AAMES FINANCIAL CORP/DE
8-K/A, 1998-01-12
LOAN BROKERS
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                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C.  20549
                           ___________________________

                                   Form 8-K/A

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

        Date of Report (Date of earliest event reported): December 23, 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) 210-5000
                 (Registrant's Telephone Number, Including Area Code)


                                        NA                       
            ------------------------------------------------------------
            (Former Name or Former Address, if Changed Since Last Report)


<PAGE>




          This Form 8-K/A amends the Form 8-K filed by Registrant on January 7,
1998 solely for the purpose of correcting the EDGAR tag attached to Exhibit 99
so that the exhibit will be available for public viewing.


ITEM 5.   OTHER EVENTS

          Reference is made to the press release of Registrant issued on
December 23, 1997, which contains 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.


<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.


January 8, 1998                         AAMES FINANCIAL CORPORATION


                                        By:  /s/ Barbara S. Polsky         
                                             ---------------------    
                                             Barbara S. Polsky
                                             Executive Vice President,         

                                             General Counsel and Secretary


<PAGE>

                                 EXHIBIT INDEX


Exhibit No.              Description of Exhibit

     99                  Press release issued December 23, 1997


<PAGE>

                                   EXHIBIT 99



<PAGE>





FOR IMMEDIATE RELEASE
Contact:                                Toni Guzman
                                        Aames Financial Corporation
                                        (213) 210-5311 
                                             or
                                        Jeffrey Lloyd/Steve Hawkins
                                        Sitrick And Company
                                        (310) 788-2850
                                        
               AAMES FINANCIAL CORPORATION BOARD MEMBER STEPS DOWN

     Los Angeles, California, Dec. 23, 1997 -- Aames Financial Corporation
(NYSE: AAM) announced today that it has accepted, with regret, the resignation
of Dennis F. Holt from its board of directors.

     Mr. Holt, a director of the company since December 1995, will leave the
board immediately.  A successor has not been nominated.
     
     Founder, president and chief executive officer of Western International
Media, Mr. Holt, 61, said that increasing demands on his time made it
impossible to continue as a director of Aames.  His term was set to expire in
1998.
     
     "We are grateful to Dennis for his years of service to the company," said
Cary H. Thompson, chief executive officer, "and we regretfully accept his
resignation.  We are pleased, however, that Dennis has agreed to serve as a
consultant, and that Aames will continue to benefit from his experience and
expertise in advertising."
     
     Aames Financial Corporation is a leading home equity lender and currently
operates 70 Aames Home Loan offices in 29 states throughout the United States. 
Its wholly owned subsidiary, One Stop Mortgage, Inc. operates in 41 offices in
39 states.



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