S-8 POS

     As filed with the Securities and
Exchange Commission on November 14, 2000.
		Registration No.333-52103


     SECURITIES AND EXCHANGE COMMISSION
           Washington, D.C. 20549
               ______________
               Post-Effective
               Amendment No. 2
                     to
                  Form S-8
           REGISTRATION STATEMENT
                    UNDER
         THE SECURITIES ACT OF 1933
               ______________

        AMERICAN GENERAL CORPORATION
  (Exact Name of Registrant as Specified in
                its Charter)

Texas                		74-0483432
(State of Incorporation)	(I.R.S. Employer
					Identification No.)

2929 Allen Parkway, Houston, Texas		77019
(Address of Principal Executive Offices)	(Zip Code)
          ________________________

        AMERICAN GENERAL CORPORATION
         DEFERRED COMPENSATION PLAN
          (Full Title of the Plan)

             Mark S. Berg, Esq.
Executive Vice President and General Counsel
  2929 Allen Parkway, Houston, Texas 77019
               (713) 522-1111
    (Name, Address, and Telephone Number
            of Agent for Service)

       Calculation of Registration Fee

                     Proposed Proposed
Title of             Maximum	Maximum    Amount
Securities   Amount  Offering Aggregate  of
to be        to be   Price	Offering   Regis-
Registered(1)Regist- Per      Price(2)   tration
             ered(2) Share 		     Fee

Deferred
Compensation
Obligations

Common
Stock, par
value $.50
per share
(the "Common
Stock")

     Total    $25,000  100%   $25,000  $6,600
              ,000           ,000

(1)	The Deferred Compensation Obligations
     	of the Registrant to pay deferred
     	compensation in the future in
     	accordance with the terms of the
     	American General Corporation Deferred
   	Compensation Plan for a select group of
      eligible employees.
(2)  	The amount to be registered is
	estimated solely for purposes of calculating
   	the registration fee and includes such
    	indeterminate number of shares of the
 	Registrant's Common Stock as may be issued
	at indeterminate prices from time to time as
  	one of the various investment options for
    	participants in the American General
   	Corporation Deferred Compensation Plan.


                   PART I


  INFORMATION REQUIRED IN THE SECTION 10(a)
                 PROSPECTUS

     The documents containing the
information specified in this Part I will be
sent or given to employees of the Registrant
who are eligible to participate in the
American General Corporation Deferred
Compensation Plan (as amended, the "Plan")
as specified by Rule 428(b)(1) under the
Securities Act of 1933, as amended
("Securities Act").


                   PART II

  INFORMATION REQUIRED IN THE REGISTRATION
                  STATEMENT

Item   3.  Incorporation  of  Documents   by
Reference.

  This registration statement incorporates
herein by reference the following documents,
which have been filed (File No. 1-7981) with
the Securities and Exchange Commission (the
"Commission") by American General
Corporation (the "Registrant") pursuant to
the Securities Exchange Act of 1934, as
amended ("Exchange Act"):


1.   	The Registrant's Annual Report on Form
  	10-K for the fiscal year ended December 31,
  	1999.

2.   	The Registrant's Quarterly Reports on
  	Form 10-Q for the quarters ended March 31,
  	June 30, and September 30, 2000.

3.   	The Registrant's Proxy Statement
  	relating to the Registrant's 2000 annual
  	meeting of shareholders.

4.   	The Registrant's Current Reports on
  	Form 8-K dated June 21, June 22, August 8,
  	and October 30, 2000.

5.   	The description of the Registrant's
  	Common Stock contained in the Registration
  	Statement on Form 8-B dated June 25, 1980,
  	as amended by Amendment No. 1 on Form 8
  	dated December 22, 1983.

6.	All documents subsequently filed by the
  	Registrant pursuant to Sections 13(a),
  	13(c), 14 and 15(d) of the Exchange Act
	and prior to the filing of a post-
	effective amendment that indicates all
	securities offered have been sold or that
  	deregisters all securities then remaining
  	unsold.

  Any statement incorporated by reference
herein shall be deemed to be modified or
superseded for purposes of this registration
statement to the extent that a statement
contained herein or in any other
subsequently filed document that also is or
is deemed to be incorporated by reference
herein modifies or supersedes such
statement. Any statement so modified or
superseded shall not be deemed, except as so
modified or superseded, to constitute a part
of this registration statement.

Item 4. Description of Securities.

  The Deferred Compensation Obligations
registered hereunder (the "Obligations") are
unsecured obligations of the Registrant to
pay deferred compensation in the future in
accordance with the terms of the Plan, which
is filed as Exhibit 4.4 and Exhibit 4.5 to
this Registration Statement. Such Exhibits
set forth a description of the Obligations
and is incorporated herein by reference in
its entirety in response to this Item 4.,
pursuant to Rule 411(b)(3) under the
Securities Act.

