AMERICAN GENERAL FINANCE CORP
10-Q, 1996-05-01
PERSONAL CREDIT INSTITUTIONS
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                     SECURITIES AND EXCHANGE COMMISSION
                          Washington, D.C.  20549

                                 FORM 10-Q


(Mark One)

[X]       QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE 
                        SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended               March 31, 1996              

                                     OR

[ ]       TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                        SECURITIES EXCHANGE ACT OF 1934

For the transition period from _____________ to _____________                   


                       Commission file number 1-6155


                   AMERICAN GENERAL FINANCE CORPORATION                  
           (Exact name of registrant as specified in its charter)



                Indiana                               35-0416090         
       (State of Incorporation)                   (I.R.S. Employer
                                                 Identification No.)


 601 N.W. Second Street, Evansville, IN                 47708            
(Address of principal executive offices)             (Zip Code)


                               (812) 424-8031                              
            (Registrant's telephone number, including area code)


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 (or for such shorter period that the
registrant was required to file such reports), and (2) has  been subject to
such filing requirements for the past 90 days.  Yes  X   No    

The registrant  meets  the  conditions set  forth  in  General  Instruction
H(1)(a)  and (b) of Form  10-Q and is therefore filing  this Form 10-Q with
the reduced disclosure format.

At  May 1,  1996, there were  10,160,012 shares of  the registrant's common
stock, $.50 par value, outstanding.
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                      PART I - FINANCIAL INFORMATION


Item 1.   Financial Statements



           AMERICAN GENERAL FINANCE CORPORATION AND SUBSIDIARIES
                Condensed Consolidated Statements of Income
                                (Unaudited)


                                               Three Months Ended
                                                    March 31,      
                                               1996          1995  
                                             (dollars in thousands)

Revenues
  Finance charges                            $362,126      $357,812
  Insurance                                    51,186        54,142
  Other                                        21,793        18,441

Total revenues                                435,105       430,395

Expenses
  Interest expense                            123,876       122,065
  Operating expenses                          128,722       109,845
  Provision for finance
    receivable losses                         106,531        72,312
  Insurance losses and loss
    adjustment expenses                        28,548        28,644

Total expenses                                387,677       332,866

Income before provision for
  income taxes                                 47,428        97,529

Provision for Income Taxes                     17,543        36,105


Net Income                                   $ 29,885      $ 61,424




See Notes to Condensed Consolidated Financial Statements.
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           AMERICAN GENERAL FINANCE CORPORATION AND SUBSIDIARIES
                   Condensed Consolidated Balance Sheets
                                (Unaudited)


                                             March 31,     December 31,
                                                1996            1995   
Assets                                         (dollars in thousands) 
 
Finance receivables, net of unearned
  finance charges:
    Real estate loans                        $2,781,574      $2,817,258
    Non-real estate loans                     2,528,711       2,694,369
    Retail sales finance                      1,969,693       2,131,978
    Credit cards                                540,717         557,603

Net finance receivables                       7,820,695       8,201,208
Allowance for finance receivable
  losses                                       (477,119)       (482,243)
Net finance receivables, less allowance
  for finance receivable losses               7,343,576       7,718,965

Investment securities                           870,507         883,895
Cash and cash equivalents                        84,227          88,297
Notes receivable from parent                    181,102         187,038
Goodwill                                        277,285         279,532
Other assets                                    297,816         327,750

Total assets                                 $9,054,513      $9,485,477


Liabilities and Shareholder's Equity

Long-term debt                               $4,814,843      $4,935,894
Short-term notes payable:
  Commercial paper                            1,969,692       2,194,771
  Banks and other                                95,499         135,700
Insurance claims and policyholder
  liabilities                                   468,667         483,971
Other liabilities                               262,455         275,683
Accrued taxes                                    13,072          10,962

Total liabilities                             7,624,228       8,036,981

Shareholder's equity:
  Common stock                                    5,080           5,080
  Additional paid-in capital                    691,914         691,914
  Net unrealized gains on investment 
    securities                                   19,324          38,412 
  Retained earnings                             713,967         713,090

