As filed with the Securities and Exchange Commission
on June 17, 1997.
                   Registration No.                        


            SECURITIES AND EXCHANGE COMMISSION
                  Washington, D.C. 20549
                                                    

                         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)
                                                           


                    USLIFE CORPORATION
           EMPLOYEE SAVINGS AND INVESTMENT PLAN
                 (Full Title of the Plan)

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

              Calculation of Registration Fee


Title of                               Proposed    Proposed
Securities            Amount           Maximum     Maximum
 to be                to be            Offering    Aggregate    Amount of
Registered          Registered         Price Per   Offering     Registration
                                       Share (1)   Price         Fee
Common Stock, par
value $.50          93,000             $45.8125 $4,260,562.50   $1,292.00


(1)    Estimated pursuant to Rule 457 solely for the purpose
       of calculating the registration fee, based upon the
       average of the high and low prices of the Common Stock
       for June11, 1997, as published in The Wall Street
       Journal New York Stock Exchange Composite Transactions
       Listing.

                                                           

<PAGE>
                         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 certain employees of
the Registrant who participate in the USLIFE Corporation
Employee Savings and Investment Plan as specified by Rule
428(b)(1) under the Securities Act of 1933, as amended.


<PAGE>
                          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 Quarterly Report on Form 10-Q for the
    quarterly period ended March 31, 1997.

2.  The Registrant's Annual Report on Form 10-K for the
    fiscal year ended December 31, 1996.

3.  The Registrant's Proxy Statement relating to the
    Registrant's 1997 annual meeting of shareholders.
 
4.  The Registrant's Current Reports on Form 8-K dated
    February 12, 1997 and February 21, 1997.

 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. The description of the Registrant's Preferred Share
    Purchase Rights contained in the Registration Statement
    on Form 8-A dated July 31, 1989, as amended by
    Amendment No. 1 on Form 8 dated August 7, 1989.

 7. All documents subsequently filed by the Registrant
    pursuant to Section 13(a), 13(c), 14 or 15(d) of the
    Securities Exchange Act of 1934, as amended, and prior
    to the termination of the offering of the securities
    offered hereby.

    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
which 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.

    Not applicable.

Item 5.  Interests of Named Experts and Counsel.

    Not applicable.

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 Registrant's officers and directors to
indemnification.  The Registrant's Bylaws, as in effect on
the date hereof, are incorporated by reference herein as
Exhibit 4.2.  

    The Registrant's Restated 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 Restated Articles of Incorporation filed as
Exhibit 4.1 hereto.<PAGE>
The Registrant has placed in effect insurance coverage
which purports (a) to insure it against certain costs of
indemnification which 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 of
specified subsidiaries against certain liabilities incurred
by them in the discharge of their functions as officers and
directors except for liabilities arising from their own
malfeasance.

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 (including Statement of Resolution
       Establishing Series of Shares of Series A Junior
       Participating Preferred Stock) (incorporated by
       reference to Exhibit 4.1 to Registration Statement
       No. 33-33115 filed by the Registrant).

4.2    Amended and Restated Bylaws of the Registrant
       (incorporated by reference to Exhibit 3.2 to
       Registrant's Annual Report on Form 10-K for the
       year ended December 31, 1993).

4.3    Statement of Resolution Establishing Series of
       Shares of Series A Cumulative Convertible Preferred
       Stock of the Registrant (incorporated by reference
       to Exhibit 4(b) to Registration Statement No.
       333-00513 filed by the Registrant).

4.4    Form of Statement of Resolutions Establishing
       Series of Shares of 7% Convertible Preferred Stock
       of the Registrant (incorporated by reference to
       Exhibit 4(d) to Registration Statement No.
       333-00513 filed by the Registrant).

4.5    Specimen Stock Certificate for the Registrant's
       Common Stock (incorporated by reference to Exhibit
       4 to Form 8-B filed by the Registrant on June 26,
       1980).

4.6    Junior Subordinated Indenture, dated as of May 15,
       1995, between the Registrant and Chemical Bank, as
       Trustee, relating to the Registrant's 6% Series A
       Convertible Junior Subordinated Debentures
       (incorporated by reference to Exhibit 4(g) to
       Registration Statement No. 333-00513 filed by the
       Registrant).

