGHI"), the Company's parent corporation, to the 
seller, of which $1.0 million was repaid in April 1997.  The purchase price 
of Ehlert was funded primarily through borrowings under the Company's senior 
credit facility and a $6.5 million capital contribution to the Company from 
AGHI ($5.0 million of the capital contribution was in cash). 

Ehlert is a specialty publisher of sports and recreation magazines focusing 
on four niches: snowmobiling, personal watercraft, archery and all-terrain 
vehicles.

On April 2, 1997 the Company acquired the common stock of Camping World, Inc. 
("Camping World") for $108.0 million in cash, including $19.0 million for 
non-competition and consulting agreements with certain Camping World 
executives. The purchase price of Camping World was funded through capital 
contributions to the Company from AGHI (consisting of the net proceeds from 
the April 2, 1997 issuance by AGHI of $130.0 million in 11% senior notes due 
2007, net of expenses and repayment of approximately $7.5 million of AGHI's 
debt) together with borrowings under the Company's $75.0 million senior 
credit facility established April 2, 1997.

Camping World is a national specialty retailer of merchandise and services 
for RV owners.

The senior secured credit facility consists of a revolving line of credit of
$45.0 million and a term loan of $30.0 million.  The interest on borrowings
under the senior credit facility is at 

                                       5

<PAGE>


variable rates based on the ratio of total cash flow to outstanding 
indebtedness (as defined).  The Company also pays a commitment fee of 0.5% 
per annum on the unused amount of the revolving credit line.  Borrowings 
under the senior credit facility were used to pay-off outstanding balances 
under the previous senior secured term note and revolving line of credit.

(3) DISCONTINUED OPERATIONS

In October 1994, the Company acquired substantially all the assets and 
assumed certain liabilities of NAFE.  The total consideration for the 
acquisition, including assumed liabilities and costs of acquisition, totaled 
$10.8 million.

The Company adopted a plan to dispose of the NAFE assets in the fourth 
quarter of 1996.  In connection with the plan, the Company recorded a loss of 
$5.9 million net of related income taxes of $1.1 million in the fourth 
quarter of 1996 based on the anticipated proceeds upon sale.  On July 31, 
1997, the Company entered into a definitive agreement to sell the assets of 
NAFE for $200,000, plus assumption by the buyer of the deferred membership 
liability.  In 1996, the results of operations of NAFE were classified as 
discontinued operations in the accompanying financial statements.  As of 
September 30, 1997, management believes the estimated loss on sale and 
balance of the reserve established in 1996 remains adequate.

Information relating to the operations of NAFE for the nine months ended 
September 30, 1997 and 1996 are as follows (in thousands):

                                            9/30/97           9/30/96
                                           --------           --------

      Revenues                              $ 3,036           $4,355
      Costs applicable to revenues            3,702            4,236
                                            -------          -------
      Gross profit (loss)                      (666)             119
      Operating expenses                        562              877
                                            -------          -------
      Loss from operations                   (1,228)            (758)
      Income tax benefit                        335              288
                                            -------          -------
      Loss from discontinued operations        (893)            (470)
      Accrued for at December 31, 1996          893                -
                                            -------          -------
      Net loss                              $     -           $ (470)
                                            -------          -------
                                            -------          -------


                                       6

<PAGE>


The assets and liabilities of NAFE included in the accompanying consolidated
balance sheet as of September 30, 1997 and December 31, 1996 are as follows (in
thousands):

                                                    9/30/97       12/31/96
                                                    --------      --------
          Current assets:
             Cash                                     $  52       $   261
             Accounts receivable                        475           539
             Inventories                                  -           183
             Prepaid expenses                            10           884
                                                     ------      --------
                Total current assets                    537         1,867
          Current liabilities:
             Accounts payable                            15         1,048
             Accrued liabilities                         10         2,283
                                                     ------      --------
                Total current liabilities                25         3,331
                                                     ------      --------
             Net current assets (liabilities)         $ 512       $(1,464)
                                                     ------      --------
                                                     ------      --------
          Long-term assets:
             Property and equipment                   $   -       $    67
             Intangible assets                            -         3,000
             Other assets                                 -            25
                                                     ------      --------
                Total long-term assets                    -         3,092
          Long-term liabilities:
             Deferred revenues                            -         2,119
                                                     ------      --------
             Net long-term assets                     $   -       $   973
                                                     ------      --------
                                                     ------      --------


