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
September 30, 1996                                  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 November 1, 1996, there were 47,000,000 shares of the
Registrant's Common Stock outstanding, all 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)


                                              September 30, December 31,
                                                      1996         1995
           Assets
Cash and short-term investments                   $  104.6     $  116.4
Investments:
  Bonds and redeemable preferred stocks:
    Held to maturity - at amortized cost
      (market - $304.9 and $342.7)                   307.1        332.8
    Available for sale - at market
      (amortized cost - $1,477.2 and $1,468.5)     1,474.9      1,536.9
  Other stocks - principally at market
    (cost - $3.7 and $4.2)                             3.2          3.7
  Investment in investee                              42.1         41.0
  Loans receivable                                    30.8         39.8
  Real estate and other investments                    8.6         20.4
      Total investments                            1,866.7      1,974.6

Accrued investment income                             32.2         33.8
Agents' balances and premiums receivable             288.0        326.9
Amounts due from affiliates, net                     587.1        554.4
Recoverables from reinsurers and prepaid
  reinsurance premiums                                77.9         65.3
Other receivables                                     37.4         38.0
Deferred acquisition costs                            79.8         89.6
Cost in excess of net assets acquired                381.1        389.9
Deferred tax asset                                   151.3        200.4
Other assets                                         160.0        165.9

                                                  $3,766.1     $3,955.2

       Liabilities and Shareholder's Equity
Unpaid losses and loss adjustment expenses        $1,097.9     $1,194.9
Unearned premiums                                    392.8        437.0
Policyholder dividends                                26.0         52.5
Long-term debt:
  Parent Company                                     256.0        320.6
  Subsidiaries                                         8.5          9.1
Accounts payable and other liabilities               357.6        389.2
      Total liabilities                            2,138.8      2,403.3

Shareholder's equity:
  Common Stock, $1 par value - outstanding
    47,000,000 shares                                 47.0         47.0
  Capital surplus                                    579.1        579.1
  Retained earnings                                1,003.9        881.8
  Net unrealized gain (loss) on marketable 
    securities, net of deferred income taxes          (2.7)        44.0
      Total shareholder's equity                   1,627.3      1,551.9

                                                  $3,766.1     $3,955.2
                                2
<PAGE>
            AMERICAN PREMIER UNDERWRITERS, INC. 10-Q

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


                                        Three months ended    Nine months ended
                                            September 30,        September 30,
                                            1996      1995       1996      1995
Income:
  Property and casualty insurance
    premiums                              $320.7    $372.1   $  998.2  $1,131.5
  Net investment income                     55.1      51.8      164.6     153.5
  Realized gains on sales of securities      (.1)      7.1        6.6       8.5
  Equity in net earnings (losses)
    of investee                             (1.4)     (0.9)       1.6        .7
  Gain (loss) on sales of subsidiaries        -         -        53.1       (.2)
  Other income                               5.2       3.2       11.8       9.3
                                           379.5     433.3    1,235.9   1,303.3

Costs and Expenses:
  Property and casualty insurance:
    Losses and loss adjustment expenses    221.4     303.4      733.7     899.1
    Commissions and other underwriting
      expenses                              74.1      84.9      235.3     252.3
    Policyholder dividends                  (4.3)     (3.5)      (3.9)      1.6
  Interest charges on borrowed money         9.2       9.8       29.6      36.1
  Other operating and general expenses      12.7       9.3       35.5      36.5
                                           313.1     403.9    1,030.2   1,225.6

Earnings before income taxes and
  extraordinary item                        66.4      29.4      205.7      77.7
Provision for income taxes                  24.0      11.2       79.0      29.6

Earnings before extraordinary item          42.4      18.2      126.7      48.1

Extraordinary item - loss on prepayment
  of debt                                     -       (0.6)      (4.6)     (4.7)

Net Earnings                              $ 42.4    $ 17.6   $  122.1  $   43.4












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

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

                                                           Nine months ended
                                                             September 30,
                                                            1996        1995
Operating Activities:
  Net earnings                                           $ 122.1     $  43.4
  Adjustments:
   Deferred Federal income tax                              75.4        25.7
   Extraordinary loss on prepayment of debt                  4.6         4.7
   Depreciation and amortization                            22.0        19.9
   Equity in net earnings of investee                       (1.6)        (.7)
   Realized gains on investing activities                  (61.6)       (7.8)
   Decrease (increase) in receivables                       27.5       (15.1)
   Decrease (increase) in other assets                       3.4        (4.0)
   Increase (decrease) in unpaid losses and loss
     adjustment expenses                                   (97.0)       47.2
   Decrease in policyholder dividends                      (26.5)      (36.8)
   Increase (decrease) in unearned premiums                (44.2)       27.7
   Decrease in other liabilities                           (21.2)      (15.5)
   Dividends from investee                                    .5          .3
   Other, net                                                 -          4.1
                                                             3.4        93.1
Investing Activities:
  Purchases of and additional investments in:
    Fixed maturity investments                            (210.8)     (371.5)
    Equity securities                                        (.2)       (2.0)
   Affiliates and subsidiaries                                -        (57.1)
   Property and equipment                                   (5.8)      (10.8)
  Maturities and redemptions of fixed maturity
    investments                                             74.7        58.4
  Sales of:
    Fixed maturity investments                             165.5       832.2
    Equity securities                                        1.0         2.3
    Affiliates and subsidiaries                             66.2        20.7
    Real estate, property and equipment                      3.4          .1
  Cash of subsidiaries sold                                 (4.6)         -
  Decrease in other investments                               .1         1.9
                                                            89.5       474.2
Financing Activities:
  Reductions of long-term debt                            (146.0)     (144.1)
  Additional long-term borrowings                           74.0          -
  Purchases of Common Stock                                   -        (87.6)
  Cash dividends paid                                         -        (21.7)
  Net advances to affiliates                               (32.7)     (521.2)
  Other, net                                                  -           .6
                                                          (104.7)     (774.0)