4.7    Rights Agreement dated as of July 27, 1989, as
       amended by the First Amendment thereto dated as of
       October 26, 1992, by and between the Registrant and
       First Chicago Trust Company of New York, as Rights
       Agent (incorporated by reference to Exhibit 4 to
       the Registrant's Quarterly Report on Form 10-Q for
       the quarter ended June 30, 1989, and to Exhibit 19
       to the Registrant's Quarterly Report on Form 10-Q
       for the quarter ended September 30, 1992,
       respectively).

4.8    Terms of the 6% Convertible Monthly Income
       Preferred Securities, Series A, of American General
       Delaware, L.L.C. (incorporated by reference to
       Exhibit 4(i) to Registration Statement No.
       333-00513 filed by the Registrant).

<PAGE>
Exhibit
Number                                                     
            Description                                     
                                                

4.9    Guarantee of the Registrant with respect to the 6%
       Convertible Monthly Income Preferred Securities,
       Series A, of American General Delaware, L.L.C.
       (incorporated by reference to Exhibit 4(j) to
       Registration Statement No. 333-00513 filed by the
       Registrant).

4.10   Resolutions Establishing the Registrant's 6% Series A
       Convertible Junior Subordinated Debentures
       (incorporated by reference to Exhibit 4(k) to
       Registration Statement No. 333-00513 filed by the
       Registrant).

5      Internal Revenue Service favorable determination
       letter dated August 1, 1996.

23     Consent of Ernst & Young L.L.P., Independent
       Auditors.

24     Powers of Attorney (included on the signature page
       of this registration statement).


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 of 1933 ("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 undertakings set 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.
<PAGE>
    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.


<PAGE>
                     POWER OF ATTORNEY

    Each person whose signature appears below in the
capacity of an officer or director of the Registrant hereby
appoints Jon P. Newton and Mark S. Berg and each of them,
each one of whom may act without the joinder of the other,
as his/her attorney-in-fact, with full power of
substitution and resubstitution, to sign on his/her behalf
and in the capacity stated below and to file all
post-effective amendments to this Registration Statement,
which amendment or amendments may make such changes and
additions in this Registration Statement as such
attorney-in-fact may deem necessary or appropriate.

                        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, on June 17, 1997.

                     AMERICAN GENERAL CORPORATION

                      By:  /s/ MARK S. BERG              
                                     
                     Name:     Mark S. Berg
                     Title:    Senior 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 


/s/ ROBERT M. DEVLIN     Chairman, Chief
                         Executive Officer             June 17, 1997
  (Robert M. Devlin)     and Director (Principal
                         Executive Officer)


/s/ CARL J. SANTILLO    Senior Vice President -
                        Finance                       June 17, 1997
  (Carl J. Santillo)    (Principal Financial
                         Officer)

/s/ PAMELA J. PENNY     Vice President and Controller  June 17, 1997
  (Pamela J. Penny)     (Principal Accounting
                         Officer)


/s/ J. EVANS ATTWELL            Director                    June 17, 1997
  (J. Evans Attwell)


/s/ BRADY F. CARRUTH       Director                           June 17, 1997
  (Brady F. Carruth)


/s/ JAMES S. D'AGOSTINO, JR.         Director               June 17, 1997
  (James S. D'Agostino, Jr.)


/s/ W. LIPSCOMB DAVIS, JR.      Director                   June 17, 1997
  (W. Lipscomb Davis, Jr.)<PAGE>

  Signature                Title                       Date 


/s/ LARRY D. HORNER                  Director         June 17, 1997
  (Larry D. Horner)


/s/ RICHARD J. V. JOHNSON       Director             June 17, 1997
  (Richard J.V. Johnson)


/s/ JON P. NEWTON               Director             June 17, 1997
  (Jon P. Newton)


/s/ ROBERT E. SMITTCAMP         Director            June 17, 1997
  (Robert E. Smittcamp)


/s/ ANNE M. TATLOCK             Director             June 17, 1997
  (Anne M. Tatlock)

<PAGE>
                     INDEX TO EXHIBITS

Exhibit
Number                               Description

4.1    Restated Articles of Incorporation of the Registrant
       (including Statement of Resolution Establishing Series
       of Shares of Series A Junior Participating Preferred
       Stock) (incorporated by reference to Exhibit 4.1 to
       Registration Statement No. 33-33115 filed by the
       Registrant).

4.2    Amended and Restated Bylaws of the Registrant
       (incorporated by reference to Exhibit 3.2 to
       Registrant's Annual Report on Form 10-K for the year
       ended December 31, 1993).

4.3    Statement of Resolution Establishing Series of Shares
       of Series A Cumulative Convertible Preferred Stock of
       the Registrant (incorporated by reference to Exhibit
       4(b) to Registration Statement No. 333-00513 filed by
       the Registrant).