Total shareholder's equity                    1,430,285       1,448,496

Total liabilities and shareholder's equity   $9,054,513      $9,485,477


See Notes to Condensed Consolidated Financial Statements.
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           AMERICAN GENERAL FINANCE CORPORATION AND SUBSIDIARIES
              Condensed Consolidated Statements of Cash Flows
                                (Unaudited)


                                                      Three Months Ended
                                                           March 31,      
                                                      1996          1995  
                                                    (dollars in thousands)
Cash Flows from Operating Activities
Net income                                          $ 29,885      $ 61,424
Reconciling adjustments to net cash
  provided by operating activities:
    Provision for finance receivable losses          106,531        72,312
    Depreciation and amortization                     21,969        28,235
    Deferral of finance receivable  
      origination costs                              (13,378)      (21,045)
    Deferred federal income tax charge (benefit)       1,397        (5,836)
    Change in other assets and other liabilities      26,254        64,801
    Change in insurance claims and
      policyholder liabilities                       (15,304)        3,781
    Other, net                                        16,457        44,815 
Net cash provided by operating activities            173,811       248,487

Cash Flows from Investing Activities
  Finance receivables originated or purchased       (987,747)   (1,517,889)
  Principal collections on finance receivables     1,240,601     1,206,185
  Investment securities purchased                    (57,670)      (53,592)
  Investment securities called, matured and sold      42,506        19,603
  Change in notes receivable from parent
    and affiliates                                     5,936           -   
  Other, net                                          (5,320)       (7,047)
Net cash provided by (used for) investing
  activities                                         238,306      (352,740)

Cash Flows from Financing Activities
  Proceeds from issuance of long-term debt            27,950       732,416
  Repayment of long-term debt                       (149,850)     (278,360)
  Change in short-term notes payable                (265,280)     (279,774)
  Dividends paid                                     (29,007)      (27,534)
Net cash (used for) provided by financing
  activities                                        (416,187)      146,748

(Decrease) increase in cash and cash equivalents      (4,070)       42,495 
Cash and cash equivalents at beginning of period      88,297        38,543

Cash and cash equivalents at end of period          $ 84,227      $ 81,038


Supplemental Disclosure of Cash Flow Information
  Income taxes paid                                 $  4,892      $     28
  Interest paid                                     $118,806      $109,447



See Notes to Condensed Consolidated Financial Statements.
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           AMERICAN GENERAL FINANCE CORPORATION AND SUBSIDIARIES
            Notes to Condensed Consolidated Financial Statements
                               March 31, 1996



Note 1.  Principles of Consolidation

The accompanying unaudited condensed consolidated financial statements have
been prepared  in accordance with generally  accepted accounting principles
for  interim periods and include  the accounts of  American General Finance
Corporation and  its subsidiaries.  American General Finance Corporation is
hereinafter referenced as  "AGFC" or collectively,  with its  subsidiaries,
whether directly or indirectly  owned, as the "Company".   The subsidiaries
are wholly-owned, and  all intercompany  items have been  eliminated.   Per
share information is not included because AGFC is a wholly-owned subsidiary
of  American  General  Finance,  Inc.  (AGFI).    AGFI  is  a  wholly-owned
subsidiary of American General Corporation (American General).


Note 2.  Adjustments and Reclassifications

These condensed consolidated financial statements include  all adjustments,
consisting only of  normal recurring adjustments,  considered necessary  by
management  for a fair presentation of the Company's consolidated financial
position at March 31, 1996 and  December 31, 1995, its consolidated results
of operations for the three months  ended March 31, 1996 and 1995,  and its
consolidated cash flows for the three months ended March 31, 1996 and 1995.
These  condensed  consolidated  financial  statements  should  be  read  in
conjunction with the  consolidated financial statements  and related  notes
included  in the Company's  Annual Report on  Form 10-K for  the year ended
December 31, 1995.  

To conform with the  1996 presentation, certain  items in the prior  period
have been reclassified.