(4) UNAUDITED PRO FORMA RESULTS OF OPERATIONS

The operating results of Ehlert and Camping World have been included in the 
Company's consolidated results of operations from the dates of acquisition.  
The acquisitions have been accounted for using the purchase method of 
accounting and, accordingly, the assets and liabilities of Ehlert and Camping 
World have been recorded at the estimated fair market value at the dates of 
the acquisitions.

The following unaudited pro forma results of operations for the quarters 
ended September 30, 1997 and 1996 assume the acquisitions occurred as of 
January 1, 1996 giving effect to certain adjustments including elimination of 
non-recurring income and expenses recorded by the previous owners and 
increased expenses that would have been applicable from the beginning of the 
year for depreciation and amortization, and interest expense.  These pro 
forma results have been prepared solely for comparative purposes and are not 
necessarily indicative of the results of operations that actually would have 
occurred had the combinations been in effect at the beginning of the 
respective periods, nor are they indicative of future results of operations 
of the combined companies.


                                       7

<PAGE>
                                                  (IN THOUSANDS) 
                                               9/30/97        9/30/96
                                             ----------     ---------
     Revenues                                $ 258,939      $ 246,377
     Income from continuing operations and
          before extraordinary items             8,064          7,583
     Net income                                  7,823          7,113

(5)  DISCLOSURES ABOUT SEGMENTS OF AN ENTERPRISE AND RELATED INFORMATION

In June 1997, the Financial Accounting Standards Board issued Statement of 
Financial Accounting Standards (SFAS) No. 131, DISCLOSURES ABOUT SEGMENTS OF 
AN ENTERPRISE AND RELATED INFORMATION, which will be effective for the 
Company beginning January 1, 1998.  SFAS No. 131 redefines how operating 
segments are determined and requires disclosure of certain financial and 
descriptive information about a company's operating segments.  The Company 
anticipates with the adoption of SFAS No. 131, it will expand its segment 
disclosures.  The Company believes the segment information required to be 
disclosed under SFAS No. 131 will be more comprehensive than previously 
provided, including expanded disclosure of income statement and balance sheet 
items for each of its reportable operating segments.


                                       8

<PAGE>

                        AFFINITY GROUP, INC. AND SUBSIDIARIES
                  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                         CONDITION AND RESULTS OF OPERATIONS

ITEM:  2

The following tables are derived from the Company's Consolidated Statements 
of Operations and express the results from operations as a percentage of 
revenues and reflect the net increase (decrease) between periods:

<TABLE>
<CAPTION>


                                                                                  THREE MONTHS ENDED
                                                                          ------------------------------------
                                                                          9/30/97       9/30/96      Inc/(Dec)
                                                                         --------      ---------     ---------
<S>                                                                     <C>            <C>          <C>
REVENUES:
     Membership services                                                   34.3%          80.6%         19.7%
     Publications                                                          11.3%          19.4%         64.1% 
     Merchandise                                                           54.4%            --            -- 
                                                                         --------       -------       --------
                                                                          100.0%         100.0%        181.5% 
COSTS APPLICABLE TO REVENUES:
     Membership services                                                   20.9%          49.1%         19.2% 
     Publications                                                           8.0%          12.6%         80.3% 
     Merchandise                                                           37.4%            --            -- 
                                                                         --------       -------       --------
                                                                           66.3%          61.7%        202.3% 

GROSS PROFIT                                                               33.7%          38.3%        148.0% 

OPERATING EXPENSES:
     Selling, general and administrative                                   19.4%          13.9%        292.5% 
     Depreciation and amortization                                          3.7%           6.5%         61.4% 
                                                                         --------       -------       --------
                                                                           23.1%          20.4%        218.7% 
                                                                         --------       -------       --------
INCOME FROM OPERATIONS                                                     10.6%          17.9%         67.5% 