4.4    Form of Statement of Resolutions Establishing Series
       of Shares of 7% Convertible Preferred Stock of the
       Registrant (incorporated by reference to Exhibit 4(d)
       to Registration Statement No. 333-00513 filed by the
       Registrant).

4.5    Specimen Stock Certificate for the Registrant's Common
       Stock (incorporated by reference to Exhibit 4 to Form
       8-B filed by the Registrant on June 26, 1980).

4.6    Junior Subordinated Indenture, dated as of May 15,
       1995, between the Registrant and Chemical Bank, as
       Trustee, relating to the Registrant's 6% Series A
       Convertible Junior Subordinated Debentures
       (incorporated by reference to Exhibit 4(g) to
       Registration Statement No. 333-00513 filed by the
       Registrant).

4.7    Rights Agreement dated as of July 27, 1989, as amended
       by the First Amendment thereto dated as of October 26,
       1992, by and between the Registrant and First Chicago
       Trust Company of New York, as Rights Agent
       (incorporated by reference to Exhibit 4 to the
       Registrant's Quarterly Report on Form 10-Q for the
       quarter ended June 30, 1989, and to Exhibit 19 to the
       Registrant's Quarterly Report on Form 10-Q for the
       quarter ended September 30, 1992, respectively).

4.8    Terms of the 6% Convertible Monthly Income Preferred
       Securities, Series A, of American General Delaware,
       L.L.C. (incorporated by reference to Exhibit 4(i) to
       Registration Statement No. 333-00513 filed by the
       Registrant).

4.9    Guarantee of the Registrant with respect to the 6%
       Convertible Monthly Income Preferred Securities,
       Series A, of American General Delaware, L.L.C.
       (incorporated by reference to Exhibit 4(j) to
       Registration Statement No. 333-00513 filed by the
       Registrant).

4.10   Resolutions Establishing the Registrant's 6% Series A
       Convertible Junior Subordinated Debentures
       (incorporated by reference to Exhibit 4(k) to
       Registration Statement No. 333-00513 filed by the
       Registrant).

5 Internal Revenue Service favorable determination
  letter dated August 1, 1996.

23     Consent of Ernst & Young L.L.P., Independent Auditors.

24     Powers of Attorney (included on the signature page of
       this registration statement).


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As filed with the Securities and Exchange Commission
on June 17, 1997.
                   Registration No.                        

            SECURITIES AND EXCHANGE COMMISSION
                  Washington, D.C. 20549
                                                    

                         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)
                                                           

                    USLIFE CORPORATION
           EMPLOYEE SAVINGS AND INVESTMENT PLAN
                 (Full Title of the Plan)

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

              Calculation of Registration Fee

Title of                               Proposed    Proposed
Securities            Amount           Maximum     Maximum
 to be                to be            Offering    Aggregate    Amount of
Registered          Registered         Price Per   Offering     Registration
                                       Share (1)   Price         Fee
Common Stock, par
value $.50          93,000             $45.8125 $4,260,562.50   $1,292.00

(1)    Estimated pursuant to Rule 457 solely for the purpose
       of calculating the registration fee, based upon the
       average of the high and low prices of the Common Stock
       for June11, 1997, as published in The Wall Street
       Journal New York Stock Exchange Composite Transactions
       Listing.
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 certain employees of
the Registrant who participate in the USLIFE Corporation
Employee Savings and Investment Plan as specified by Rule
428(b)(1) under the Securities Act of 1933, as amended.
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 Quarterly Report on Form 10-Q for the
    quarterly period ended March 31, 1997.

2.  The Registrant's Annual Report on Form 10-K for the
    fiscal year ended December 31, 1996.

3.  The Registrant's Proxy Statement relating to the
    Registrant's 1997 annual meeting of shareholders.
 
4.  The Registrant's Current Reports on Form 8-K dated
    February 12, 1997 and February 21, 1997.

 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. The description of the Registrant's Preferred Share
    Purchase Rights contained in the Registration Statement
    on Form 8-A dated July 31, 1989, as amended by
    Amendment No. 1 on Form 8 dated August 7, 1989.

 7. All documents subsequently filed by the Registrant
    pursuant to Section 13(a), 13(c), 14 or 15(d) of the
    Securities Exchange Act of 1934, as amended, and prior
    to the termination of the offering of the securities
    offered hereby.

    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
which 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.

    Not applicable.

Item 5.  Interests of Named Experts and Counsel.