Note 3.  Derivative Financial Instruments

AGFC  makes limited use of  derivative financial instruments  to manage the
cost  of its debt.  AGFC has  used interest conversion agreements to reduce
its exposure  to  future  fluctuations  in interest  rates  by  effectively
converting short-term and medium-term floating-rate debt to fixed-rate.  At
March 31, 1996,  outstanding interest conversion  agreements in which  AGFC
contracted  to pay  interest  at fixed  rates  and receive  floating  rates
totaled $590  million of notional amount, with an average fixed pay rate of
8.07%  and an average floating  receive rate of 5.65%.   AGFC's use of such
agreements did not have a material effect on the Company's weighted-average
interest  rate or reported  interest expense in  the first  three months of
1996 or 1995.
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<PAGE> 6

Item 2.  Management's Discussion and  Analysis of  Financial Condition  and
         Results of Operations.


                      LIQUIDITY AND CAPITAL RESOURCES


Overview

The Company's sources of funds include  operations, issuances of fixed-rate
and floating-rate debt, borrowings under credit facilities, and the sale of
finance receivables  through securitization.  Management  believes that the
overall  sources  of  cash and  liquidity  available  to  the Company  will
continue to be sufficient to  satisfy its foreseeable financial obligations
and operational requirements.  


Liquidity

Operating cash  flow,  which  includes  net income  adjusted  for  non-cash
revenues  and expenses, totaled $173.8  million for the  three months ended
March  31, 1996  compared to $248.5  million for  the same  period in 1995.
Operating  cash  flow   combined  with  the  net   collections  of  finance
receivables  generated cash  flow of  $426.7 million  for the  three months
ended March  31, 1996.  This cash flow was  used to fund the net repayments
of  debt of  $387.2 million and  to pay  dividends of $29.0  million to the
Company's parent for the three months ended March 31, 1996.  Operating cash
flow combined with the  net proceeds of increased debt generated  cash flow
of $422.8 million for the same period in 1995.  This cash flow was  used to
fund  the net originations and  purchases of finance  receivables of $311.7
million  and to pay dividends of $27.5  million to the Company's parent for
the three months ended March 31, 1995.

Dividends are managed to maintain the Company's targeted leverage of 6.5 to
1 of debt to tangible equity (equity less goodwill and net unrealized gains
or losses on fixed-maturity  investment securities).  The debt  to tangible
equity ratio  at  March 31,  1996 was  6.07  due to  the decrease  in  debt
resulting  from the  net  decline in  finance receivables  which management
considers to be  temporary.  The  total amount  of dividends available  for
AGFC to pay  is effectively  limited by restrictions  contained in  certain
financing agreements.  


Capital Resources

The  Company's  requirement for  capital varies  directly with  net finance
receivables.  The mix of capital between debt and equity is based primarily
upon maintaining leverage  that supports cost-effective funding.   At March
31,  1996, the  Company's  capital was  $8.3  billion, consisting  of  $6.9
billion of  debt and $1.4  billion of equity,  compared to $8.4  billion at
March 31,  1995, consisting of  $7.0 billion  of debt and  $1.4 billion  of
equity.

The  Company obtains funds through the issuance  of a combination of fixed-
rate  debt,  principally  long-term, and  floating-rate  debt,  principally
short-term.  AGFC and one  of its subsidiaries sell commercial paper  notes
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with maturities ranging  from 1 to  270 days directly  to banks,  insurance
companies, corporations, and  other institutional investors.  AGFC may also
offer medium-term notes with  original maturities of nine months  or longer
to certain institutional  investors.   The remainder of  AGFC's capital  is
obtained  primarily  through   underwritten  public  debt  offerings   with
maturities generally ranging from three to ten years. 

The Company's mix  of fixed-rate  and floating-rate debt  is determined  by
management based,  in part, on  the nature of  the assets  being supported.
The Company limits its exposure to market interest rate increases by fixing
interest  rates that it pays for term  periods.  The primary means by which
the Company accomplishes this  is through the issuance of  fixed-rate debt.
To supplement  fixed-rate  debt  issuances,  AGFC also  has  used  interest
conversion agreements  to synthetically create fixed-rate  debt by altering
the  nature  of floating-rate  funding,  thereby limiting  its  exposure to
interest rate movements.


