SECURITIES AND EXCHANGE COMMISSION
                       Washington, D.C. 20549


                              FORM 10-Q


       Quarterly Report Pursuant to Section 13 or 15(d) of the
                   Securities Exchange Act of 1934


For the Quarterly Period Ended                      Commission File
March 31, 1997                                      No. 1-1569



                 AMERICAN PREMIER UNDERWRITERS, INC.




Incorporated under                                  IRS Employer I.D.
the Laws of Pennsylvania                            No. 23-6000765


           One East Fourth Street, Cincinnati, Ohio 45202
                           (513) 579-6600






   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, and (2) has been
subject to such filing requirements for the past 90 days.  Yes  X
No ___


   As of May 1, 1997, there were 47,000,000 shares of the
Registrant's Common Stock outstanding, 38,000,000 of which were owned
by American Financial Corporation and 9,000,000 of which were owned
by American Financial Group, Inc.



                            Page 1 of 13
<PAGE>
              AMERICAN PREMIER UNDERWRITERS, INC. 10-Q
                               PART I
                        FINANCIAL INFORMATION

        AMERICAN PREMIER UNDERWRITERS, INC. AND SUBSIDIARIES
                     CONSOLIDATED BALANCE SHEET
                        (Dollars In Millions)

                                                   March 31,  December 31,
                                                       1997          1996
Assets:
Cash and short-term investments                   $    86.5      $   68.5
Investments:
  Bonds and redeemable preferred stocks:
    Held to maturity - at amortized cost
      (market - $282.9 and $292.0)                    286.6         291.3
    Available for sale - at market
      (amortized cost - $1,455.8 and $1,454.6)      1,414.7       1,441.0
  Other stocks - principally at market
    (cost - $77.1 and $77.0)                           80.6          76.3
  Investment in investee                               38.4          36.6
  Loans receivable                                     24.6          30.8
  Real estate and other investments                     2.1           2.1
    Total investments                               1,847.0       1,878.1

Accrued investment income                              27.4          29.0
Agents' balances and premiums receivable              304.7         269.1
Amounts due from affiliates                            94.9         151.8
Recoverables from reinsurers and prepaid
  reinsurance premiums                                 65.5          67.6
Other receivables                                      29.0          45.5
Deferred acquisition costs                             86.3          76.3
Cost in excess of net assets acquired                 378.3         378.2
Deferred tax asset                                    162.9         154.7
Other assets                                          155.1         150.4
                                                   $3,237.6      $3,269.2

Liabilities and Shareholders' Equity:
Unpaid losses and loss adjustment expenses         $1,013.2      $1,048.8
Unearned premiums                                     424.7         379.8
Policyholder dividends                                 21.6          23.8
Long-term debt:
  Parent Company                                      159.9         160.5
  Subsidiaries                                          8.1           8.3
Amounts due to affiliates                             221.0         178.0
Accounts payable and other liabilities                343.3         425.5
    Total liabilities                               2,191.8       2,224.7

Shareholders' Equity:
  Common Stock, $1 par value
    47,000,000 shares outstanding                      47.0          47.0
  Capital surplus                                     580.0         580.4
  Retained earnings                                   443.2         426.3
  Net unrealized losses on marketable securities      (24.4)         (9.2)
    Total shareholders' equity                      1,045.8       1,044.5

                                                   $3,237.6      $3,269.2

                                2
<PAGE>
              AMERICAN PREMIER UNDERWRITERS, INC. 10-Q

        AMERICAN PREMIER UNDERWRITERS, INC. AND SUBSIDIARIES
                 CONSOLIDATED STATEMENT OF EARNINGS
                            (In Millions)

                                                     Three months ended
                                                          March 31,
                                                       1997        1996
Income:
  Property and casualty insurance premiums           $317.3      $339.8
  Net investment income                                34.1        53.8
  Realized gains (losses) on sales of securities        (.9)        4.8
  Equity in net earnings of investee                    2.0         1.2
  Gain on sales of subsidiaries                          -         53.0
  Other income                                          1.5         3.9
                                                      354.0       456.5