  The Registrant is authorized to issue 800
million shares of Common Stock. Each share
has a par value of $0.50 for accounting
purposes. Excluding shares held in treasury
and by a subsidiary, as of October 31, 2000,
a total of 251,444,968 shares of Common
Stock were issued and outstanding. Common
Stock is listed on the New York, Pacific,
London and Swiss stock exchanges.

  Holders of Common Stock are entitled to
receive dividends when, as, and if declared
by the Registrant's board of directors out
of any funds legally available for dividend
payments, and are entitled upon liquidation,
after claims of creditors and preferences of
any series of preferred stock, to receive
pro rata the net assets of the Registrant.

  Holders of Common Stock are entitled to
one vote for each share held and are vested
with all of the voting power, except as the
Registrant's board of directors may provide
with respect to any series of preferred
stock. The holders of Common Stock do not
have cumulative voting rights.

  Holders of Common Stock do not have any
preemptive rights to acquire any shares or
other securities of any class that may be
issued, sold or offered for sale by the
Registrant. In addition, the holders of
Common Stock have no conversion rights.
Common Stock is not subject to redemption by
either the Registrant or a shareholder.

Item 5.	Interests of Named Experts and
Counsel.

  The validity of the securities issuable
pursuant to the Plan has been passed upon by
Kevin T. Abikoff, Deputy General Counsel and
Corporate Responsibility Officer of the
Registrant. Each of Mr. Abikoff and the
other in-house counsel participating in such
legal matters on behalf of the Registrant owns
shares of Common Stock as a result of
participation in Registrant benefit plans or
otherwise, and has options to purchase
additional shares of such Common Stock. Mr.
Abikoff participates in the Plan as of the
filing date of this registration statement.

Item 6.     Indemnification of Directors and
Officers.

  Article 2.02-1 of the Texas Business
Corporation Act contains detailed provisions
with respect to indemnification of directors
and officers of a Texas corporation against
reasonable expenses actually incurred in
connection with certain legal proceedings.

   Article VI of the Registrant's bylaws
sets forth certain rights of the officers
and directors to indemnification. The
Registrant's bylaws, as in effect on the
date hereof, are incorporated by reference
herein as Exhibit 4.3.

  The Registrant's articles of
incorporation provide that, with certain
specified exceptions, a director of the
Registrant will not be liable to the
corporation for monetary damages for an act
or omission in the director's capacity as a
director. Reference is made to the
Registrant's articles of incorporation filed
as Exhibits 4.1 and 4.2 hereto.

  The Registrant has placed in effect
insurance coverage which purports (a) to
insure it against certain costs of
indemnification that may be incurred by it
pursuant to the aforementioned bylaw
provisions or otherwise, and (b) to insure
the officers and directors of the Registrant
and its subsidiaries, subject to certain
exceptions, against certain liabilities
incurred by them in the discharge of their
functions as officers and directors.

  See Item 9. Undertakings below for a
description of the position of the
Securities and Exchange Commission with
respect to such indemnification provisions.

Item 7.     Exemption from Registration
Claimed.

  Not applicable.

Item 8.     Exhibits.

  The following documents are filed as a
part of this registration statement or
incorporated by reference herein:

Exhibit
Number		Description

 4.1 Restated Articles of Incorporation of
     the Registrant (incorporated by
     reference to Exhibit 4.1 to
     Registration Statement No. 33-33115
     filed by the Registrant).

4.2  Articles of Amendment to the Restated
     Articles of Incorporation of the
     Registrant(incorporated by reference
     to Exhibit 4 to Registrant's Quarterly
     Report on Form 10-Q for the quarter
     ended March 31, 1998).

 4.3 Amended and Restated Bylaws of the
     Registrant (incorporated by reference
     to Exhibit 3 to Registrant's Quarterly
     Report on Form 10-Q for the quarter
     ended September 30, 2000).

**4.4	American General Corporation Deferred
     	Compensation Plan.

4.5 	First Amendment to American General
     	Corporation Deferred Compensation Plan
     	(incorporated by reference to Exhibit
     	10.11 to Registrant's Annual Report on
     	Form 10-K for the fiscal year ended
     	December 31, 1999).

*5   	Opinion of Counsel.

*23.1 Consent of Counsel (contained in Exhibit 5).

*23.2	Consent of Ernst &
     	Young L.L.P., Independent Auditors.

