FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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(Print or Type Responses)

1. Name and Address of Reporting Person * LINDNER CARL H   2. Issuer Name and Ticker or Trading Symbol AMERICAN FINANCIAL GROUP INC [AFG] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) __X__ Director __X__ 10% Owner _____ Officer (give title below) __X__ Other (specify below) Chairman of the Board (Last) (First) (Middle) ONE EAST FOURTH STREET 3. Date of Earliest Transaction (Month/Day/Year) 04/07/2010 (Street) CINCINNATI, OH 45202 4. If Amendment, Date Original Filed(Month/Day/Year) 6. Individual or Joint/Group Filing(Check Applicable Line) _X_ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person (City) (State) (Zip) Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock               0 D   Common Stock               0 I #1 (1) Common Stock 04/07/2010   J(2)   4,520,024 A (2) 0 (3) I #2 (4) Common Stock               0 (3) I #3 (5) Common Stock 03/04/2010   G V 7,440 D $ 0 3,730,953 I #4 (6) Common Stock 03/09/2010   G V 86,757 D $ 0 3,644,196 I #4 (6) Common Stock 03/11/2010   G V 22,034 D $ 0 1,052,092 (3) I #4 (6) Common Stock 03/29/2010   A V 144 (7) A $ 0 1,052,236 D   Common Stock               0 (3) I #6 (8) Common Stock 04/07/2010   J(2)   4,520,024 D (2) 0 (3) I #7 (9) Common Stock               4,850,596 (3) I #8 (10) Common Stock               4,849,404 (3) I #9 (11)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 3)

2. Conversion or Exercise Price of Derivative Security

3. Transaction Date (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

4. Transaction Code (Instr. 8)

5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5)

6. Date Exercisable and Expiration Date (Month/Day/Year)

7. Title and Amount of Underlying Securities (Instr. 3 and 4)

8. Price of Derivative Security (Instr. 5)

9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)

10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)

11. Nature of Indirect Beneficial Ownership (Instr. 4)

Code

V

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
LINDNER CARL H ONE EAST FOURTH STREET CINCINNATI, OH 45202	X	X		Chairman of the Board

Signatures

Carl H. Lindner, Jr. By: Karl J. Grafe, as Attorney-in-Fact		04/09/2010
**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 4(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1)	Indirect #1: By Carl H. Lindner, Jr., et al. TTEE for the CHL Amended and Restated Family Trust dated 12/12/83.
(2)	Reflects a distribution from the Reporting Person's Grantor Retained Annuity Trust for the purpose of substituting different assets. The price at which the shares were acquired from the GRAT is being determined by appraisal, and is not available at this time. This report will be amended to provide such price as soon as it has been determined.
(3)	On 3/31/2010, Indirect #6 tranferred 398,628 shares of AFG common stock to Indirect #2 and on 3/31/2010, Indirect #7 transferred 103,335 shares of common stock to Indirect #2. On 4/5/2010, Indirect #4 transferred 2,570,070 shares of common stock to Indirect #2. On 4/8/2010, Indirect #3 transferred 1,608,128 and 499,815 shares of common stock to Indirect #8 and #9, respectively. Also on 4/8/2010, Indirect #2 transferred 3,242,468 and 4,349,589 shares of common stock to Indirect #8 and #9, respectively.
(4)	Indirect #2: By Edyth B. Lindner, Spouse.
(5)	Indirect #3: EBL TTEE of the Edyth B. Lindner Family Trust Dated 4/13/04.
(6)	Indirect #4: By Carl H. Lindner, Jr., et al. Trustee of the CHL amended and Restated Family Trust dated 1/22/82.
(7)	Represents a required annual distribution from the Issuer's 401(k) Retirement and Savings Plan.
(8)	Indirect #6: EBL 2008-1 Qualified Annuity Trust dtd 7/21/08.
(9)	Indirect #7: EBL 2009-1 Qualifed Annuity Trust dtd 3/31/2009.
(10)	Indirect #8: EBL 2010-1 Qualified Annuity Trust DTD 4/8/2010
(11)	Indirect #9: EBL 2010-2 Qualified Annuity Trust DTD 4/8/2010.

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