SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D.C.  20549


                                    FORM 8-K


                  CURRENT REPORT UNDER SECTION 13 OR 15(D) OF
                      THE SECURITIES EXCHANGE ACT OF 1934


        Date of Report (date of earliest event reported):  JUNE 17, 1996
                        Commission File Number:  0-12666


                AMERICAN FINANCIAL HOLDING, INC.
             (Exact Name of Registrant as Specified in its Charter)


             DELAWARE                             87-0458888
     (State or other jurisdiction of           (IRS Employer
     incorporation or organization)          Identification No.)



     225 SOUTH 200 WEST, SUITE 302
         FARMINGTON, UTAH                         84025-0683
     (Address of Principal Executive Offices)     (Zip Code)


              Registrant's Telephone Number, including Area Code:
                        (801) 451-9580



                             NONE
     (Former name, former address, and formal fiscal year, if changed since
     last report)  N/A




                   Page 1 of 2 consecutively numbered pages.


             ITEM 4:  CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT


     On June 17, 1996, Coopers & Lybrand LLP ("Coopers & Lybrand") resigned as
the independent accountants of American Financial Holding, Inc. (the "Company").
Coopers & Lybrand had been appointed by the Company on January 10, 1996, to
audit and report on its financial statements for the year ended December 31,
1995.

     In connection with its resignation, Coopers & Lybrand advised the Company
that information has come to its attention that, if investigated further, may
materially impact the Company's financial statements relating to the extent of
and the method of accounting for shareholder advances and stock issuance costs.
     Between the date of its appointment and dismissal, there were no
disagreements with Coopers & Lybrand on any matter of accounting principles or
practices, financial statement disclosure, or auditing scope or procedure, which
disagreement, if not resolved to the satisfaction of the former accountant,
would have caused it to make reference to the subject matter of the disagreement
in connection with its report.

     The foregoing was the only reportable event under Item 304 of Regulation 
S-K.

     The Company has provided Coopers & Lybrand with a copy of the foregoing
disclosures and has requested that Coopers & Lybrand provide a letter, addressed
to the the Commission, as to whether it agrees with the above statement.



                                   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 hereunto duly authorized.

                                   AMERICAN FINANCIAL HOLDING, INC.



Dated:  June 24, 1996              By
                                    /s/ Kenton L. Stanger, President
                                    Director, and Principal Executive
                                    Officer