NON-OPERATING EXPENSE:
     Interest expense, net                                                 (4.4%)        (12.8%)        (2.5%)
     Other non-operating charges, net                                       0.2%            --            -- 
                                                                         --------       -------       --------
                                                                           (4.2%)        (12.8%)        (7.1%)
                                                                         --------       -------       --------
INCOME FROM CONTINUING OPERATIONS BEFORE
     INCOME TAXES AND DISCONTINUED OPERATIONS                               6.4%           5.1%        252.7% 
          
INCOME TAX EXPENSE                                                         (2.8%)         (2.6%)      (215.1%)
                                                                         --------       -------       --------
INCOME FROM CONTINUING OPERATIONS                                           3.6%           2.5%        290.2% 

DISCONTINUED OPERATIONS:
     Loss from discontinued operations, net of
       applicable tax benefit                                                --          (0.4%)       (100.0%)
                                                                         --------       -------       --------
NET INCOME                                                                  3.6%          2.1%         370.5%
                                                                         --------       -------       --------
                                                                         --------       -------       --------

</TABLE>


                                          9

<PAGE>


                        AFFINITY GROUP, INC. AND SUBSIDIARIES
                  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                         CONDITION AND RESULTS OF OPERATIONS



<TABLE>
<CAPTION>




                                                                                  NINE MONTHS ENDED
                                                                          ------------------------------------
                                                                          9/30/97       9/30/96      Inc/(Dec)
                                                                         --------      ---------     ---------
<S>                                                                     <C>            <C>          <C>
REVENUES:
     Membership services                                                   39.4%          77.4%         13.6% 
     Publications                                                          14.1%          22.6%         39.9% 
     Merchandise                                                           46.5%            --            --
                                                                         -------        -------       -------
                                                                          100.0%         100.0%        123.3% 
COSTS APPLICABLE TO REVENUES:
     Membership services                                                   23.1%          45.0%         15.2% 
     Publications                                                          10.4%          17.6%         31.8% 
     Merchandise                                                           31.7%            --           --- 
                                                                         -------        -------       -------
                                                                           65.2%          62.6%        132.5% 

GROSS PROFIT                                                               34.8%          37.4%        107.7% 

OPERATING EXPENSES:
     Selling, general and administrative                                   18.2%          13.4%        203.9% 
     Depreciation and amortization                                          4.2%           6.4%         45.5% 
                                                                         -------        -------       -------
                                                                           22.4%          19.8%        152.6% 
                                                                         -------        -------       -------
INCOME FROM OPERATIONS                                                     12.4%          17.6%         57.1% 

NON-OPERATING EXPENSE:
     Interest expense, net                                                 (5.7%)        (12.9%)        (2.3%)
     Other non-operating charges, net                                       0.1%            --           -- 
                                                                         -------        -------       -------
                                                                           (5.6%)        (12.9%)        (4.1%)
                                                                         -------        -------       -------
INCOME FROM CONTINUING OPERATIONS BEFORE
     INCOME TAXES AND EXTRAORDINARY ITEM                                    6.8%           4.7%        223.7% 

INCOME TAX EXPENSE                                                         (3.0%)         (2.3%)       199.7% 
                                                                         -------        -------       -------

INCOME FROM CONTINUING OPERATIONS                                           3.8%           2.4%        246.5% 

DISCONTINUED OPERATIONS:
     Loss from discontinued operations, net of                               --           (0.5%)      (100.0%)
       applicable tax benefit
                                                                         -------        -------       -------
INCOME BEFORE EXTRAORDINARY ITEM                                            3.8%           1.9%        333.4% 

EXTRAORDINARY ITEM:
     Extraordinary item, net of applicable income                          (0.2%)           --         100.0% 
       tax benefit
                                                                         -------        -------       -------
NET INCOME                                                                  3.6%           1.9%        320.5% 
                                                                         -------        -------       -------
                                                                         -------        -------       -------
</TABLE>


                                          10


<PAGE>

                                RESULTS OF OPERATIONS
                                           
                                           
THREE MONTHS ENDED SEPTEMBER 30, 1997 
COMPARED WITH THREE MONTHS ENDED SEPTEMBER 30, 1996

REVENUES

Revenues of $90.5 million for the third quarter of 1997 increased by 
approximately $58.4 million or 181.5% from the comparable period in 1996. 
Excluding the Ehlert operations acquired March 6, 1997 and the Camping World 
operations acquired April 2, 1997, revenues were $34.6 million for the third 
quarter of 1997 compared to $32.2 million for the comparable period in 1996, 
a 7.7% increase.