Costs and Expenses:
  Property and casualty insurance:
    Losses and loss adjustment expenses               237.3       262.0
    Commissions and other underwriting expenses        71.7        79.5
  Interest charges on borrowed money                    7.8         9.8
  Other operating and general expenses                  9.7         9.7
                                                      326.5       361.0

Earnings before income taxes                           27.5        95.5
Provision for income taxes                             10.6        37.9

Net earnings before extraordinary item                 16.9        57.6

Extraordinary item - loss on prepayment of debt,
  net of tax benefit                                     -         (1.9)

Net Earnings                                         $ 16.9      $ 55.7




                                3
<PAGE>
              AMERICAN PREMIER UNDERWRITERS, INC. 10-Q

        AMERICAN PREMIER UNDERWRITERS, INC. AND SUBSIDIARIES
                CONSOLIDATED STATEMENT OF CASH FLOWS
                            (In Millions)

                                                       Three months ended
                                                             March 31,
                                                          1997       1996
Operating Activities:
  Net earnings                                          $ 16.9     $ 55.7
  Adjustments:                                                
   Deferred federal income tax                              -        33.0
   Extraordinary loss on prepayment of debt                 -         1.9
   Depreciation and amortization                           6.8        7.4
   Equity in net earnings of investee                     (2.0)      (1.2)
   Realized (gains) losses on investing activities          .9      (58.1)
   Decrease (increase) in receivables                    (22.2)       8.5
   Increase in other assets                              (16.9)     (22.6)
   Decrease in unpaid losses and loss
     adjustment expenses                                 (35.7)     (29.5)
   Decrease in policyholder dividends                     (2.2)      (9.9)
   Increase (decrease) in unearned premiums               44.9       (9.0)
   Increase (decrease) in other liabilities              (76.7)      22.5
   Dividends from investee                                  .2         .2
   Other, net                                              (.2)       (.2)
                                                         (86.2)      (1.3)
Investing Activities:
  Purchases of and additional investments in:
    Fixed maturity investments                          (203.6)    (122.8)
    Equity securities                                      (.2)       (.2)
   Affiliates and subsidiaries                            (5.0)        -
   Property and equipment                                 (1.4)      (1.8)
  Maturities and redemptions of fixed maturity
    investments                                           19.1       32.4
  Sales of:
    Fixed maturity investments                           196.2       82.3
    Equity securities                                       .1         .8
    Affiliates and subsidiaries                             -        66.2
    Real estate, property and equipment                     .1         .8
  Cash of subsidiaries acquired (sold)                      .1       (4.6)
  Increase in other investments                            (.1)        -
                                                           5.3       53.1
Financing Activities:
  Reductions of debt                                       (.9)     (38.5)
  Issuance of debt                                          -        11.0
  Net advances (to) from affiliates                       99.9      (73.0)
  Other, net                                               (.1)        -
                                                          98.9     (100.5)

Net Increase (Decrease) in Cash and Short-term 
 Investments                                              18.0      (48.7)

Cash and short-term investments at beginning of period    68.5      116.4

Cash and short-term investments at end of period        $ 86.5     $ 67.7

                                               4
<PAGE>
              AMERICAN PREMIER UNDERWRITERS, INC. 10-Q

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

A. Accounting Policies

   Basis of Presentation  In April 1995, American Premier
   Underwriters, Inc. ("APU") became a wholly-owned subsidiary of
   American Financial Group, Inc. ("AFG"), a new corporation formed
   by APU for the purpose of acquiring all of the common stock of APU
   and American Financial Corporation (the "Mergers").  As a result
   of the Mergers, all of the common stock of APU and American
   Financial Corporation ("AFC") was owned by AFG and AFG became
   APU's successor as the issuer of publicly held common stock.  At
   the close of business on December 31, 1996, AFG contributed to AFC
   81% of the Common Stock of APU.
   