**24 	Powers of Attorney.


*    Filed Herewith
**   Previously Filed


Item 9.     Undertakings

  The undersigned Registrant hereby
undertakes:

     (1)   To file, during any period in
  which offers or sales are being made, a
  post-effective amendment to this
  registration statement:

       (i) To include any prospectus
     required by section 10(a)(3) of the
     Securities Act;

       (ii) To reflect in the prospectus any
     facts or events arising after the
     effective date of the registration
     statement (or the most recent post-
     effective amendment thereof) which,
     individually or in the aggregate,
     represent a fundamental change in the
     information set forth in the
     registration statement;

	  (iii) To include any material
     information with respect to the plan
     of distribution not previously
     disclosed in the registration
     statement or any material change to
     such information in the registration
     statement;

provided, however, that the
undertakingsset forth in paragraphs (i)
and (ii) above do not apply if the
information required to be included in a
post-effective amendment by those paragraphs
is contained in periodic reports filed by
the Registrant pursuant to section 13 or
section 15(d) of the Exchange Act that
are incorporated by reference in the
registration statement.

     (2)   That, for the purpose of
  determining any liability under the
  Securities Act, each such post-effective
  amendment shall be deemed to be a new
  registration statement relating to the
  securities offered therein, and the
  offering of such securities at that time
  shall be deemed to be the initial bona
  fide offering thereof.

     (3)   To remove from registration by
  means of a post-effective amendment any
  of the securities being registered which
  remain unsold at the termination of the
  offering.

  The undersigned Registrant hereby
undertakes that, for purposes of determining
any liability under the Securities Act, each
filing of the Registrant's annual report
pursuant to section 13(a) or 15(d) of the
Exchange Act (and, where applicable, each
filing of an employee benefit plan's annual
report pursuant to section 15(d) of the
Exchange Act) that is incorporated by
reference in the registration statement
shall be deemed to be a new registration
statement relating to the securities offered
therein, and the offering of such securities
at that time shall be deemed to be the
initial bona fide offering thereof.

  Insofar as indemnification for
liabilities arising under the Securities Act
may be permitted to directors, officers, and
controlling persons of the Registrant
pursuant to the bylaws and other provisions
summarized in Item 6 above, or otherwise,
the Registrant has been advised that in the
opinion of the Commission such
indemnification is against public policy as
expressed in the Securities Act and is,
therefore, unenforceable. In the event that
a claim for indemnification against such
liabilities (other than the payment by the
Registrant of expenses incurred or paid by a
director, officer, or controlling person of
the Registrant in the successful defense of
any action, suit, or proceeding) is asserted
by such director, officer, or controlling
person in connection with the securities
being registered, the Registrant will,
unless in the opinion of its counsel the
matter has been settled by controlling
precedent, submit to a court of appropriate
jurisdiction the question whether such
indemnification by it is against public
policy as expressed in the Securities Act
and will be governed by the final
adjudication of such issue.



SIGNATURES

  Pursuant to the requirements of the
Securities Act of 1933, as amended, the
Registrant certifies that it has reasonable
grounds to believe that it meets all of the
requirements for filing on Form S-8 and has
duly caused this registration statement to
be signed on its behalf by the undersigned,
thereunto duly authorized, in the City of
Houston, State of Texas, as of November 13,
2000.


		AMERICAN GENERAL CORPORATION


               By:  /S/ MARK S. BERG
               Name:    Mark S. Berg
               Title:   Executive Vice
				President and
                    	General Counsel


     Pursuant to the requirement of the
Securities Act of 1933, as amended, this
registration statement has been
signed by the following persons in the
capacities and on the date indicated.



Signature           Title             Date





	*	 	Chairman, Chief	November 13, 2000
(Robert M. Devlin)Executive Officer
                	and
                 	Director (Principal
              	Executive
               	Officer)




/S/ NICHOLAS R. RASMUSSEN     Executive	November 13, 2000
(Nicholas R. Rasmussen)       Vice
					President and
	                  	Chief
                         	Financial
                    		Officer (Principal
                    		Financial and
                    		Accounting
                    		Officer)




	*			Director  	November 13, 2000
(J. Evans Attwell)




	*		   	Director	November 13, 2000
(Brady F. Carruth)





	*		      Director	November 13, 2000
(W. Lipscomb Davis, Jr.)



	*		      Director	November 13, 2000
(J. Edward Easler II)



	*		      Director	November 13, 2000
(Larry D. Horner)



	*        		Director	November 13, 2000
(Richard J.V. Johnson)



_____________________ 	Director	November __, 2000
(Morris J. Kramer)



	*         		Director	November 13, 2000
(Michael E. Murphy)




____________________    Director	November __, 2000
(Michael J. Poulos)




	*		  	Director	November 13, 2000
(Robert E. Smittcamp)



	*		    	Director	November 13, 2000
(Anne M. Tatlock)



*By: /S/ MARK S. BERG
     Mark S. Berg
     Attorney-in-Fact


              INDEX TO EXHIBITS

Exhibit
Number              Description


4.1	Restated Articles of Incorporation of
     	the Registrant (incorporated by
     	reference to Exhibit 4.1 to
     	Registration Statement No. 33-33115
     	filed by the Registrant).