Membership services revenues of $31.0 million for the third quarter of 1997 
increased by approximately $5.1 million from the comparable period in 1996. 
Excluding the Camping World operations, membership services revenue increased 
by approximately $2.2 million to $28.1 million, an 8.5% increase.  This 
revenue increase was largely attributable to a $0.6 million increase in 
ancillary product revenue consisting of an $0.8 million increase from the new 
extended vehicle warranty program, $0.3 million increase from the Rapid 
Response emergency road service contracts acquired August 4, 1997, and $0.3 
million increase in marketing fees from sales of health and life insurance, 
offset by an $0.8 million revenue decrease in member events. An $0.8 million
increase in financial and insurance services revenue and a membership services
revenue increase of $0.8 million principally attributable to the Good Sam Club
due to renewals of existing members from an increased member pool account for 
the balance of the increase.

Publication revenue of $10.2 million for the third quarter of 1997 increased 
by $4.0 million from the comparable period in 1996.  Excluding the Ehlert 
acquisition revenue, publication revenue increased by approximately $0.3 
million largely attributable to increased revenue from new books mailed and 
increases in advertising revenue in certain publications.

Merchandise revenue was $49.3 million and was related entirely to Camping 
World acquired in April 1997.  On a pro forma basis, assuming the Camping 
World acquisition had occurred at July 1, 1996, merchandise revenue for the 
quarter increased $1.0 million or 2.1%.  This increase was principally 
attributable to a $0.6 million increase in retail showroom sales and a $0.4 
million increase in mail order sales.

COSTS APPLICABLE TO REVENUES

Costs applicable to revenues totaled $60.0 million for the third quarter of 
1997, an increase of $40.2 million or 202.3% over the comparable period in 
1996. Excluding the Ehlert and Camping World operations, costs applicable to 
revenues increased $2.9 million for the third quarter of 1997 compared to the 
third quarter of 1996.

                                       11

<PAGE>

Membership services costs and expenses increased by approximately $3.0 
million or 19.2% to $18.9 million in the third quarter of 1997 compared to 
$15.8 million in 1996.  Excluding the Camping World acquisition, membership 
services costs increased $2.0 million to $17.9 million largely as a result of 
an $0.8 million increase in emergency road service claims costs, a $0.5 
million increase related to a new membership credit card program, increased 
expenses of $1.0 million associated with the financial and insurance services 
and offset by $0.3 million in lower marketing and promotional costs for the
various clubs and other ancillary products and services.

Publication costs and expenses of $7.3 million for the third quarter of 1997 
increased $3.2 million or 80.3% compared to the third quarter of 1996. 
Excluding the Ehlert and Camping World acquisitions, costs increased by $0.9 
million over the comparable period in 1996.  This increase was primarily due 
to increased CAMPGROUND DIRECTORY expenses of $0.7 million and a $0.2 million
increase in publication expenses due to an additional ROADS TO ADVENTURE
issue.

Merchandise costs applicable to revenues were $33.9 million and were related 
entirely to Camping World acquired in April 1997.  On a pro forma basis, 
assuming the Camping World acquisition had occurred at July 1, 1996, 
merchandise costs for the quarter increased $0.9 million.  In addition to the 
corresponding $0.7 million increase attributable to the increase in 
merchandise sales, the gross profit margin decreased by $0.2 million or 0.3%.