Net Decrease in Cash and Short-term Investments            (11.8)     (206.7)

Cash and short-term investments at beginning of period     116.4       287.5

Cash and short-term investments at end of period         $ 104.6      $ 80.8

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

           NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

   
A. Mergers

   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").  Under the terms of
   the Mergers, each share of APU Common Stock then outstanding
   was converted into one share of AFG common stock, and all
   shares of American Financial Corporation ("AFC") common stock
   were exchanged for 28.3 million shares of AFG common stock.
   As a result, all of the common stock of APU and AFC is owned
   by AFG and AFG is APU's successor as the issuer of publicly
   held common stock.
   
B. Accounting Policies

   Basis of Presentation  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.

   <PAGE>

   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 shareholder's 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.
   
   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. ("Chiquita") 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 $39.7 million at
   September 30, 1996.
   
   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 recoverable.

   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.

<PAGE>

   Deferred Acquisition Costs  Policy acquisition costs
   (principally commissions, premium taxes and other
   underwriting expenses) related to the production of new
   business are deferred ("DPAC").  The deferral of acquisition
   costs is limited based upon their recoverability without any
   consideration for anticipated investment income.  DPAC is
   charged against income ratably over the term of the related
   policies.

   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; (d)
   estimates based on experience of expenses for investigating
   and adjusting claims, and (e) the current state of the law



                                6
<PAGE>            

            AMERICAN PREMIER UNDERWRITERS, INC. 10-Q

     NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - CONTINUED

   
   and coverage litigation.  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 in which 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 income 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 files a consolidated income tax return
   which includes all 80%-owned U.S. subsidiaries and its parent
   company, AFG.  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.  An analysis of the likelihood of realizing tax
   benefits is reviewed and updated periodically.  Any
   adjustments to deferred tax assets are made in the period in
   which developments on which they are based become known.

   Benefit Plans    APU provides retirement benefits, primarily
   through contributory and noncontributory defined contribution
   plans.  In addition, APU sponsors employee savings plans
   under which APU matches a specified portion of contributions
   made by eligible employees.  Contributions to benefit plans
   are charged against earnings during the period in which
   employee wages, upon which the amount of such contributions
   are based, are earned.

<PAGE>

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


C. 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 holds, directly and indirectly, a 2% general
   partnership interest in Buckeye Partners, L.P. which, through
   its subsidiary entities, is 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.

   In February 1995, APU sold its Apparatus unit, which
   manufactured aerial lift trucks, for cash and notes of
   approximately $13 million, net of expenses and post-closing
   adjustments.  A provision of $4.0 million for the anticipated
   loss on this sale had been recorded in 1994.


D. Long-term Debt
     
   Long-term debt of APU consisted of the following (in
   millions):
   
   
                                              September 30,   December 31,
                                                      1996           1995
     Parent Company:
       Subordinated notes, 10-7/8%, due 2011        $ 27.8         $ 50.5
       Subordinated notes, 10-5/8%, due 2000          95.4          113.0
       Subordinated notes,  9-3/4%, due 1999         132.8          157.1
                                                     256.0          320.6
     Subsidiaries:
       Other                                           8.5            9.1

         Total                                      $264.5         $329.7
   
   During the first nine months of 1996, APU repurchased $64.6 million 
   of its subordinated notes for approximately $71.4 million which resulted
   in an extraordinary loss of $4.6 million.
   
   In December 1995, Pennsylvania Company ("Pennco"), a
   wholly-owned subsidiary of APU, entered into a new
   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 September 30, 1996 or December 31, 1995.
                                

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

     NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - CONTINUED


E. Common Stock

   Since the Mergers, AFG has owned all outstanding shares of APU's
   Common Stock.

F. 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
                                    Maturity    for Sale    Total
      1996
      Purchases                       $ 11.6      $199.2   $210.8
      Maturities and redemptions        39.1        35.6     74.7
      Sales                               -        165.5    165.5

      1995
      Purchases                       $129.5      $242.0   $371.5
      Maturities and redemptions        33.7        24.7     58.4
      Sales                               -        832.2    832.2
   
G. 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 1995 and in Part II, Item 1 - "Legal Proceedings" 
   in APU's Quarterly Report on Form 10-Q for June 30, 1996.


















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

                             ITEM 2

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


GENERAL

American Premier 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.