   The accompanying consolidated financial statements for APU are
   unaudited; however, management believes that all adjustments
   (consisting only of normal recurring accruals unless otherwise
   disclosed herein) necessary for fair presentation have been made.
   The results of operations for interim periods are not necessarily
   indicative of results to be expected for the year.  The financial
   statements have been prepared in accordance with the instructions
   to Form 10-Q and therefore do not include all information and
   footnotes necessary to be in conformity with generally accepted
   accounting principles.

   Certain reclassifications have been made to prior years to conform
   to the current year's presentation.  All significant intercompany
   balances and transactions have been eliminated.  All acquisitions
   have been treated as purchases.  The results of operations of
   companies since their formation or acquisition are included in the
   consolidated financial statements.
   
   The preparation of the financial statements requires management to
   make estimates and assumptions that affect the amounts reported in
   the financial statements and accompanying notes.  Changes in
   circumstances could cause actual results to differ materially from
   those estimates.

   Investments   Debt securities are classified as "held to
   maturity" and reported at amortized cost if APU has the positive
   intent and ability to hold them to maturity.  Debt and equity
   securities are classified as "available for sale" and reported at
   fair value with unrealized gains and losses reported as a
   separate component of shareholders' equity if the securities are
   not classified as held to maturity or bought and held principally
   for selling in the near term.  Only in certain limited
   circumstances, such as significant issuer credit deterioration or
   if required by insurance or other regulators, may a company
   change its intent to hold a certain security to maturity without
   calling into question its intent to hold other debt securities to
   maturity in the future.
<PAGE>   
   Premiums and discounts on mortgage-backed securities are
   amortized over their expected average lives using the interest
   method.  Gains or losses on sales of securities are recognized at
   the time of disposition with the amount of gain or loss
   determined on the specific identification basis.  When a decline
   in the value of a specific investment is considered to be other
   than temporary, a provision for impairment is charged to earnings
   and the carrying value of that investment is reduced.

   APU's investments in equity securities of companies that are 20%-
   to 50%-owned by AFG and its subsidiaries are carried at cost,
   adjusted for a proportionate share of their undistributed
   earnings or losses.

                                  5
<PAGE>
              AMERICAN PREMIER UNDERWRITERS, INC. 10-Q

       NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - CONTINUED
   
   
   APU's investment in investee corporation reflects APU's 6% ownership 
   (3.2 million shares) of the common stock of Chiquita Brands 
   International, Inc. which is accounted for under the equity method.  
   AFG and its other subsidiaries own an additional 37% of the common stock
   of Chiquita.  Chiquita is a leading international marketer, producer and
   distributor of bananas and other quality fresh and processed food 
   products.  The market value of APU's investment in Chiquita was 
   approximately $50.2 million at March 31, 1997.
   
   Short-term investments are carried at cost; loans receivable are
   stated primarily at the aggregate unpaid balance.
   
   Cost in Excess of Net Assets Acquired  The excess of cost of
   subsidiaries over APU's equity in the underlying net assets
   ("goodwill") is being amortized over 40 years.
   
   APU's management continually monitors whether significant changes
   in certain industry and regulatory conditions or prolonged trends
   of declining profitability have occurred which would lead APU to
   question the recoverability of the carrying value of its goodwill.
   APU's evaluation of its recorded goodwill would be based primarily
   on estimates of future earnings, as well as all other available
   factors which may provide additional evidence relevant to the
   assessment of recoverability of its goodwill.
   
   Insurance  As discussed under "Reinsurance" below, unpaid losses
   and loss adjustment expenses and unearned premiums have not been
   reduced for reinsurance receivable.

   Reinsurance  In the normal course of business, APU's insurance
   subsidiaries cede reinsurance to other companies to diversify risk
   and limit maximum loss arising from large claims.  To the extent
   that any reinsuring companies are unable to meet obligations under
   the agreements covering reinsurance ceded, APU's insurance
   subsidiaries would remain liable.  Amounts recoverable from
   reinsurers are estimated in a manner consistent with the claim
   liability associated with the reinsurance policies.  APU's
   insurance subsidiaries report as assets (a) the estimated
   reinsurance recoverable on unpaid losses, including an estimate
   for losses incurred but not reported, and (b) amounts paid to
   reinsurers applicable to the unexpired terms of policies in force.
   APU's insurance subsidiaries also assume reinsurance from other
   companies.  Income on reinsurance assumed is recognized based on
   reports received from ceding reinsurers.