OPERATING EXPENSES

Selling, general and administrative expenses of $17.5 million for the third 
quarter of 1997 were $13.0 million over the third quarter of 1996.  Excluding 
the Camping World and Ehlert acquisitions, general and administrative 
expenses declined by $0.2 million compared to the prior year primarily as a 
net result of an increase of $0.5 million for deferred executive compensation 
more than offset by decreases in other compensation-related expenses.  
Depreciation and amortization expenses of $3.4 million were $1.3 million over 
the third quarter of 1996.  This variance is principally due to depreciation 
and amortization of assets attributable to the Ehlert and Camping World 
acquisitions.

INCOME FROM OPERATIONS

Income from operations for the third quarter of 1997 increased by $3.9 
million or 67.5% to $9.6 million compared to $5.8 million for the third 
quarter of 1996. Excluding income from operations of $4.1 million recognized 
from the acquired operations of Camping World and Ehlert, income from 
operations decreased by $0.2 million.  Improved gross profit from the 
membership services segment of $0.2 million and $0.2 million in reduced 
operating expenses were more than offset by decreases in publication gross 
profit of $0.6 million.

NON-OPERATING EXPENSES

Non-operating expenses were $3.8 million for the third quarter of 1997, compared
to $4.1 million for the same period in 1996.  This $0.3 million variance was
primarily due to decreased 


                                       12

<PAGE>

net interest expense from lower average loan balances and the reduction of a 
prior period accrued loss for the future minimum rental charges on an 
abandoned leased facility.  This reduction is attributable to a new sublease 
agreement on the facility which mitigates the Company's exposure to the 
future minimum rental charges.

INCOME FROM CONTINUING OPERATIONS BEFORE INCOME TAXES AND DISCONTINUED 
OPERATIONS

Income from continuing operations before income taxes and discontinued 
operations in the third quarter of 1997 was $5.8 million compared to $1.7 
million for the third quarter of 1996.  This increase was largely due to the 
increase in income from operations from the Ehlert and Camping World 
acquisitions.

INCOME TAXES

In the third quarter of 1997, the Company recognized a $2.6 million tax 
expense compared to $0.8 million tax expense in the third quarter of 1996.

DISCONTINUED OPERATIONS

As further described in Note 3 to the consolidated financial statements, the 
Company adopted a plan to dispose of the assets of NAFE in the fourth quarter 
of 1996.  NAFE operating losses in the third quarter of 1997 were included in 
the estimated loss on disposal accrued in 1996.  The 1996 results have been 
restated to recognize NAFE as a discontinued operation in the prior year for 
comparative purposes.

NET INCOME

The net income in the third quarter of 1997 was $3.2 million compared to net 
income of $0.7 million for the same period in 1996.

NINE MONTHS ENDED SEPTEMBER 30, 1997
COMPARED WITH NINE MONTHS ENDED SEPTEMBER 30, 1996

REVENUES

Revenues of $216.5 million for the nine months ended September 30, 1997 
increased by approximately $119.5 million or 123.3% from the comparable 
period in 1996.  Excluding the Ehlert operations acquired March 6, 1997 and 
the Camping World operations acquired April 2, 1997, revenues were $101.8 
million for the first nine months of 1997 compared to $97.0 million for the 
comparable period in 1996, a 5.0% increase.

Membership services revenues of $85.3 million for the first nine months of 1997
increased by approximately $10.2 million or 13.6% from the comparable period in
1996.  Excluding the Camping World membership services operations, membership
services revenue of $79.0 


                                       13

<PAGE>

million increased $3.9 million compared to 1996 partially due to a $2.5 
million revenue increase from the new extended vehicle warranty program, a 
$1.8 million revenue increase in the Good Sam Club due to renewals of 
existing members from an increased member pool, and a $1.4 million revenue 
increase from financial and insurance services. These increases were offset 
by a decrease in membership services revenue of $1.1 million associated with 
reduced Coast to Coast Club enrollment and a $0.7 million decrease in member 
event revenue and other marketing fee revenue.

Publication revenue of $30.6 million for the first nine months of 1997 
increased by $8.7 million or 39.9% from the comparable period in 1996.  This 
revenue increase was primarily due to $7.7 million in additional revenue from 
the Ehlert operations plus $0.4 million in new advertising revenue for 
TRAILER LIFE, a $0.3 million increase due to two additional ROADS TO 
ADVENTURE issues, and $0.4 million of additional revenue due to more book 
publications and increased promotion.