    Not applicable.

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 Registrant's officers and directors to
indemnification.  The Registrant's Bylaws, as in effect on
the date hereof, are incorporated by reference herein as
Exhibit 4.2.  

    The Registrant's Restated 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 Restated Articles of Incorporation filed as
Exhibit 4.1 hereto.
The Registrant has placed in effect insurance coverage
which purports (a) to insure it against certain costs of
indemnification which 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 of
specified subsidiaries against certain liabilities incurred
by them in the discharge of their functions as officers and
directors except for liabilities arising from their own
malfeasance.

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 (including Statement of Resolution
       Establishing Series of Shares of Series A Junior
       Participating Preferred Stock) (incorporated by
       reference to Exhibit 4.1 to Registration Statement
       No. 33-33115 filed by the Registrant).

4.2    Amended and Restated Bylaws of the Registrant
       (incorporated by reference to Exhibit 3.2 to
       Registrant's Annual Report on Form 10-K for the
       year ended December 31, 1993).

4.3    Statement of Resolution Establishing Series of
       Shares of Series A Cumulative Convertible Preferred
       Stock of the Registrant (incorporated by reference
       to Exhibit 4(b) to Registration Statement No.
       333-00513 filed by the Registrant).

4.4    Form of Statement of Resolutions Establishing
       Series of Shares of 7% Convertible Preferred Stock
       of the Registrant (incorporated by reference to
       Exhibit 4(d) to Registration Statement No.
       333-00513 filed by the Registrant).

4.5    Specimen Stock Certificate for the Registrant's
       Common Stock (incorporated by reference to Exhibit
       4 to Form 8-B filed by the Registrant on June 26,
       1980).

4.6    Junior Subordinated Indenture, dated as of May 15,
       1995, between the Registrant and Chemical Bank, as
       Trustee, relating to the Registrant's 6% Series A
       Convertible Junior Subordinated Debentures
       (incorporated by reference to Exhibit 4(g) to
       Registration Statement No. 333-00513 filed by the
       Registrant).

4.7    Rights Agreement dated as of July 27, 1989, as
       amended by the First Amendment thereto dated as of
       October 26, 1992, by and between the Registrant and
       First Chicago Trust Company of New York, as Rights
       Agent (incorporated by reference to Exhibit 4 to
       the Registrant's Quarterly Report on Form 10-Q for
       the quarter ended June 30, 1989, and to Exhibit 19
       to the Registrant's Quarterly Report on Form 10-Q
       for the quarter ended September 30, 1992,
       respectively).

4.8    Terms of the 6% Convertible Monthly Income
       Preferred Securities, Series A, of American General
       Delaware, L.L.C. (incorporated by reference to
       Exhibit 4(i) to Registration Statement No.
       333-00513 filed by the Registrant).
Exhibit
Number                                                     
            Description                                     
                                                

4.9    Guarantee of the Registrant with respect to the 6%
       Convertible Monthly Income Preferred Securities,
       Series A, of American General Delaware, L.L.C.
       (incorporated by reference to Exhibit 4(j) to
       Registration Statement No. 333-00513 filed by the
       Registrant).

4.10   Resolutions Establishing the Registrant's 6% Series A
       Convertible Junior Subordinated Debentures
       (incorporated by reference to Exhibit 4(k) to
       Registration Statement No. 333-00513 filed by the
       Registrant).

5      Internal Revenue Service favorable determination
       letter dated August 1, 1996.

23     Consent of Ernst & Young L.L.P., Independent
       Auditors.

24     Powers of Attorney (included on the signature page
       of this registration statement).

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 of 1933 ("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 undertakings set 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.
POWER OF ATTORNEY

    Each person whose signature appears below in the
capacity of an officer or director of the Registrant hereby
appoints Jon P. Newton and Mark S. Berg and each of them,
each one of whom may act without the joinder of the other,
as his/her attorney-in-fact, with full power of
substitution and resubstitution, to sign on his/her behalf
and in the capacity stated below and to file all
post-effective amendments to this Registration Statement,
which amendment or amendments may make such changes and
additions in this Registration Statement as such
attorney-in-fact may deem necessary or appropriate.

                        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, on June 17, 1997.