   Deferred Acquisition Costs  Policy acquisition costs (principally
   commissions, premium taxes and other underwriting expenses)
   related to the production of new business are deferred.  The
   deferral of acquisition costs is limited based upon their
   recoverability without any consideration for anticipated
   investment income.  Deferred policy acquisition costs are charged
   against income ratably over the term of the related policies.
<PAGE>
   Unpaid Losses and Loss Adjustment Expenses  The net liabilities
   stated for unpaid claims and for expenses of investigation and
   adjustment of unpaid claims are based upon (a) the accumulation of
   case estimates for losses reported prior to the close of the
   accounting period on the direct business written; (b) estimates
   received from ceding reinsurers and insurance pools and
   associations; (c) estimates of unreported losses based on past
   experience and (d) estimates based on experience of expenses for
   investigating and adjusting claims.


                                  6
<PAGE>
              AMERICAN PREMIER UNDERWRITERS, INC. 10-Q

       NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - CONTINUED

   
   These liabilities are subject to the impact of changes in claim
   amounts and frequency and other factors.  In spite of the
   variability inherent in such estimates, management believes that
   the liabilities for unpaid losses and loss adjustment expenses are
   adequate.  Changes in estimates of the liabilities for losses and
   loss adjustment expenses are reflected in the Statement of
   Earnings in the period determined.
   
   Premium Recognition  Premiums are earned over the terms of the
   policies on a pro rata basis.  Unearned premiums represent that
   portion of premiums written which is applicable to the unexpired
   terms of policies in force.  On reinsurance assumed from other
   insurance companies or written through various underwriting
   organizations, unearned premiums are based on reports received
   from such companies and organizations.
   
   Policyholder Dividends  Dividends payable to policyholders
   represent management's estimate of amounts payable on
   participating policies which share in favorable underwriting
   results.  The estimate is accrued during the period in which the
   related premium is earned.  Changes in estimates are included in
   the Statement of Earnings in the period determined.  Policyholder
   dividends do not become legal liabilities unless and until
   declared by the boards of directors of the insurance companies.
   
   Income Taxes  APU has filed consolidated federal income tax
   returns which include all 80%-owned U.S. subsidiaries.  As a
   result of the Mergers, AFG (parent) has been included in APU's
   consolidated return for 1995 and 1996.  At the close of business
   on December 31, 1996, AFG contributed 81% of the common stock of
   APU to AFC.  Accordingly, AFC and APU will file a single
   consolidated return for 1997.

   Deferred income taxes are calculated using the liability method.
   Under this method, deferred income tax assets and liabilities are
   determined based on differences between financial reporting and
   tax bases and are measured using enacted tax rates.  Deferred tax
   assets are recognized if it is more likely than not that a tax
   benefit will be realized.
<PAGE>
   Benefit Plans   APU provides retirement benefits to qualified
   employees of participating companies through contributory and
   noncontributory defined contribution plans.  In addition, APU
   sponsored employee savings plans under which APU matched a
   specified portion of contributions made by eligible employees.
   Contributions to benefit plans and savings plans are charged
   against earnings in the year for which they are declared.  APU had
   Employee Stock Ownership Retirement Plans ("ESORP").  In 1997,
   these ESORP plans were combined into a new plan.  Like the ESORP
   plans, the new plan is a noncontributory, qualified plan invested
   in securities of AFG and affiliates for the benefit of employees.

   APU and many of its subsidiaries provide health care and life
   insurance benefits to eligible retirees.  APU also provides
   postemployment benefits to former or inactive employees (primarily
   those on disability) who were not deemed retired under other
   company plans.  The projected future cost of providing these
   benefits is expensed over the period the employees qualify for
   such benefits.