Merchandise revenue of $100.6 million related entirely to Camping World 
acquired in April 1997.  On a pro forma basis, assuming the Camping World 
acquisition had occurred at January 1, 1996, merchandise revenue for the 
first nine months of 1997 increased $5.8 million or 4.8%.  This increase was 
principally attributable to a $4.0 million increase in retail showroom sales 
and a $1.8 million increase in mail order sales.

COSTS APPLICABLE TO REVENUES

Costs applicable to revenues totaled $141.1 million for the first nine months 
of 1997, an increase of $80.4 million or 132.5% over the comparable period in 
1996. Excluding the Ehlert and Camping World operations, costs applicable to 
revenues increased $4.5 million for the first nine months of 1997 compared to 
the first nine months of 1996, a 7.3% increase.

Membership services costs and expenses increased by approximately $6.6 
million or 15.2% to $50.3 million for the first nine months of 1997 compared 
to $43.7 million in 1996.  Excluding the Camping World acquisition, 
membership services costs increased $4.4 million to $48.1 million.  This 
increase was primarily the result of marketing expenses of $1.3 million 
relating to the new credit card program introduced in the fourth quarter of 
1996, increased emergency road service claims and marketing expenses of $1.3 
million, and increased expenses of $1.6 million associated with financial and 
insurance services.

Publication costs and expenses of $22.4 million for the first nine months of 
1997 increased $5.4 million or 31.8% compared to the first nine months of 
1996. Excluding the Ehlert operations, costs remained relatively unchanged 
compared to 1996. Paper cost decreases realized in the first nine months of 
1997 as a result of a re-negotiated paper contract were offset by increases 
associated with additional issues of ROADS TO ADVENTURE and increased books 
marketing and fulfillment cost.

                                       14

<PAGE>

Merchandise costs applicable to revenues of $68.4 million related entirely to 
Camping World acquired in April 1997.  On a pro forma basis, assuming the 
Camping World acquisition had occurred at January 1, 1996, merchandise costs 
for the first nine months of 1997 increased $5.4 million or 6.1%.  In 
addition to the corresponding $3.9 million increase attributable to the 
increase in merchandise sales, the gross profit margin decreased by $1.5 
million or 1.1%.

OPERATING EXPENSES

Selling, general and administrative expenses of $39.5 million for the first 
nine months of 1997 were $26.5 million over the first nine months of 1996. 
Excluding Ehlert and Camping World operations, general and administrative 
expenses decreased $0.7 million.  The increased expense of $0.8 million for 
deferred executive compensation was more than offset by decreases in other 
compensation and legal expenses.  Depreciation and amortization expenses of 
$9.1 million were $2.8 million over the first nine months of 1996, of which 
$2.6 million was due to depreciation and amortization of assets attributable 
to the Ehlert and Camping World acquisitions.

INCOME FROM OPERATIONS

Income from operations for the first nine months of 1997 increased by $9.7 
million or 57.1% to $26.8 million compared to $17.0 million for the first 
nine months of 1996.  The $9.7 million variance was due to $8.9 million of 
operating income generated by the acquisitions in 1997, $0.9 million gross 
profit increase from publications, and a reduction of $0.4 million in 
operating expenses, partially offset by a $0.5 million decrease in gross 
profit from membership services.

NON-OPERATING EXPENSES

Non-operating expenses of $11.9 million for the first nine months of 1997 
decreased $0.5 million from the same period in 1996.  This decrease is 
primarily the result of lower average loan balances in 1997 and the reduction 
of a prior period accrued loss for the future minimum rental charges on an 
abandoned leased facility.  This reduction is attributable to a new sublease 
agreement on the facility which mitigates the Company's exposure to the 
future minimum rental charges.