                     AMERICAN GENERAL CORPORATION

                      By:  /s/ MARK S. BERG              
                                     
                     Name:     Mark S. Berg
                     Title:    Senior 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 

/s/ ROBERT M. DEVLIN     Chairman, Chief
                         Executive Officer             June 17, 1997
  (Robert M. Devlin)     and Director (Principal
                         Executive Officer)

/s/ CARL J. SANTILLO    Senior Vice President -
                        Finance                       June 17, 1997
  (Carl J. Santillo)    (Principal Financial
                         Officer)

/s/ PAMELA J. PENNY     Vice President and Controller  June 17, 1997
  (Pamela J. Penny)     (Principal Accounting
                         Officer)

/s/ J. EVANS ATTWELL            Director                    June 17, 1997
  (J. Evans Attwell)

/s/ BRADY F. CARRUTH       Director                           June 17, 1997
  (Brady F. Carruth)

/s/ JAMES S. D'AGOSTINO, JR.         Director               June 17, 1997
  (James S. D'Agostino, Jr.)

/s/ W. LIPSCOMB DAVIS, JR.      Director                   June 17, 1997
  (W. Lipscomb Davis, Jr.)
Signature                Title                       Date 

/s/ LARRY D. HORNER                  Director         June 17, 1997
  (Larry D. Horner)

/s/ RICHARD J. V. JOHNSON       Director             June 17, 1997
  (Richard J.V. Johnson)

/s/ JON P. NEWTON               Director             June 17, 1997
  (Jon P. Newton)

/s/ ROBERT E. SMITTCAMP         Director            June 17, 1997
  (Robert E. Smittcamp)

/s/ ANNE M. TATLOCK             Director             June 17, 1997
  (Anne M. Tatlock)
INDEX TO EXHIBITS

Exhibit
Number                               Description

4.1    Restated Articles of Incorporation of the Registrant
       (including Statement of Resolution Establishing Series
       of Shares of Series A Junior Participating Preferred
       Stock) (incorporated by reference to Exhibit 4.1 to
       Registration Statement No. 33-33115 filed by the
       Registrant).

4.2    Amended and Restated Bylaws of the Registrant
       (incorporated by reference to Exhibit 3.2 to
       Registrant's Annual Report on Form 10-K for the year
       ended December 31, 1993).

4.3    Statement of Resolution Establishing Series of Shares
       of Series A Cumulative Convertible Preferred Stock of
       the Registrant (incorporated by reference to Exhibit
       4(b) to Registration Statement No. 333-00513 filed by
       the Registrant).

4.4    Form of Statement of Resolutions Establishing Series
       of Shares of 7% Convertible Preferred Stock of the
       Registrant (incorporated by reference to Exhibit 4(d)
       to Registration Statement No. 333-00513 filed by the
       Registrant).

4.5    Specimen Stock Certificate for the Registrant's Common
       Stock (incorporated by reference to Exhibit 4 to Form
       8-B filed by the Registrant on June 26, 1980).

4.6    Junior Subordinated Indenture, dated as of May 15,
       1995, between the Registrant and Chemical Bank, as
       Trustee, relating to the Registrant's 6% Series A
       Convertible Junior Subordinated Debentures
       (incorporated by reference to Exhibit 4(g) to
       Registration Statement No. 333-00513 filed by the
       Registrant).

4.7    Rights Agreement dated as of July 27, 1989, as amended
       by the First Amendment thereto dated as of October 26,
       1992, by and between the Registrant and First Chicago
       Trust Company of New York, as Rights Agent
       (incorporated by reference to Exhibit 4 to the
       Registrant's Quarterly Report on Form 10-Q for the
       quarter ended June 30, 1989, and to Exhibit 19 to the
       Registrant's Quarterly Report on Form 10-Q for the
       quarter ended September 30, 1992, respectively).

4.8    Terms of the 6% Convertible Monthly Income Preferred
       Securities, Series A, of American General Delaware,
       L.L.C. (incorporated by reference to Exhibit 4(i) to
       Registration Statement No. 333-00513 filed by the
       Registrant).

4.9    Guarantee of the Registrant with respect to the 6%
       Convertible Monthly Income Preferred Securities,
       Series A, of American General Delaware, L.L.C.
       (incorporated by reference to Exhibit 4(j) to
       Registration Statement No. 333-00513 filed by the
       Registrant).

4.10   Resolutions Establishing the Registrant's 6% Series A
       Convertible Junior Subordinated Debentures
       (incorporated by reference to Exhibit 4(k) to
       Registration Statement No. 333-00513 filed by the
       Registrant).

5 Internal Revenue Service favorable determination
  letter dated August 1, 1996.

23     Consent of Ernst & Young L.L.P., Independent Auditors.

24     Powers of Attorney (included on the signature page of
       this registration statement).

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