LIQUIDITY AND CAPITAL RESOURCES

Ratios  The ratio of holding company (APU and Pennco) long-term
debt to total capital was 14% at September 30, 1996 compared to
17% at December 31, 1995.  APU's ratio of earnings to fixed
charges on a total enterprise basis was 5.60 (excluding the gain
on sale of subsidiary) for the first nine months of 1996 compared
to 3.35 for the entire year of 1995.

Sources of Funds  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.

In recent months, three nationally recognized rating agencies
issued or upgraded ratings on APU subordinated debentures.  The
debentures are rated investment grade by two of the agencies.
Generally, the upgrades reflect the expectation that APU's
consolidated debt to total capital will remain conservative and
that coverage ratios will benefit from higher subsidiary earnings
and a lower level of fixed charges.

During 1995, APU entered into separate revolving credit
agreements with AFG and AFC.  Under such agreements, amounts
receivable from AFC at September 30, 1996 totaled $675 million
(plus $19.8 million of accrued interest), and amounts payable
to AFG totaled $136 million (plus $2.3 million of accrued
interest).

<PAGE>

During the first quarter of 1996, APU and Pennco entered into
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.  At September 30, 1996, aggregate amounts outstanding
under the credit lines totaled $30 million (plus $.6 million
of accrued interest).

APU's federal income tax loss carryforward is available to
offset taxable income and, as a result, APU's requirement to
pay federal income tax for 1996 is substantially eliminated.

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 September 30, 1996.  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.

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

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


RESULTS OF OPERATIONS

General  Pretax earnings for the third quarter of 1996 increased
$37.0 million from the third quarter of 1995, due primarily to a
$42.2 million improvement in underwriting results, a $2.8 million
increase in investment income and a $.6 million decrease in
interest expense, partially offset by a $7.2 million decrease in
net gains realized on sales of securities.

Pretax earnings for the nine months ended September 30, 1996 were
$205.7 million, an increase of $128.0 million over the comparable
1995 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 increased $76.8 million due primarily to a $54.6
million improvement in underwriting results, a $12.0 million
increase in investment income (including equity in net earnings
of investee) and a $6.5 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 statutorily 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 statutorily prescribed workers' compensation
coverage.

Underwriting profitability is measured by the combined ratio
which is a sum of the ratios of underwriting expenses, losses,
loss adjustment 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>                                
Results for APU's property and casualty insurance subsidiaries
are as follows (dollars in millions):

                                  Three months ended     Nine months ended
                                     September 30,         September 30,
                                    1996        1995      1996        1995
  Net Written Premiums (GAAP)
  NSA Group                       $248.0      $299.7    $783.5      $930.8
  Republic Indemnity                54.6        65.8     169.3       229.3
  Other Lines                         -           -         -          1.6

                                  $302.6      $365.5    $952.8    $1,161.7


  Aggregate Combined Ratio (GAAP)   90.8%      103.4%     96.7%      101.9%






                               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 third quarter and first nine months of 1996,
net written premiums of the NSA Group decreased 17% and 16%,
respectively, from the comparable 1995 periods due primarily to
significant rate increases implemented in 1995 and early 1996.
These rate increases contributed to an improvement in the 1996
combined ratios over the comparable 1995 periods.  In addition,
the 1995 combined ratios were impacted by weather-related losses,
principally from hailstorms in Texas in late April and early May.

Republic Indemnity  Net written premiums for Republic Indemnity decreased
17% and 26% for the third quarter and first nine months of 1996,
respectively, from the comparable 1995 periods due to the
continuing impact of the extremely competitive pricing
environment in the California workers' compensation market
resulting from the open rating system which began on January 1,
1995. Underwriting results for 1996 include significant
reductions in loss, loss adjustment expense and policyholder
dividend reserves prompted by fundamental changes in the
marketplace and actuarial evaluations.  Excluding the effect of
reserve reductions, underwriting results were comparable to the
prior year.

Investment Income  Average investments declined 15% for the first
nine months of 1996 compared with the same period in 1995,
reflecting the use of previously invested funds for advances to
affiliates and repurchases of debt.  Investment income, however,
increased $11.1 million (7%) due to the higher rate of return
earned on funds advanced to affiliates compared to the short-term
investments in which they had been invested prior to the Mergers.
Investment income includes $61.8 million and $28.6 million earned
in 1996 and 1995, respectively, on amounts due from affiliates.

Investee Corporations  Equity in net earnings of investee
corporations (companies in which AFG owns a significant portion
of the voting stock) represents APU's proportionate share of the
earnings of Chiquita Brands.  APU purchased 3.2 million shares of
Chiquita common stock from AFC during the second quarter of 1995.

Interest on Borrowed Money  Excluding interest expense of $7.3 million
in 1996 on amounts due to AFG, interest expense for the
nine month period decreased by $13.8 million (38%) from the
comparable 1995 period.  The decrease reflects a reduction in
long-term debt resulting from the repurchase of subordinated
notes during the second half of 1995 and first nine months of
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.



November 12, 1996             BY: Fred J. Runk
                                  
                                  Fred J. Runk
                                  Senior Vice President and Treasurer





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