INCOME FROM CONTINUING OPERATIONS BEFORE INCOME TAXES AND EXTRAORDINARY ITEM

Income from continuing operations before income taxes and extraordinary item 
in 1997 was $14.8 million compared to $4.6 million for the first nine months 
of 1996.  This increase was due to the increase in income from operations 
from the Ehlert and Camping World acquisitions, and an increase in gross 
profit from publications.  Decreases in operating expenses were offset by the 
reduced gross profit from membership services.

INCOME TAXES

                                       15

<PAGE>

In the first nine months of 1997, the Company recognized a $6.7 million tax 
expense compared to $2.2 million tax expense in the first nine months of 1996.

DISCONTINUED OPERATIONS

As further described in Note 3 to the consolidated financial statements, the 
Company adopted a plan to dispose of the assets of NAFE in the fourth quarter 
of 1996.  NAFE operating losses in 1997 were included in the estimated loss 
on disposal accrued in 1996.  The 1996 results have been restated to 
recognize NAFE as a discontinued operation in the prior year for comparative 
purposes.

EXTRAORDINARY ITEM

The Company refinanced its senior term and revolving credit facilities April 
2, 1997.  As a result, the Company incurred a write-off of unamortized 
financing cost of $0.2 million, net of tax.

NET INCOME

The net income in the first nine months of 1997 was $7.9 million compared to 
net income of $1.9 million for the same period in 1996.

LIQUIDITY AND CAPITAL RESOURCES

At September 30, 1997 the Company's senior and subordinated debt totaled 
$147.0 million compared to $145.1 million at December 31, 1996.

Cash, cash equivalents and investments totaled $39.2 million at September 30, 
1997 compared to $4.8 million at December 31, 1996.  Included in the 
September 30, 1997 cash, cash equivalents and investments is $23.2 million 
which is restricted for use by Affinity Bank (AB) and Affinity Insurance 
Group (AINS) subsidiaries.  The assets of AB and AINS are subject to 
regulatory restrictions on dividends or other distributions to the Company 
and are unavailable to reduce Company debt.  In addition, both AB and AINS, 
although required to be consolidated with the Company, are recognized as 
"unrestricted" or non-guarantying subsidiaries as defined in the senior 
credit facility, as discussed further below, and AB only is "unrestricted" 
under the terms of the 11.5% senior subordinated notes of the Company.

Both AB and AINS are subject to regulatory guidelines which, among other 
things, stipulate the minimum capital requirements for each entity based on 
certain operating ratios.  To maintain those ratios the Company contributed 
$1.0 million of capital to each AB and AINS during the third quarter of 1997. 
 It is anticipated that additional capital contributions of $7.0 million will 
be made in the remaining calendar year.

On March 6, 1997, the Company acquired the stock of Ehlert for $22.3 million, 
of which $20.8 million was paid in cash at closing.  In addition, a $1.5 
million note was issued by Affinity 

                                       16

<PAGE>

Group Holding, Inc. (AGHI), the Companys' parent, to the seller, of which 
$1.0 million was repaid in April 1997.  The balance of the note is payable on 
March 6, 1999, together with interest at 5% per annum.  In addition, John 
Ehlert, the founder and principal stockholder of Ehlert, entered into a 
non-competition agreement for $0.2 million.  The purchase price of Ehlert was 
funded primarily through borrowings under the Company's senior credit 
facility and a $6.5 million capital contribution to the Company from AGHI 
($5.0 million of the capital contribution was in cash).

On April 2, 1997, the Company acquired the stock of Camping World for $108.0 
million in cash, including $19.0 million for non-competition and consulting 
agreements with certain Camping World executives.  In addition, AGHI entered 
into management incentive agreements with certain Camping World executives 
pursuant to which up to an additional $15.0 million will be paid subject to 
Camping World achieving certain operating goals.  Such contingent amounts 
will be payable in $1.0 million annual installments on the first four 
anniversaries of the closing and $11.0 million on the fifth anniversary of 
the closing.  The purchase price of Camping World was funded through cash 
capital contributions of $119.5 million to the Company from AGHI (consisting 
of the net proceeds from the April 2, 1997 issuance by AGHI of $130.0 million 
in 11% senior notes due 2007, net of expenses and repayments of approximately 
$7.5 million of AGHI's debt) together with borrowings under the Company's new 
$75.0 million senior credit facility (discussed below).