4.2  Articles of Amendment
     to the Restated Articles of
     Incorporation of the Registrant
     (incorporated by reference to Exhibit
     4 to Registrant's Quarterly Report on
     Form 10-Q for the quarter ended March
     31, 1998).

4.3  Amended and Restated Bylaws of the
     Registrant (incorporated by reference
     to Exhibit 3 to Registrant's Quarterly
     Report on Form 10-Q for the quarter
     ended September 30, 2000).

**4.4 American General Corporation Deferred
	Compensation Plan.

 4.5 First Amendment to American General
     Corporation Deferred Compensation Plan
     (incorporated by reference to Exhibit
     10.11 to Registrant's Annual Report on
     Form 10-K for the fiscal year ended
     December 31, 1999).

*5   Opinion of Counsel.

*23.1	Consent of
     	Counsel (contained in Exhibit 5).

*23.2	Consent of Ernst &
     	Young L.L.P., Independent Auditors.

**24  Powers of Attorney.

*    Filed Herewith
**   Previously Filed

EX-5

				EXHIBIT 5


		November 13,2000



American General Corporation
2929 Allen Parkway
Houston, Texas 77019

Ladies and Gentlemen:

     I have acted as
counsel to American General
Corporation, a Texas
corporation ("American
General"), in connection
with Post-Effective
Amendment No. 2 to the
Registration Statement on
Form S-8 being filed with
the Securities and Exchange
Commission (the
"Registration Statement")
under the Securities Act of
1933, as amended (the
"Act"), with respect to the
offering and issuance of
the Deferred Compensation
Obligations of the Company
under the Plan (the
"Deferred Compensation
Obligations"), which may
involve the issuance
pursuant to the Plan of
shares of common stock, par
value $.50 per share, of
American General (the
"Common Stock").

     In this connection, I
have examined such
documents, certificates,
records, authorizations and
proceedings as I have
deemed necessary in order
to give the opinions
expressed herein.

Based upon such
examination, I advise you
that, in my opinion:

<    All necessary corporate action
     has been taken to authorize the
     issuance of the Deferred
     Compensation Obligations and,
     when the Deferred Compensation
     Obligations have been issued
     pursuant to the Plan, the
     Deferred Compensation
     Obligations so issued will be
     valid and binding obligations of
     American General, enforceable in
     accordance with their terms,
     except as enforcement thereof
     may be limited by bankruptcy,
     insolvency or other laws of
     general applicability relating
     to or affecting enforcement of
     creditors' rights or by general
     equity principles; and

<    When the shares of Common Stock
     have been issued pursuant to the
     Plan, for a consideration of not
     less than the aggregate par
     value thereof, the Common Stock
     so issued will be validly
     issued, fully paid
     and nonassessable.

	This opinion is
furnished to you in
connection with the
proposed issuance and sale
by American General of
Deferred Compensation
Obligations and its Common
Stock pursuant to the Plan
and may not be relied upon
for any other purpose or by
any other person or
furnished to anyone else
without the prior written
consent of the undersigned.

     I hereby consent to
the filing of this opinion
as an exhibit to the
Registration Statement and
to the reference to me
under the caption
"Interests of Named Experts
and Counsel" in Item 5 of
the Registration Statement.
By giving such consent, I
do not admit that I am in
the category of persons
whose consent is required
under Section 7 of the Act,
or the rules and
regulations of the
Securities and Exchange
Commission issued
thereunder.

	Very truly yours,


	/S/ KEVIN T. ABIKOFF
	Kevin T. Abikoff
	Deputy General
	Counsel

EX-23

					      EXHIBIT 23.2


		CONSENT OF INDEPENDENT AUDITORS


We consent to the incorporation by reference in Post-
Effective Amendment No. 2 to Registration Statement on Form
S-8 filed by American General Corporation (AGC) and
pertaining to the American General Corporation Deferred
Compensation Plan of our report dated February 18, 2000,
with respect to the consolidated financial statements of AGC
included in its Annual Report on Form 10-K for the year
ended December 31, 1999, and the related financial statement
schedules of AGC included therein, all filed with the
Securities and Exchange Commission.


                         ERNST & YOUNG LLP



Houston, Texas
November 13, 2000