Credit Facilities

Credit  facilities  are maintained  to support  the issuance  of commercial
paper   and  to  provide  an  additional  source  of  funds  for  operating
requirements.   At  March  31,  1996,  the  Company  had  committed  credit
facilities  of $800.0  million  and was  an  eligible borrower  under  $2.4
billion of  committed credit  facilities extended  to American  General and
certain of  its  subsidiaries (the  "shared  committed facilities").    The
annual commitment fees  for all  committed facilities ranged  from .06%  to
 .11%.  The Company pays commitment fees for the shared committed facilities
only on its allocated portion which at March 31, 1996 was $1.6 billion.  At
March 31, 1996, the  Company also had $408.5 million of  uncommitted credit
facilities and was an eligible borrower under $182.5 million of uncommitted
credit   facilities  extended  to  American  General  and  certain  of  its
subsidiaries.  Available borrowings under all facilities are reduced by any
amounts  outstanding thereunder.   At  March 31,  1996, Company  borrowings
outstanding  under  all  credit  facilities  totaled  $160.9  million  with
remaining  availability  to  the  Company  of  $3.2  billion  in  committed
facilities and $430.1 million in uncommitted facilities.


Securitization

During 1995, the  Company securitized  its portfolio of  private label  and
credit card finance receivables to  establish additional sources of funding
and liquidity.   During the second  quarter of 1995, the  Company sold $100
million of securitized finance receivables with limited recourse.  At March
31, 1996, securitized finance receivables sold remained at $100 million.
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                       SELECTED FINANCIAL INFORMATION


The following table  sets forth certain  selected financial information  of
the Company for the periods indicated:
                                                         At or for the
                                                      Three Months Ended
                                                           March 31,       
                                                     1996            1995  
                                                    (dollars in thousands)
Average finance receivables,             
  net of unearned finance        
  charges (average net 
  receivables)                                     $8,015,209    $8,041,342

Average borrowings                                 $7,097,851    $7,003,168

Yield - finance charges
  (annualized) as a
  percentage of average
  net receivables                                      18.13%        17.94%

Borrowing cost - interest
  expense (annualized) as 
  a percentage of average
  borrowings                                            6.96%         7.00%

Spread between yield
  and borrowing cost                                   11.17%        10.94%

Insurance revenues
  (annualized) as a
  percentage of average
  net receivables                                       2.55%         2.69%

Operating expenses
  (annualized) as a
  percentage of average
  net receivables                                       6.42%         5.46%

Return on average assets 
  (annualized)                                          1.28%         2.70%

Return on average equity
  (annualized)                                          8.23%        18.07%

Charge-off ratio -
  net charge-offs
  (annualized) as a
  percentage of average
  net receivables                                       5.53%         2.82%

Allowance ratio - 
  allowance for finance
  receivable losses as a
  percentage of net
  finance receivables                                   6.10%         2.97%
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Selected Financial Information (Continued)


                                                       At or for the
                                                    Three Months Ended
                                                         March 31,    
                                                     1996        1995 

Ratio of earnings to fixed charges (refer to
  Exhibit 12 herein for calculations)                1.37        1.78

Delinquency ratio - finance receivables any
  portion of which was 60 days or more past
  due as a percentage of related receivables
  (including unearned finance charges and
  excluding deferred origination costs, a
  fair value adjustment on finance receivables,
  and accrued interest)                              4.05%       2.92%

Debt to tangible equity ratio - debt to
  equity less goodwill and net unrealized
  gains or losses on fixed-maturity
  investment securities                              6.07        6.46

Debt to equity ratio                                 4.81        5.13



                       ANALYSIS OF OPERATING RESULTS

Net income  decreased $31.5 million,  or 51%,  for the  three months  ended
March  31, 1996 when compared  to the same period  in 1995 primarily due to
increases  in the  provision for  finance receivable  losses  and operating
expenses.