                                  7
<PAGE>
              AMERICAN PREMIER UNDERWRITERS, INC. 10-Q
                                  
       NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - CONTINUED


   Capital Surplus   Adjustments to claims and contingencies arising
   from events or circumstances preceding APU's 1978 reorganization
   are reflected in capital surplus if the adjustments are not
   clearly attributable to post-reorganization events or
   circumstances.  Such pre-reorganization claims and contingencies
   consist principally of personal injury claims by former employees
   of APU's predecessor and claims relating to the generation,
   disposal or release into the environment of allegedly hazardous
   substances arising out of railroad operations disposed of prior to
   the 1978 reorganization.

   Statement of Cash Flows   For cash flow purposes, "investing
   activities" are defined as making and collecting loans and
   acquiring and disposing of debt or equity instruments and property
   and equipment.  "Financing activities" include obtaining resources
   from owners and providing them with a return on their investments,
   borrowing money and repaying amounts borrowed.  All other
   activities are considered "operating".  Short-term investments
   having original maturities of three months or less when purchased
   are considered to be cash equivalents for purposes of the
   financial statements.
   
B. Divestitures

   In March 1996, APU sold the stock of a subsidiary, Buckeye
   Management Company ("Buckeye"), to an investment group consisting
   of members of Buckeye's management and employees for
   approximately $60 million in cash, net of transaction costs.
   Buckeye held, directly and indirectly, a 2% general partnership
   interest in Buckeye Partners, L.P. which, through its subsidiary
   entities, was an independent pipeline common carrier of refined
   petroleum products.  APU recorded a pretax gain of approximately
   $53 million from the sale.  The Chairman of the Board and Chief
   Executive Officer of Buckeye was also a director of APU, until
   resigning in March 1996.
<PAGE>
C. Long-term Debt
     
   The carrying value of long-term debt consisted of the following
   (in millions):
   
   
                                               March 31,  December 31,
                                                   1997          1996
     Parent Company:
      Subordinated notes, 10-7/8%, due 2011      $ 16.8        $ 16.8
      Subordinated notes, 10-5/8%, due 2000        51.7          52.0
      Subordinated notes,  9-3/4%, due 1999        91.4          91.7
                                                  159.9         160.5
     Subsidiaries:
      Other                                         8.1           8.3

         Total                                   $168.0        $168.8
   
   
   In 1995, Pennsylvania Company ("Pennco"), a wholly-owned
   subsidiary of APU, entered into a collateralized five-year
   reducing revolving credit agreement with several banks, under
   which it can borrow up to $75 million.  There were no
   borrowings outstanding under this agreement at March 31, 1997
   or December 31, 1996.
                                  

                                  8
<PAGE>
              AMERICAN PREMIER UNDERWRITERS, INC. 10-Q

       NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - CONTINUED


D.  Common Stock

    APU is authorized to issue 200,000,000 shares of Common Stock.  At 
    March 31, 1997, there were 47,000,000 shares of Common Stock outstanding,
    38,000,000 of which were owned by AFC and 9,000,000 of which were owned
    by AFG.

E.   Cash Flows - Fixed Maturity Investments
   
     "Investing activities" related to fixed maturity investments in APU's
     Statement of Cash Flows consisted of the following (in millions):


                                    Maturities
                                           and              Gross      Gross
                      Purchases    Redemptions     Sales    Gains     Losses
1997
Held to Maturity         $   .1          $10.8     $   -     $ -       $ -
Available for Sale        203.5            8.3      196.2      .3      (1.2)
     Total               $203.6          $19.1     $196.2    $ .3     ($1.2)
1996
Held to Maturity         $  8.6          $17.8     $   -     $ -       $ -
Available for Sale        114.2           14.6       82.3     4.2       (.2)
     Total               $122.8          $32.4     $ 82.3    $4.2       (.2)


   
F.   Contingencies

     There have been no significant changes to the matters discussed in
     Note K - "Contingencies" in APU's Annual Report on Form 10-K for 1996.
     


                                  9
<PAGE>
              AMERICAN PREMIER UNDERWRITERS, INC. 10-Q

                               ITEM 2

                Management's Discussion and Analysis
          of Financial Condition and Results of Operations


LIQUIDITY AND CAPITAL RESOURCES

Ratios  The ratio of APU's (parent-only) long-term debt to total capital was 
13% at both March 31, 1997 and December 31, 1996.  APU's ratio of earnings 
to fixed charges on a total enterprise basis was 3.92 for the first three 
months of 1997 compared to 8.92 for the entire year of 1996.

