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
June 30, 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 August 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 14
<PAGE>
            AMERICAN PREMIER UNDERWRITERS, INC. 10-Q
                             PART I
                      FINANCIAL INFORMATION

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

                                                      June 30,    December 31,
                                                         1997            1996
Assets:
Cash and short-term investments                      $  102.9        $   68.5
Investments:
  Bonds and redeemable preferred stocks:
    Held to maturity - at amortized cost
      (market - $263.9 and $292.0)                      264.2           291.3
    Available for sale - at market
      (amortized cost - $1,406.5 and $1,454.6)        1,392.3         1,441.0
  Other stocks - principally at market
    (cost - $83.1 and $77.0)                            103.2            76.3
  Investment in investee                                 40.6            36.6
  Loans receivable                                       24.6            30.8
  Real estate and other investments                       1.5             2.1
    Total investments                                 1,826.4         1,878.1

Accrued investment income                                26.0            29.0
Agents' balances and premiums receivable                323.9           269.1
Amounts due from affiliates                              78.8           151.8
Recoverables from reinsurers and prepaid
  reinsurance premiums                                   67.4            67.6
Other receivables                                        23.7            45.5
Deferred acquisition costs                               89.8            76.3
Cost in excess of net assets acquired                   375.4           378.2
Deferred tax asset                                      147.6           154.7
Other assets                                            156.9           150.4

                                                     $3,218.8        $3,269.2

Liabilities and Shareholders' Equity:
Unpaid losses and loss adjustment expenses           $1,024.2        $1,048.8
Unearned premiums                                       446.8           379.8
Policyholder dividends                                   12.7            23.8
Long-term debt:
  Parent Company                                        159.7           160.5
  Subsidiaries                                            7.9             8.3
Amounts due to affiliates                               132.5           178.0
Accounts payable and other liabilities                  341.9           425.5
    Total liabilities                                 2,125.7         2,224.7

Shareholders' Equity:
  Common Stock, $1 par value
    47,000,000 shares outstanding                        47.0            47.0
  Capital surplus                                       580.3           580.4
  Retained earnings                                     462.0           426.3
  Net unrealized losses on marketable securities          3.8            (9.2)
    Total shareholders' equity                        1,093.1         1,044.5

                                                     $3,218.8        $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    Six months ended
                                              June 30,            June 30,
                                           1997       1996      1997      1996
Income:
  Property and casualty insurance
    premiums                             $335.0     $337.7    $652.3    $677.5
  Net investment income                    33.0       55.7      67.1     109.5
  Realized gains (losses) on sales
    of securities                           (.2)       1.9      (1.1)      6.7
  Equity in net earnings of investee        2.3        1.8       4.3       3.0
  Gain on sales of subsidiaries              -          .1        -       53.1
  Other income                              4.7        2.7       6.2       6.6
                                          374.8      399.9     728.8     856.4

Costs and Expenses:
  Property and casualty insurance:
    Losses and loss adjustment expenses   257.6      250.3     494.9     512.3
    Commissions and other underwriting
      expenses                             69.4       82.1     141.1     161.6
  Interest charges on borrowed money        6.6       10.6      14.4      20.4
  Other operating and general expenses     14.6       13.1      24.3      22.8
                                          348.2      356.1     674.7     717.1

Earnings before income taxes               26.6       43.8      54.1     139.3
Provision for income taxes                  7.7       17.1      18.3      55.0

Earnings before extraordinary item         18.9       26.7      35.8      84.3

Extraordinary item - loss on prepayment
  of debt, net of tax benefit                -        (2.7)       -       (4.6)

Net Earnings                             $ 18.9     $ 24.0    $ 35.8    $ 79.7



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

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

                                                           Six months ended
                                                                June 30,
                                                              1997     1996
Operating Activities:
  Net earnings                                              $ 35.8   $ 79.7
  Adjustments:
   Deferred federal income tax                                 -       50.6
   Extraordinary loss on prepayment of debt                    -        4.6
   Depreciation and amortization                              13.3     14.8
   Equity in net earnings of investee                         (4.3)    (3.0)
   Realized (gains) losses on investing activities             1.0    (59.7)
   Decrease (increase) in receivables                        (41.1)    23.9
   Decrease (increase) in other assets                       (27.6)     5.5
   Decrease in unpaid losses and loss
     adjustment expenses                                     (24.6)   (62.0)
   Decrease in policyholder dividends                        (11.0)   (15.2)
   Increase (decrease) in unearned premiums                   67.0    (29.0)
   Decrease in other liabilities                             (80.0)   (14.4)
   Dividends from investee                                      .3       .3
   Other, net                                                  (.3)     (.1)
                                                             (71.5)    (4.0)
Investing Activities:
  Purchases of and additional investments in:
    Fixed maturity investments                              (252.1)  (194.9)
    Equity securities                                         (5.8)     (.2)
    Affiliates and subsidiaries                               (5.0)      -
    Property and equipment                                    (4.8)    (3.1)
  Maturities and redemptions of fixed maturity
    investments                                               55.2     57.5
  Sales of:
    Fixed maturity investments                               291.1    134.0
    Equity securities                                           .1      1.0
    Affiliates and subsidiaries                                -       66.2
    Real estate, property and equipment                        1.0      1.3
  Cash of subsidiaries acquired (sold)                          .1     (4.6)
  Increase in other investments                                (.1)     (.1)
                                                              79.7     57.1
Financing Activities:
  Reductions of debt                                          (1.3)  (123.4)
  Issuance of debt                                             -       52.0
  Net advances (to) from affiliates                           27.5    (24.8)
                                                              26.2    (96.2)