Finance Charges

Finance charge revenues increased $4.3 million, or 1%, for the three months
ended March 31,  1996 when compared to  the same period  in 1995 due to  an
increase  in yields and  an additional day  in 1996, partially  offset by a
decrease in average net receivables.  Yields increased 19  basis points for
the three months ended March  31, 1996 when compared to the  same period in
1995 primarily  due to higher  yield on  loans.  The  loan yield  increased
primarily due  to higher  yield on  real estate  loans, resulting from  the
higher  interest  rate  environment  and  rate  management.    Average  net
receivables  decreased $26.1 million for  the three months  ended March 31,
1996 when  compared to the  same period in 1995  primarily due to  the AGFC
dividend  of the common stock  of two subsidiaries  operating in Alabama to
AGFI on December 31, 1995 and the action program to improve credit quality.
(See  Provision for  Finance Receivable  Losses herein.)   The  decrease in
average net receivables  for the  three months  ended March  31, 1996  when
compared to the same  period in 1995 was partially offset  by growth in the
credit card portfolio resulting from business development efforts.
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<PAGE> 10

Insurance Revenues

Insurance  revenues decreased  $3.0 million,  or 5%,  for the  three months
ended March 31, 1996 when compared to the same period in 1995 primarily due
to a decrease in earned premiums.  Earned premiums decreased  primarily due
to  the decrease  in net  written premiums.   The  decrease in  net written
premiums  reflected the  decrease in  loan volume  which resulted  from the
action program to improve credit quality.


Other Revenues

Other  revenues increased $3.4 million, or 18%,  for the three months ended
March 31, 1996 when compared to the same period in 1995 primarily due to an
increase in interest revenue on notes receivable from parent and affiliates
and an  increase in investment revenue, partially  offset by an increase in
losses  on foreclosed  real estate.   The increase  in interest  revenue on
notes receivable from parent and affiliates resulted from the AGFC dividend
of the common stock of two subsidiaries operating in Alabama to AGFI.  AGFI
provides  funding for  the assets  transferred through  a demand  note with
AGFC.   The increase in investment revenue for the three months ended March
31, 1996  when compared to  the same  period in 1995  was primarily  due to
growth in average  invested assets  for the insurance  operations of  $56.2
million, or 7%, partially offset by a decrease in return on invested assets
of 23 basis points.


Interest Expense

Interest expense increased $1.8 million, or  1%, for the three months ended
March 31, 1996 when compared to the same period in 1995 due to increases in
average  borrowings, partially  offset  by a  decrease  in borrowing  cost.
Average  borrowings for  the three  months ended  March 31,  1996 increased
$94.7 million, or 1%, when compared to the same period in 1995 primarily to
fund asset growth that occurred  in the first three quarters of 1995.   The
borrowing cost  for the three months ended March 31, 1996 decreased 4 basis
points when compared to the same period in 1995 due to a decrease in short-
term borrowing cost, partially offset by an increase in long-term borrowing
cost.   The reduction in  income before provision  for income taxes,  along
with  the increase  in interest  expense, resulted  in the decrease  in the
ratio of  earnings to fixed  charges for the  three months ended  March 31,
1996 when compared to the same period in 1995.


Operating Expenses

Operating  expenses increased $18.9 million,  or 17%, for  the three months
ended March 31, 1996 when compared to the same period in 1995 primarily due
to growth in the business that occurred in the first three quarters of 1995
and in 1994,  the decrease  in deferral of  finance receivable  origination
costs,  and collection efforts on the increased level of delinquent finance
receivables.    Growth in  the  business resulted  in  operational staffing
increases and other  growth-related expenses.   Since March  31, 1995,  the
Company has  opened over 50  new consumer finance  offices and  added 1,500
employees,  including 600 branch employees and 900 employees to process the
private  label  and credit  card finance  receivables.   Such  increases in
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<PAGE> 11

consumer  finance offices  and employees  include the  effects of  the AGFC
dividend of the two  subsidiaries operating in Alabama which  decreased the
Company's  consumer finance offices by  34 offices and  branch employees by
approximately 200 employees at December 31, 1995.


Provision for Finance Receivable Losses

Provision  for finance receivable  losses increased $34.2  million, or 47%,
for the three months ended  March 31, 1996 when compared to the same period
in 1995 due to increases in net charge-offs, partially offset by a decrease
in the amounts provided for the allowance for finance receivable losses.

