UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES AND EXCHANGE ACT OF 1934

October 1518, 2004 Date of Report (Date of earliest event reported)

AAMES FINANCIAL CORPORATION
(Exact name of Registrant as specified in its charter)

Delaware
(State or other jurisdiction of incorporation)

1-13660 (Commission File Number)	95-340340 (IRS employer identification no.)

350 South Grand Ave, 43^rd Floor
Los Angeles, CA 90071
(Address of principal executive offices)(Zip Code)

(323) 210-5000
(Registrant's telephone number, including area code)

Not Applicable
(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any
of the following provisions:

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 18.01 ~~Entry into a Material Definitive Agreement~~Other Events On Reference ~~October~~is ~~15,~~made ~~2004,~~to the ~~Company~~press ~~through~~release ~~its~~of ~~subsidiaries, Aames Capital Corporation and Aames Funding Corporation, entered into Amendment No. 8 to~~ the ~~Second~~Registrant ~~Amended and Restated Master Loan and Security Agreement,~~ dated asOctober ~~of August 29~~18, ~~2003~~2004, which ~~with~~contains ~~Morgan~~information ~~Stanley~~meeting ~~Mortgage Capital Inc. to extend~~ the ~~termination~~requirements ~~date~~ of this ~~warehouse~~Item ~~facility~~8.01 ~~from~~and ~~October 15, 2004~~is to incorporated ~~October~~herein ~~22,~~by ~~2004~~reference. ~~The~~ ~~Company~~A iscopy inof the ~~process~~press ofreleases ~~completing~~is anattached ~~annual renewal of~~ to this ~~facility~~Form on8-K ~~same~~as orExhibit ~~similar terms and expects to obtain a full renewal in the near future~~99. 1.

Item 9.01 Financial Statements and Exhibits

(a)		Financial statements: None

(b)		Pro forma financial informtaion: None

(c)		Exhibits:

		99.1 Press release dated October 18, 2004

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

AAMES FINANCIAL CORPORATION
By:	/s/ Patrick D. Grosso
	Patrick D. Grosso
	Assistant Secretary
	Dated: October 18, 2004
	Dated: October 21, 2004

Filing Compare · AAMES FINANCIAL CORP/DE