The new $75.0 million senior credit facility provides a term loan of $30.0 
million (reducing in quarterly principal installments of $1.5 million) and a 
$45.0 million revolving credit line.  The interest on borrowings under the 
senior credit facility is at variable rates based on the ratio of total cash 
flow to outstanding indebtedness (as defined).  Interest rates float with 
prime and the London Interbank Offered Rates (LIBOR), plus an applicable 
margin ranging from 0.75% to 2.75% over the stated rates.  The Company also 
pays a commitment fee of 0.5% per annum on the unused amount of the revolving 
credit line.  The senior credit facility is secured by a security interest in 
the assets of the Company and its subsidiaries and a pledge of the stock of 
the Company and its subsidiaries.  At September 30, 1997, no amounts were 
outstanding under the $45.0 million revolving credit line.

The new senior credit facility and indenture allow for, among other things, 
the distribution of payments by the Company to AGHI to service the 
semi-annual interest due on the AGHI 11% $130.0 million senior notes and the 
annual amounts due under the Camping World Management Incentive Agreements.  
Such distributions are subject to the Company's compliance with certain 
restrictive covenants, including, but not limited to, an interest coverage 
ratio, fixed charge coverage ratio, minimum operating cash flow, and 
limitations on capital expenditures and total indebtedness.

During the nine months ended September 30, 1997, payments under the terms of 
several phantom stock agreements totaled $0.6 million.  Additional phantom 
stock payments of $1.6 million are scheduled to be made over the next twelve 
months.

                                       17

<PAGE>

Capital expenditures in the nine months ended September 30, 1997 totaled $3.1 
million compared to capital expenditures of $1.3 million during the same 
period in 1996.  Capital expenditures are anticipated to be approximately 
$1.5 million for the remainder of 1997, primarily for continued enhancements 
to membership marketing databases, inbound and outbound tele-communications, 
and computer software and hardware.

In the next two years, most large companies will face a potentially serious 
information systems (computer) problem because certain software application 
and operational programs written in the past will not properly recognize 
calendar dates beginning in the year 2000.  The Company began the process of 
identifying the changes required to their computer programs and hardware 
during 1996.  The necessary modifications to the Company's financial and 
operational information systems are expected to be completed by the first 
quarter of 1999.  Preliminary estimates of the total costs to be incurred 
prior to the year 2000 range from $1.0 million to $1.5 million.  Maintenance 
and modification costs will be expensed as incurred while the costs of new 
software will be capitalized and amortized over the software's useful life.

Management believes that funds generated by operations together with 
available borrowings under its revolving credit line will be sufficient to 
satisfy the Company's operating cash needs, debt obligations and capital 
requirements of its existing operations during the next twelve months.

This filing contains statements that are "forward looking statements," and 
includes, among other things, discussions of the Company's business strategy 
and expectations concerning market position, future operations, margins, 
profitability, liquidity and capital resources, as well as statements 
concerning the integration of acquired operations and the achievement of 
financial benefits and operational efficiencies in connections with 
acquisitions.  Although the Company believes that the expectations reflected 
in such forward looking statements are reasonable, it can give no assurance 
that such expectations will prove to have been correct.  All phases of the 
operations of the Company are subject to a number of uncertainties, risks and 
other influences, including consumer spending, fuel prices, general economic 
conditions, regulatory changes and competition, many of which are outside the 
control of the Company, any one of which, or a combination of which, could 
materially affect the results of the Company's operations and whether the 
forward looking statements made by the Company ultimately prove to be 
accurate.

                                       18

<PAGE>

PART II:  OTHER INFORMATION


       Items 1-6:  Not Applicable


                                       19

<PAGE>



SIGNATURES:


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

                                        

                                        AFFINITY GROUP, INC.



                                        /s/  MARK J. BOGGESS
Date:  November 12, 1997                ---------------------------
                                        Mark J. Boggess
                                        Senior Vice President
                                        Chief Financial Officer



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