Sources of Funds     APU is organized as a holding company with almost all 
of its operations being conducted by subsidiaries.  The parent corporation, 
however, has continuing cash needs for administrative expenses, the payment
of principal and interest on borrowings and dividends on Common Stock.  
Thus, APU relies primarily on dividends and tax payments from its 
subsidiaries for funds to meet its obligations.

Management believes APU has sufficient resources to meet its liquidity 
requirements through operations in the short-term and long-term future.  If 
funds generated from operations, including dividends from subsidiaries, are 
insufficient to meet fixed charges in any period, APU would be required to 
generate cash through borrowings, sales of securities or other assets, or 
similar transactions. 

APU has a credit agreement with AFG under which APU and AFG could make loans 
of up to $200 million available to each other.  In January 1997, the amount 
of available loans was increased to $250 million.  The balance outstanding 
under the credit line bears interest at a variable rate of one percent over 
LIBOR and is payable on December 31, 2010.  Principal amounts payable to AFG
under the credit agreement totaled $217.5 million (plus $3.5 million of 
accrued interest) at March 31, 1997 and $175.5 million (plus $2.5 million of 
accrued interest) at December 31, 1996.

APU and Pennco also have separate revolving credit agreements with two AFC 
subsidiaries under which aggregate loans are available to those subsidiaries 
of up to $170 million.  Loans made under the credit lines bear interest at 
floating rates based on prime or LIBOR.  Aggregate amounts outstanding under 
the credit lines totaled $38.5 million (plus $.8 million of accrued interest)
at March 31, 1997 and $96.5 million (plus $1.0 million of accrued interest) 
at December 31, 1996.

Through 1995, APU has filed consolidated federal income tax returns and will 
do so again for 1996.  APU's federal income tax loss carryforward had been 
available to offset taxable income and, as a result, APU's obligation to pay 
federal income tax for 1996 is substantially eliminated.  At the close of 
business on December 31, 1996, AFG contributed 81% of the common stock of APU
to AFC.  Accordingly, beginning with the 1997 federal tax return, APU and
its 80%-owned U.S. subsidiaries will join AFC's consolidated federal tax 
return.  Under tax allocation agreements, APU's insurance subsidiaries 
generally compute tax provisions as if filing separate returns with the 
resulting provision (or credit) currently payable to (or receivable from) APU.

                                 10
<PAGE>
              AMERICAN PREMIER UNDERWRITERS, INC. 10-Q

                Management's Discussion and Analysis
    of Financial Condition and Results of Operations - Continued

Investments  Approximately 94% of the bonds and redeemable preferred stocks 
held by APU were rated "investment grade" (credit rating of AAA to BBB) by 
nationally recognized rating agencies at March 31, 1997.  Investment grade 
securities generally bear lower yields and lower degrees of risk than those 
that are unrated and non-investment grade.  Management believes that the high
quality investment portfolio should generate a stable and predictable
investment return.

RESULTS OF OPERATIONS

General  Pretax earnings for the three months ended March 31, 1997 were
$27.5 million, a decrease of $68.0 million from the comparable 1996 period.  
Results for 1996 include a $53 million gain from the sale of Buckeye 
Management Company.  Excluding the Buckeye gain and net gains and losses 
realized on sales of securities, pretax earnings decreased $9.3 million due 
primarily to an $18.9 million decrease in investment income (including equity
in net earnings of investee), partially offset by a $10.0 million improvement 
in underwriting results and a $2.0 million decrease in interest expense.

Property and Casualty Insurance  APU manages and operates its property and 
casualty business as two major sectors.  The nonstandard automobile insurance
companies ("NSA Group") insure risks not typically accepted for standard 
automobile coverage because of the applicant's driving record, type of 
vehicle, age or other criteria.  Republic Indemnity is engaged in the sale of
workers' compensation insurance in California and, to a lesser extent, in 
Arizona.  Workers' compensation policies provide coverage for prescribed 
benefits that employers are required to pay employees who are injured in the 
course of employment and for an employer's liability for losses suffered by 
its employees which are not included within the prescribed workers' 
compensation coverage. 