Net Increase (Decrease) in Cash and Short-term Investments    34.4    (43.1)

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

Cash and short-term investments at end of period            $102.9   $ 73.3


                                               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 
   $44.5 million at June 30, 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.

   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.
<PAGE>
   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. 

C. Long-term Debt
     
   The carrying value of long-term debt consisted of the following 
   (in millions):
                                                June 30,   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        91.2           91.7
                                                  159.7          160.5
     Subsidiaries:
      Other                                         7.9            8.3

         Total                                   $167.6         $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 June 30, 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
   June 30, 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):
   

                                  Held to   Available
     1997                        Maturity    For Sale       Total
     Purchases                      $  .1      $252.0      $252.1
     Maturities and redemptions      33.3        21.9        55.2
     Sales                             -        291.1       291.1
                                 
     1996
     Purchases                      $11.6      $183.3      $194.9
     Maturities and redemptions      25.2        32.3        57.5
     Sales                             -        134.0       134.0

   
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 June 30, 1997 and December 31, 1996.
APU's ratio of earnings to fixed charges on a total enterprise
basis was 4.06 for the first six 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 $130.1 million (plus
$2.4 million of accrued interest) at June 30, 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 $21.7 million (plus $.1 million of accrued
interest) at June 30, 1997 and $96.5 million (plus $1.0 million
of accrued interest) at December 31, 1996.
<PAGE>
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 June 30, 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 second quarter of 1997 were $26.6 million, 
a decrease of $17.2 million from the comparable 1996 period.  The decrease 
is attributable to a $22.7 million decrease in investment income and a 
decrease of $2.1 million in realized gains.  These items were partially 
offset by a reduction of $4.0 million in interest expense resulting from debt
retirements in 1996 and a $2.7 million improvement in underwriting profit.

Pretax earnings for the six months ended June 30, 1997 were $54.1 million, 
a decrease of $85.2 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 $24.3 million due primarily to a
$42.4 million decrease in investment income, partially offset by a 
$12.7 million improvement in underwriting results and a $6.0 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.
      
                               11
<PAGE>
            AMERICAN PREMIER UNDERWRITERS, INC. 10-Q

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


Net written premiums and combined ratios for APU's insurance
subsidiaries are as follows (dollars in millions):

                                Three months ended      Six months ended
                                      June 30,              June 30,
                                  1997        1996        1997      1996
  Net Written Premiums (GAAP)
  NSA Group                     $302.2      $264.3      $606.3    $535.5
  Republic Indemnity              55.0        55.3       112.9     114.7

                                $357.2      $319.6      $719.2    $650.2

  Combined Ratios (GAAP)
  NSA Group                       96.8%      101.3%       97.0%    101.7%
  Republic Indemnity             101.7%       84.4%      100.1%     88.3%
  Aggregate                       97.7%       98.4%       97.6%     99.5%


 NSA Group  For the second quarter and first six months of 1997,
net written premiums of the NSA Group increased 14% and 13%,
respectively, from the comparable 1996 periods 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 first six months of 1996.  Underwriting results for the
second quarter and first six months of 1997 and 1996 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 these reserve reductions, Republic 
Indemnity's underwriting results for the second quarter and first 
six months of 1997 decreased as compared to the comparable 1996 
periods due primarily to an increase in the severity of claims.

Investment Income  Investment income decreased $22.7 million (41%) 
during the second quarter and $42.4 million (39%) during the first 
half of 1997 due primarily to a decrease in funds advanced to 
affiliates and a decrease in average investments held resulting from 
debt repurchases in 1996.  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 $3.7 million 
and $41.1 million earned during the first six months of 1997 and 1996, 
respectively, on amounts due from affiliates.
<PAGE>
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 on amounts due to AFG, 
interest expense for the second quarter and six months ended June 30, 1997 
decreased by $1.1 million (46%) and $7.0 million (45%), respectively, 
from the comparable 1996 periods.  The decreases reflect the repurchase 
of subordinated notes during 1996.  Interest on amounts due AFG was 
$5.9 million and $4.9 million during the first six months of 1997 and 1996,
respectively.
                                
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<PAGE>
            AMERICAN PREMIER UNDERWRITERS, INC. 10-Q

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


NEW TAX LEGISLATION

New federal tax legislation was signed into law in August 1997.
Management believes the legislation will not have a material
effect on APU's financial condition or results of operations.
                                
                                
                                
                                
                                
                                
                                
                                
                                
                                
                               13
<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.



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

                                   

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