AAMES FINANCIAL CORP/DE
8-K, 1997-10-21
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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): October 13, 1997
                                       
                                       
                          AAMES FINANCIAL CORPORATION
            (Exact name of Registrant as Specified in Its Charter)


  Delaware                         0-19604                95-4340340
(State or Other Jurisdiction     (Commission             (IRS Employer
of Incorporation)                File Number)         Identification  No.)
                                       
                                       
                                       
                      350 South Grand Avenue, 52nd Floor
                         Los Angeles, California 90071
                   (Address of Principal Executive Offices)
                                       
                                       
                                       
                                (213) 640-5000
             (Registrant's Telephone Number, Including Area Code)
                                       

                                      N/A
             -----------------------------------------------------
          (Former Name or Former Address, if Changed Since Last Report)




<PAGE>

ITEM 5.   OTHER EVENTS

   Reference is made to the press release of Registrant issued on October 13, 
1997 which contain information meeting the requirements of this Item 5 and is
incorporated herein by this reference.  A copy of the press release is attached
to this Form 8-K as Exhibit 99.

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<PAGE>

                            SIGNATURES


     Pursuant to the requirements of the Securities Exchange Act of 1934, as 
amended, the Registrant has duly caused this Current Report on Form 8-K to be 
signed on its behalf by the undersigned hereunto duly authorized.


October 20, 1997                   AAMES FINANCIAL CORPORATION


                                   By:  /s/ BARBARA S. POLSKY
                                        ---------------------
                                        Barbara S. Polsky
                                        Executive Vice President,
                                        General Counsel and Secretary

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<PAGE>


                          EXHIBIT INDEX


Exhibit No.              Description of Exhibit

    99                   Press release issued October 13, 1997



                    EXHIBIT 99

FOR IMMEDIATE RELEASE
- ---------------------

Contact:  David Sklar                       Steve Hawkins
Executive Vice President, Finance           Sitrick And Company
(213) 210-5276                              (310) 788-2850, ext. 736



           AAMES FINANCIAL CORPORATION ANNOUNCES BOARD CHANGES
         CHAIRMAN GARY JUDIS TO LEAVE THE BOARD WHEN HIS TERM EXPIRES

     LOS ANGELES, CALIF. -- OCT. 13, 1997 -- AAMES FINANCIAL CORPORATION (NYSE:
AAM) today announced that Chairman Gary K. Judis and Director Joseph R. Cerrell
will not seek reelection to the company's board of directors and will leave the
board, effective Nov. 19, when their directorship terms expire.

     Georges C. St. Laurent, Jr., 61, former chairman and chief executive
officer of Western Bank, Oregon, a subsidiary of Washington Mutual, Inc.; and
George W. Coombe, Jr., 72, a senior fellow at Stanford Law School and former
general counsel for the Bank of America; have been nominated and their
appointments are subject to election by shareholders at the company's annual
meeting to be held Nov. 19, 1997.  A new chairman will be elected after the new
board is finalized.

     "After more than 30 years in the financial services business, I am looking
forward to spending more time with my family and friends," said Mr. Judis. 
Chairman, former chief executive and president of Aames since 1982, Mr. Judis,
59, has been a key executive with Aames since it became a public company. 
Under his leadership, Aames pioneered the concept of sub-prime home-equity
lending, as well as packaging those loans into pools for sale to institutional
investors.  He oversaw the growth of Aames, as it filled a neglected consumer
need by providing loans to credit-impaired homeowners.

     "Gary Judis has been a pioneer in our industry for more than three
decades," said Neil B. Kornswiet, president.  "To a large extent Aames'
leadership position today is directly related to Gary's valuable contribution.
We will miss his leadership talents, but we wish him well."

     "We are also grateful for the many years of service that Joseph Cerrell
has given the company," continued Mr. Kornswiet.  Mr. Cerrell, 62, chairman of
Cerrell Associates, Inc., a public affairs consulting firm, has been an
original member of the Aames Board of Directors since January 1992.

     Mr. St. Laurent was chairman and chief executive officer of Western Bank,
Oregon from 1988 to 1997.  He is currently a principal in various real estate,
agricultural and forestry related ventures and also serves as a director of
Baxter International, Inc. and The Perkin Elmer Corp.

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<PAGE>

     Mr. Coombe is a senior fellow at the Stanford Law School teaching
international commercial arbitration.  From 1990 to 1995 he was a partner in
the law firm of Graham & James and from 1975 to 1990 he was executive vice
president and general counsel of Bank of America.  From 1968 to 1975, Mr.
Coombe served as assistant general counsel and corporate secretary of General
Motors Corporation.

      "We are honored and privileged to add two new directors to the Aames
board with such extensive financial services backgrounds," said Cary H.
Thompson, chief executive officer. "Their years of experience will enable the
company to continue to build upon its leadership position."

     Today's announcement coincides with the distribution of the company's
proxy statement prior to the annual meeting to be held Nov. 19, 3 p.m., Hotel
Inter-Continental, 251 S. Olive Street, Los Angeles.  The proxy solicits votes
for directors, a stock ownership plan and ratification of accountants.

     Aames Financial Corporation is a leading home equity lender and currently
operates 59 Aames Home Loan offices in 23 states throughout the United States. 
Its wholly owned subsidiary, One Stop Mortgage, Inc. operates in 41 offices in
35 states.

     From time to time the company may publish forward-looking statements
relating to such matters as anticipated financial performance, business
prospects and similar matters.  The Private Securities Litigation Reform Act of
1995 provides a safe harbor for forward-looking statements.  In order to comply
with the terms of the safe harbor, the company notes that a variety of factors
could cause the company's actual results and experience to differ materially
from the anticipated results or other expectations expressed in the company's
forward-looking statements.  The risks and uncertainties that may affect the
operations, performance and results of the company's business include the
following:  negative cash flows and capital needs, delinquencies; negative
impact on cash flow; right to terminate mortgage servicing, risks of contracted
servicing, prepayment and credit risk, dependence on funding sources,
capitalized interest-only strips; mortgage servicing rights, recent acquisition
of One-Stop, dependence on broker network, impact of increases in correspondent
pricing, risks associated with high loan-to-value loan products, competition,
concentration of operations, timing of loan sales, economic conditions,
contingent risks and government regulation.  For a more complete discussion of
these risks and uncertainties, see "Item 7. Management's Discussion and
Analysis of Financial Condition and Results of Operations -- Risk Factors" in
the company's form 10-K for the fiscal year ended June 30, 1997.

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