8-K

                       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

      Date of Report (Date of earliest event reported): October 25, 1999


                           AAMES FINANCIAL CORPORATION
             (Exact name of Registrant as Specified in Its Charter)


        DELAWARE                        0-19604                95-340340
- ----------------------------          -----------           -------------------
(State or Other Jurisdiction          (Commission             (IRS Employer
      of Incorporation)               File Number)          Identification No.)



                       350 South Grand Avenue, 52nd Floor
                          Los Angeles, California 90071
                    (Address of Principal Executive Offices)



                                 (323) 210-5000
              (Registrant's Telephone Number, Including Area Code)


                                       NA
          (Former Name or Former Address, if Changed Since Last Report)


                                     Page 1



ITEM 5.     OTHER EVENTS

      Reference is made to the press release of Registrant issued on October 25,
1999 which contains information meeting the requirements of this Item 5 and is
incorporated herein by this reference. A copy of the press release is attached
to this Form 8-K as Exhibit 99.


ITEM 7.     FINANCIAL STATEMENTS AND EXHIBITS

      (c)   EXHIBITS

      99 Press release issued October 25, 1999.


                                     Page 2



                                   SIGNATURES

      Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the Registrant has duly caused this Current Report on Form 8-K to be
signed on its behalf by the undersigned hereunto duly authorized.


                                    AAMES FINANCIAL CORPORATION


Dated:  October 26, 1999                  By:    /S/ DAVID A. SKLAR
                                                 ------------------------------
                                           David A. Sklar
                                           Executive Vice President-Finance,
                                           Chief Financial Officer


                                     Page 3



                                  EXHIBIT INDEX


EXHIBIT NO.             DESCRIPTION OF EXHIBIT

     99                 Press release issued October 25, 1999


                                     Page 4

EX-99.1

                                   EXHIBIT 99

[OBJECT OMITTED]
FINANCIAL CORPORATION

                                          Contact:   David Sklar
                                                     Aames Financial
                                                     Corporation
                                                     (323) 210-5311
                                                            or
                                                     Steve Hawkins / Tom Ekman
                                                     Sitrick And Company
                                                     (310) 788-2850



FOR IMMEDIATE RELEASE


        AAMES FINANCIAL CORPORATION NAMES NEW CHIEF EXECUTIVE OFFICER
       FORMER KEYBANK USA CHIEF EXECUTIVE WILL LEAD COMPANY TURNAROUND

LOS ANGELES, CA., OCTOBER 25, 1999 - AAMES FINANCIAL CORPORATION (NYSE: AAM), a
leader in subprime home equity lending, announced today that A. Jay Meyerson has
been appointed chief executive officer of the Company by its board of directors.
The Company also announced that Mr. Meyerson was appointed to the Board of
Directors effective November 1, 1999.

      Mr. Meyerson, 52, has more than 20 years experience in the consumer
finance industry and is the former chief executive officer and chairman of
KeyBank USA. He succeeds Mani Sadeghi, a director of Aames who has been acting
as interim chief executive since May.

      "The appointment of Jay is the last phase of a management transition
plan that ensured a seamless and orderly succession," said Mr. Sadeghi.  "Jay
brings operating experience, analytical depth, and well-established
leadership abilities to Aames.  His appointment is a major step toward the
achievement of our strategic objectives of positioning Aames as a prudent,
profitable, and innovative leader in the home equity industry."

      From 1994 to 1997, Mr. Meyerson was the chief executive and chairman of
KeyBank USA, the $22 billion (assets) national consumer finance business of
KeyCorp. In that role he led the company's





expansion into an array of consumer finance businesses including the acquisition
of Champion Mortgage, a large East Coast subprime home equity lender. Most
recently, Mr. Meyerson was a managing director at KPMG national financial
services consulting practice. In addition, he had held senior positions at Wells
Fargo Bank, Ameritrust Corporation, and Society Corporation.

      "I look forward to leading Aames as the Company's turnaround is gaining
momentum," said Mr. Meyerson. "I am confident that we can now focus on the
execution of our business plan to create significant value for our shareholders,
nationwide customer base and our broker network. As we move forward, Aames'
strategic objectives are to demonstrate sustained operating profitability, grow
the business prudently and invest in technologies that leverage Aames' core
origination and servicing capabilities."

      Aames Financial Corporation is a leading home equity lender that currently
operates 102 retail branches, and 44 broker offices, serving customers across
the country.

From time to time the Company may publish forward-looking statements relating to
such matters as anticipated financial performance, business prospects and
similar matters. The Private Securities Litigation Reform Act of 1995 provides a
safe harbor for forward-looking statements. In order to comply with the terms of
the safe harbor, the Company notes that a variety of factors could cause the
Company's actual results and experience to differ materially from the
anticipated results or other expectations expressed in the Company's
forward-looking statements. The risks and uncertainties that may affect the
operations, performance and results of the Company's business include the
following: negative cash flow and continued access to outside sources of cash to
fund operations; third party rights to terminate mortgage servicing; high
delinquencies and losses in our securitization trusts; dependence on funding
sources; Year 2000 compliance and technological enhancements; prepayment risk;
changes in interest rates; basis risk; prolonged interruptions or reductions in
the secondary market for mortgage loans; timing of loan sales; dependence on
broker network; competition; concentration of operations in California; economic
conditions; contingent risks on loans we sell; and government regulation. For a
more complete discussion of these risks and uncertainties, see "Item 7.
Management's Discussion and Analysis of Financial Condition and Results of
Operations Risk Factors" in the Company's Annual Report on Form 10-K for the
fiscal year ended June 30, 1999, and subsequent Company Filings with the United
States Securities and Exchange Commission.
                                     ###