Net charge-offs  for the  three months ended  March 31,  1996 increased  to
$111.7 million from $56.3 million for the same period in 1995.  Net charge-
offs for the three months ended December 31, 1995 were $127.0 million.  The
charge-off ratio  for first quarter  1996 was  5.53% compared to  6.04% for
fourth quarter 1995 and 2.82% for first quarter 1995.

In recent years,  the Company's  operational strategy has  been focused  on
improving its risk-adjusted returns by  extending credit to customers  with
risk characteristics  somewhat higher than those  traditionally serviced by
the  Company.    As expected,  this  strategy  adversely  influenced credit
quality.    However,  the  delinquency ratios  and  the  charge-off  ratios
experienced by the  Company sharply increased  to greater than  anticipated
levels beginning in the  third quarter of 1995.  Due  to these increases in
delinquencies  and net charge-offs,  a comprehensive review  of the Company
was  initiated in  the fourth quarter  of 1995.   This  review consisted of
extensive  internal  analysis,   together  with  finance   receivable  loss
development projections  supplied  by  outside  credit  consultants.    The
results  of the analysis indicated a need  for an increase in the allowance
for finance receivable  losses.  A $216.0 million increase in the allowance
for finance receivable losses was recorded in fourth quarter 1995.  

In addition, the  Company adopted  an action program  for improving  credit
quality  that included raising underwriting standards, expanding the use of
credit  scoring, and slowing branch  expansion and receivable growth (other
than real  estate loan growth),  while stressing collections  and improving
branch  office  training.    This  action  program  is  being  accomplished
primarily by redirecting Company resources rather than employing additional
resources.  At March 31, 1996, net finance receivables were $7.8 billion, a
decrease  of  $380.5  million  from  the  balance  at  December  31,  1995,
reflecting decreased finance receivable volume. 

Delinquencies  have leveled off  since year end  1995.  At  March 31, 1996,
delinquencies were $346.5  million compared to  $370.7 million at  December
31,  1995 and  $262.1 million  at March  31, 1995.   The  delinquency ratio
decreased  from  4.12% at  December 31,  1995 to  4.05%  at March  31, 1996
(compared to 2.92% at March 31, 1995).

The allowance  for finance  receivable losses  decreased $5.1  million from
$482.2 million  at December 31, 1995  to $477.1 million at  March 31, 1996.
The  allowance ratio  at March  31,  1996 was  6.10% compared  to 5.88%  at
December 31, 1995.  The increase in such ratio reflects the decrease in net
finance  receivables in first quarter  1996.  Management  believes that the
allowance for finance receivable losses is adequate given the current level
of delinquencies and net charge-offs.
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<PAGE> 12

Net charge-offs are expected to  moderate in the second half of 1996.  As a
result, management believes that  there will be an improvement  in earnings
in the third and fourth quarters of the year.


Insurance Losses and Loss Adjustment Expenses

Insurance losses and  loss adjustment  expenses decreased  $.1 million,  or
 .3%, for the three  months ended March 31,  1996 when compared to  the same
period  in 1995  due  to the  decrease  in provision  for  future benefits,
substantially offset by  the increase in claims.  The decrease in provision
for future benefits of $2.6 million was due to reduced  growth in the sales
of non-credit insurance products.   The increase in claims of  $2.5 million
was due to an increased incidence of losses.  


Provision for Income Taxes

The  provision for income  taxes decreased $18.6  million, or  51%, for the
three months ended March 31, 1996 when compared to the same  period in 1995
primarily due to lower taxable income.  


Forward-looking Statements

The  statements  contained  in  this  filing  on  Form  10-Q  that  are not
historical  facts are forward-looking statements within  the meaning of the
Private  Securities  Litigation Reform  Act.    Actual  results may  differ
materially from those  included in the  forward-looking statements.   These
forward-looking statements involve  risks and uncertainties,  including but
not limited to,  the following:   changes in  general economic  conditions,
including  the  performance  of  financial  markets  and  interest   rates;
competitive, regulatory, or tax changes that  affect the cost of or  demand
for  the Company's  products; adverse  litigation results;  and failure  to
achieve  the  Company's anticipated  levels of  expense savings  from cost-
saving initiatives.  The Company's results also could be adversely affected
by lower  than anticipated  finance receivable volume  as a  result of  the
Company's  recently  implemented  action  program to  tighten  underwriting
standards and increase branch  office training, and the failure  of finance
receivable delinquencies  to  trend  downward  to  the  extent  anticipated
despite  the Company's initiatives.   Investors are also  directed to other
risks  and uncertainties discussed in  documents filed by  the Company with
the Securities and Exchange Commission.
<PAGE>
<PAGE> 13

                        PART II - OTHER INFORMATION


Item 1.  Legal Proceedings.