Underwriting profitability is measured by the combined ratio which is a sum of
the ratios of underwriting losses, loss adjustment expenses, underwriting 
expenses and policyholder dividends to premiums.  When the combined ratio is 
under 100%, underwriting results are generally considered profitable; when 
the ratio is over 100%, underwriting results are generally considered 
unprofitable.  The combined ratio does not reflect investment income, other 
income or federal income taxes. 
<PAGE>
Net written premiums and combined ratios for APU's insurance subsidiaries are
as follows (dollars in millions):

                                 Three months ended
                                      March 31,
                                   1997      1996
  Net Written Premiums (GAAP)
  NSA Group                      $304.1    $271.3
  Republic Indemnity               57.9      59.3

                                 $362.0    $330.6

  Combined Ratios (GAAP)
  NSA Group                       97.2%     102.1%
  Republic Indemnity              98.4%      92.4%
  Aggregate                       97.4%     100.6%


                                 11
<PAGE>
              AMERICAN PREMIER UNDERWRITERS, INC. 10-Q

                Management's Discussion and Analysis
    of Financial Condition and Results of Operations - Continued


 NSA Group  For the first quarter of 1997, net written premiums of
the NSA Group increased 12% from the comparable 1996 period due
primarily to volume increases in California resulting from enactment
of legislation requiring drivers to provide proof of insurance
coverage in order to obtain a valid permit.  The improvement in the
combined ratio reflects rate increases in various states over the
last couple of years.

 Republic Indemnity  Following significant declines during 1995 and
1996 as a result of mandatory premium rate reductions and an
extremely competitive pricing environment in the California workers'
compensation market, net written premiums for Republic Indemnity have
stabilized in 1997 at approximately the same level as in the 1996
first quarter.  Underwriting results for the 1996 first quarter
included reductions in loss, loss adjustment expense and policyholder
dividend reserves prompted by fundamental changes in the California
workers' compensation market and actuarial evaluations.  Excluding
the effects of such reserve reductions, Republic Indemnity's 1997
first quarter underwriting results improved moderately as compared to
1996 due primarily to a decrease in the frequency and severity of
claims.

Investment Income  Investment income decreased $19.7 million (37%)
due primarily to a decrease in funds advanced to affiliates.  In
December 1996, APU paid a dividend to AFG of $675 million consisting
of amounts then outstanding under APU's credit line with AFC.
Investment income includes $2.8 million and $20.0 million earned in
the first quarter of 1997 and 1996, respectively, on amounts due from
affiliates.

Investee Corporations  Equity in net earnings of investee
corporations represents APU's proportionate share of the earnings of
Chiquita Brands International, Inc.

Interest on Borrowed Money  Excluding interest expense of $3.5
million in 1997 on amounts due to AFG, interest expense for the three
month period decreased by $5.5 million (56%) from the comparable 1996
period.  The decrease reflects a reduction in long-term debt
resulting from the repurchase of subordinated notes during 1996.


                                  
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<PAGE>
              AMERICAN PREMIER UNDERWRITERS, INC. 10-Q
                               PART II
                          OTHER INFORMATION


                               ITEM 6
                                  
                  Exhibits and Reports on Form 8-K


(a)  Exhibits:

      Number        Description

       27           Financial Data Schedule - Included in Report filed
                    electronically with the Securities and Exchange
                    Commission.


(b)   Report on Form 8-K:  None



       ______________________________________________________________


                              Signature



Pursuant to the requirements of the Securities Exchange Act of 1934,
American Premier Underwriters, Inc. has duly caused this Report to be
signed on its behalf by the undersigned duly authorized.


                              American Premier Underwriters, Inc.



May 12, 1997                  BY: /s/ Fred J. Runk
                                  Fred J. Runk
                                  Senior Vice President and Treasurer




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