SECURITIES AND EXCHANGE COMMISSION
                                Washington, D.C. 20549


                                       FORM 8-K


                  Current Report Pursuant to Section 13 or 15(d) of
                         The Securities Exchange Act of 1934



       April 3, 1995                                Commission File No. 1-7361
       (Date of earliest event reported)


                            AMERICAN FINANCIAL CORPORATION



       Incorporated under the laws of Ohio                        IRS Employer
                                                 Identification No. 31-0624874

                                One East Fourth Street
                               Cincinnati, Ohio  45202
                                Phone:  (513) 579-2538







       
                            AMERICAN FINANCIAL CORPORATION

                                       FORM 8-K


          Item 5.     Other Events.

                      The merger of American Financial  Corporation ("AFC")
          with a  newly-formed subsidiary  of American Premier  Group, Inc.
          ("New American Premier") was completed on April 3, 1995.

                      New American Premier  was formed to  own 100%  of the
          common stock of both AFC and American Premier  Underwriters, Inc.
          In the transaction, Carl H. Lindner and members of his family who
          owned 100% of the common stock of AFC  exchanged their AFC common
          stock for approximately 55% of New American Premier voting common
          stock.   Former shareholders  of  American Premier  Underwriters,
          Inc., including AFC and its subsidiaries, received the other  45%
          of New American Premier's voting common stock.

                      Immediately preceding  the transaction,  AFC  granted
          voting rights to  holders of its Series F  and Series G Preferred
          Stock  such that  holders of those  shares have 21%  of the total
          votes.   A  copy  of  AFC's  Amended  and  Restated  Articles  of
          Incorporation is included as an exhibit.

                      Following completion of the merger, an AFC subsidiary
          repaid $187 million of  borrowings under its multi-bank revolving
          credit facility.   Also, as previously indicated,  AFC called for
          redemption all of its  12% Debentures due 1999  (aggregating $133
          million) at par and  all of its 12-1/4% Debentures due  2003 ($52
          million) at 102.5% of par.  The redemption date for each issue is
          May 3, 1995.  

          Item 7.     Financial Statements, Pro Forma Financial Information
          and Exhibits.

                         (c)  Exhibits:

                              Exhibit Number
                              (referenced to Item 601 of Regulation 5-K)
                              (3)(i) Articles of Incorporation


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                                      SIGNATURES

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



                                        AMERICAN FINANCIAL CORPORATION



          April 7, 1995                 By:       /s/                      
                                              Fred J. Runk
                                              Vice President & Treasurer





























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