In addition to  those lawsuits  or proceedings disclosed  in the  Company's
1995 Form 10-K, AGFC and certain of its subsidiaries are parties to various
other  lawsuits and proceedings arising in the ordinary course of business.
Many  of these  lawsuits and  proceedings arise  in jurisdictions,  such as
Alabama, that  permit  punitive  damages  disproportionate  to  the  actual
damages  alleged.  Based upon information  presently available, the Company
believes that  the  total amounts  that ultimately  will be  paid, if  any,
arising from these lawsuits  and proceedings will have no  material adverse
effect on  the Company's consolidated  results of operations  and financial
position.  However, it should be noted that the frequency of large punitive
damage awards that bear little or no relation to actual  damages awarded by
juries in jurisdictions like  Alabama, continue to increase and  create the
potential for unpredictable judgements in any given punitive damage suit.



Item 6.  Exhibits and Reports on Form 8-K.

(a)  Exhibits.

     (12)  Computation of Ratio of Earnings to Fixed Charges.
     (27)  Financial Data Schedule.

(b)  Reports on Form 8-K.

     Current Report on Form  8-K dated January 10, 1996, with respect to the
     issuance of a News Release announcing an increase in  the allowance for
     finance receivable  losses of  $216 million  in the  fourth quarter  of
     1995 and  a capital contribution from  AGFI of $80 million in December,
     1995.

     Current Report on Form  8-K dated January 29, 1996, with respect to the
     issuance of an Earnings  Release announcing certain unaudited financial
     results of the Company for the year ended December 31, 1995.

     Current Report on  Form 8-K dated April 23,  1996, with respect to  the
     issuance of an Earnings  Release announcing certain unaudited financial
     results of the Company for the quarter ended March 31, 1996.
<PAGE>
<PAGE> 14

                                 Signature



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 GENERAL FINANCE CORPORATION     
                                              (Registrant)                 



Date:  May 1, 1996                By /s/ Philip M. Hanley                  
                                         Philip M. Hanley               
                                     Senior Vice President - Operations/
                                       Corporate Development and Chief
                                       Financial Officer                
                                     (Duly Authorized Officer and Principal
                                       Financial Officer)               
<PAGE>
<PAGE> 15

                               Exhibit Index



      Exhibits                                                      Page

(12)  Computation of Ratio of Earnings to Fixed Charges.             16

(27)  Financial Data Schedule.                                       17
<PAGE>

<PAGE>
<PAGE> 16

                                                             Exhibit 12


           AMERICAN GENERAL FINANCE CORPORATION AND SUBSIDIARIES
             Computation of Ratio of Earnings to Fixed Charges
                                (Unaudited)



                                                   Three Months Ended  
                                                        March 31,      
                                                   1996          1995  
                                                 (dollars in thousands)

Earnings:

  Income before provision for income   
    taxes                                        $ 47,428      $ 97,529 
  Interest expense                                123,876       122,065
  Implicit interest in rents                        3,767         3,399

Total earnings                                   $175,071      $222,993

Fixed charges:

  Interest expense                               $123,876      $122,065
  Implicit interest in rents                        3,767         3,399

