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                      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 (Date of earliest event reported):  January 26, 2000



                          AMBAC FINANCIAL GROUP, INC.
            (Exact name of Registrant as specified in its charter)



         Delaware                     1-10777              13-3621676
(State of incorporation)      (Commission file number)     (I.R.S. employer
                                                           identification no.)


One State Street Plaza                                          10004
New York, New York                                              (Zip code)
(Address of principal executive offices)



                                (212) 668-0340
             (Registrant's telephone number, including area code)


                               Page 1 of 15 Pages

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                          Index to Exhibits on Page 4


Item 5.    Other Events


   On January 26, 2000, Ambac Financial Group, Inc. (the "Registrant") issued a
press release containing unaudited interim financial information and
accompanying discussion for the 1999 fourth quarter and full-year earnings.
Exhibit 99.05 is a copy of such press release and is incorporated herein by
reference.


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

         (c)  Exhibits.

              Exhibit Number                    Item
              --------------                    ----

                 99.05          Unaudited interim financial statements and
                                accompanying discussion for the three months
                                ended December 31, 1999 and the year ended
                                December 31, 1999 contained in the press release
                                issued by the Registrant on January 26, 2000.



                                  Page 2 of 15


                                 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.




                                       Ambac Financial Group, Inc.
                                       (Registrant)



Dated:      January 27, 2000           By: /s/ Frank J. Bivona
                                           -------------------
                                           Frank J. Bivona
                                           Executive Vice President and
                                           Chief Financial Officer






                                  Page 3 of 15




                               INDEX TO EXHIBITS
                               -----------------


Exhibit
- -------
Number     Description of Exhibit
- ------     ----------------------


 99.05     Unaudited interim financial statements and accompanying discussion
           for the three months ended December 31, 1999 and the year ended
           December 31, 1999 contained in the press release issued by the
           Registrant on January 26, 2000.



                                  Page 4 of 15