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
Date of Report: December 3, 1997
AMERICAN FINANCIAL GROUP, INC.
(FORMERLY AMERICAN FINANCIAL GROUP HOLDINGS, INC.)
Incorporated under the laws of Ohio
Commission File No. 001-13653 IRS Employer Identification No. 31-1544320
One East Fourth Street, Cincinnati, Ohio 45202
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(Address of Principal Executive Offices) (Zip Code)
(513) 579-2121
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(Registrant's Telephone Number, Including Area Code)
Item 5. Other Events.
This report is made pursuant to Rule 12g-3 to reflect the position of
the Registrant as successor issuer to American Financial Group, Inc., now known
as AFC Holdings Company, and American Financial Enterprises, Inc. The Common
Stock of AFC Holdings Company was listed on the New York Stock Exchange and
registered pursuant to Section 12(b) of the Securities Exchange Act of 1934. The
Common Stock of American Financial Enterprises, Inc. was listed on the Pacific
and Chicago Stock Exchanges and also registered pursuant to Section 12(b) of the
Exchange Act.
The succession took place by means of merger transactions whereby all
equity securities of AFC Holdings Company were exchanged for Common Stock of the
Registrant. Common Stock of American Financial Enterprises, Inc. not exchanged
for cash, was also exchanged for Common Stock of the Registrant.
The Common Stock of the Registrant, American Financial Group, Inc.,
has been listed on the New York Stock Exchange and registered pursuant to
Section 12(b) of the Exchange Act pursuant to Form 8-A filed with the Commission
on November 26, 1997 and made effective December 1, 1997.
See attached News Release regarding the above-described mergers and
certain other matters.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
(c) Exhibits
99 News Release dated December 2, 1997.
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, thereunto duly authorized.
American Financial Group, Inc.
BY: /s/James C. Kennedy
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James C. Kennedy
Secretary
Signed: December 3, 1997