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



       March 9, 1994                                Commission File No. 1-7361
       (Date of earliest event reported)


                            AMERICAN FINANCIAL CORPORATION



       Incorporated under the laws of Ohio                        IRS Employer
                                                 Identification No. 31-0624874

                                One East Fourth Street
                               Cincinnati, Ohio  45202
                                Phone:  (513) 579-2538







                            AMERICAN FINANCIAL CORPORATION

                                       FORM 8-K


          Item 5.     Other Events.

                      On  March  9,  1994,  American Financial  Corporation
          ("AFC") announced  that  it increased  the interest  rate of  the
          debentures  being offered in its current Exchange Offer to 9 3/4%
          from 9 1/2% and called certain debenture issues for redemption.
          See attached News Release.

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

                      (a)     Not Applicable
                      (b)     Not Applicable
                      (c)     News Release


                      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.





























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                                      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 duly authorized.



                                        AMERICAN FINANCIAL CORPORATION



          March 17, 1994                By:       /s/                      
                                              Fred J. Runk
                                              Vice President and Treasurer





































                                     Page 3 of 3







                            AMERICAN FINANCIAL CORPORATION
                              INCREASES INTEREST RATE OF
                                    NEW DEBENTURES
                                         AND
                       CALLS CERTAIN DEBENTURES FOR REDEMPTION


          FOR IMMEDIATE RELEASE

               (Cincinnati,  Ohio --  March  9, 1994)    American Financial
          Corporation  ("AFC") announced  today that  it has  increased the
          interest  rate of  the debentures  being offered  in the  current
          Exchange  Offer for  its presently  outstanding debentures.   The
          interest  rate of the new debentures is being increased to 9-3/4%
          from  9-1/2%.  The cash  premium, accrued interest  and the other
          terms of the Exchange Offer remain the same.  The  Offer is still
          scheduled to expire at 5:00 PM, Eastern Time, on March 25, 1994.

               The increased interest rate will be paid in  connection with
          all debentures  exchanged in the  Offer, whether tendered  to the
          Company already, or  up to the Expiration  Date.  Notices of  the
          revision are being mailed to all holders of record.

               Additionally, it has called for redemption all $73.5 million
          outstanding principal  amount of  its 13-1/2% Debentures  and 13-
          1/2% Series A Debentures due 2004.   The redemption price is 100%
          of principal amount.  The  redemption price and accrued  interest
          to  April  11,  1994, the  redemption  date,  will  be paid  upon
          surrender  of   debenture  certificates  to  the   Paying  Agent,
          Securities  Transfer Company.   Notices  of redemption  are being
          mailed to all holders of record.

               Holders of  the Debentures called  for redemption may accept
          the  Exchange Offer up to the expiration date or redemption date,
          whichever is earlier.  

               All  debentureholders of record have  previously been mailed
          offering  materials.    Requests  for additional  copies  of  the
          materials should  be directed  to the Exchange  Agent, Securities
          Transfer Company at (800) 368-3417 or (513) 579-2414 or by fax at
          (513) 621-1583.

               AFC is  a holding company  engaged in property and  casualty
          insurance, annuity  programs and  portfolio investing.   AFC also
          owns  a significant portion  of the  voting equity  securities of
          several publicly owned companies.

                                        # # #

          FOR FURTHER INFORMATION,
          PLEASE CONTACT:

          Sandra W. Heimann
          Telephone:  513/579-2121