Total fixed charges                              $127,643      $125,464


Ratio of earnings to fixed charges                   1.37          1.78
<PAGE>

<TABLE> <S> <C>

<PAGE>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
COMPANY'S UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS AND IS
QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   3-MOS
<FISCAL-YEAR-END>                          DEC-31-1996
<PERIOD-START>                             JAN-01-1996
<PERIOD-END>                               MAR-31-1996
<CASH>                                          84,227
<SECURITIES>                                   870,507
<RECEIVABLES>                                7,820,695<F1>
<ALLOWANCES>                                   477,119<F2>
<INVENTORY>                                          0<F3>
<CURRENT-ASSETS>                                     0<F4>
<PP&E>                                               0<F4>
<DEPRECIATION>                                       0<F4>
<TOTAL-ASSETS>                               9,054,513
<CURRENT-LIABILITIES>                                0<F4>
<BONDS>                                      4,814,843<F5>
                                0<F3>
                                          0<F3>
<COMMON>                                         5,080
<OTHER-SE>                                   1,425,205<F6>
<TOTAL-LIABILITY-AND-EQUITY>                 9,054,513
<SALES>                                              0<F3>
<TOTAL-REVENUES>                               435,105<F7>
<CGS>                                                0<F3>
<TOTAL-COSTS>                                        0<F4>
<OTHER-EXPENSES>                               157,270<F8>
<LOSS-PROVISION>                               106,531<F9>
<INTEREST-EXPENSE>                             123,876<F10>
<INCOME-PRETAX>                                 47,428
<INCOME-TAX>                                    17,543
<INCOME-CONTINUING>                             29,885
<DISCONTINUED>                                       0<F3>
<EXTRAORDINARY>                                      0<F3>
<CHANGES>                                            0<F3>
<NET-INCOME>                                    29,885
<EPS-PRIMARY>                                        0<F3>
<EPS-DILUTED>                                        0<F3>
<PAGE>
<FN>

<F1>RECEIVABLES IN THIS EXHIBIT REPRESENTS NET FINANCE RECEIVABLES REPORTED
    IN THE COMPANY'S CONDENSED CONSOLIDATED FINANCIAL STATEMENTS.

<F2>ALLOWANCES IN THIS EXHIBIT REPRESENTS ALLOWANCE FOR FINANCE RECEIVABLE
    LOSSES REPORTED IN THE COMPANY'S CONDENSED CONSOLIDATED FINANCIAL
    STATEMENTS.

<F3>NOT APPLICABLE.

<F4>NOT REPORTED SEPARATELY (OR NOT REPORTED SEPARATELY AS DEFINED BY
    ARTICLE 5 OF REGULATION S-X) IN DOCUMENT FILED.

<F5>BONDS IN THIS EXHIBIT REPRESENTS LONG-TERM DEBT REPORTED IN THE COMPANY'S
    CONDENSED CONSOLIDATED FINANCIAL STATEMENTS WHICH INCLUDES OTHER LONG-TERM
    DEBT.

<F6>OTHER STOCKHOLDER'S EQUITY IN THIS EXHIBIT REPRESENTS ADDITIONAL PAID-IN-
    CAPITAL, NET UNREALIZED GAINS (LOSSES) ON INVESTMENT SECURITIES, AND
    RETAINED EARNINGS REPORTED IN THE COMPANY'S CONDENSED CONSOLIDATED
    FINANCIAL STATEMENTS.

<F7>TOTAL REVENUES IN THIS EXHIBIT REPRESENTS TOTAL REVENUES REPORTED IN THE
    COMPANY'S CONDENSED CONSOLIDATED FINANCIAL STATEMENTS.

<F8>OTHER EXPENSES IN THIS EXHIBIT REPRESENTS OPERATING EXPENSES AND
    INSURANCE LOSSES AND LOSS ADJUSTMENT EXPENSES REPORTED IN THE COMPANY'S
    CONDENSED CONSOLIDATED FINANCIAL STATEMENTS.

<F9>LOSS PROVISION IN THIS EXHIBIT REPRESENTS PROVISION FOR FINANCE
    RECEIVABLE LOSSES REPORTED IN THE COMPANY'S CONDENSED CONSOLIDATED
    FINANCIAL STATEMENTS.

<F10>INTEREST EXPENSE IN THIS EXHIBIT REPRESENTS INTEREST EXPENSE REPORTED
     IN THE COMPANY'S CONDENSED CONSOLIDATED FINANCIAL STATEMENTS.
<PAGE>
</FN>
        

</TABLE>


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