As filed with the Securities and Exchange Commission on July 24, 2001
                                                      Registration No. 333-38145
================================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                               -------------------

                         POST EFFECTIVE AMENDMENT NO. 1
                                       to
                                    FORM S-8
                             REGISTRATION STATEMENT
                                      UNDER
                           THE SECURITIES ACT OF 1933
                               -------------------

                           FREMONT GENERAL CORPORATION
             (Exact name of registrant as specified in its charter)
                               -------------------

             Nevada                                             95-2815260
 (State or other jurisdiction of                            (I.R.S. Employer
  incorporation or organization)                           Identification No.)

                       2020 Santa Monica Blvd., Suite 600,
                         Santa Monica, California 90404
                    (Address of principal executive offices)

                           FREMONT GENERAL CORPORATION
                          SUPPLEMENTAL RETIREMENT PLAN
                         AND FREMONT GENERAL CORPORATION
                       SENIOR SUPPLEMENTAL RETIREMENT PLAN
                            (Full title of the plan)
                                 --------------

                                Louis J. Rampino
                      President and Chief Operating Officer
                           Fremont General Corporation
                       2020 Santa Monica Blvd., Suite 600
                         Santa Monica, California 90404
                     (Name and address of agent for service)

   Telephone number, including area code, of agent for service: (310) 315-5500

                               -------------------

                                   Copies to:

                            Richard A. Boehmer, Esq.
                             O'Melveny & Myers, LLP
                              400 South Hope Street
                          Los Angeles, California 90071
                                 (213) 430-6000








     This Post-Effective Amendment No. 1 to Registration Statement on Form S-8
is being filed to de-register an aggregate of 279,707 shares of Common Stock,
par value $1.00 per share, of Fremont General Corporation (the "Registrant")
previously registered by the Registrant pursuant that certain Registration
Statement on Form S-8 (File No. 333-38145) filed with the Securities and
Exchange Commission on October 17, 1997. The Registrant hereby deregisters such
shares as a result of its termination of the Fremont General Corporation
Supplemental Retirement Plan and the Fremont General Corporation Senior
Supplement Retirement Plan.







                                   SIGNATURES

     THE REGISTRANT. Pursuant to the requirements of the Securities Act, 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
Post-Effective Amendment No. 1 to Registration Statement to be signed on its
behalf by the undersigned, thereunto duly authorized, in the City of Santa
Monica, State of California, on this 24th day of July, 2001.

                                       FREMONT GENERAL CORPORATION



                                       By: /s/ LOUIS J. RAMPINO
                                           -------------------------------------
                                           Louis J. Rampino
                                           President and Chief Operating Officer

     Pursuant to the requirements of the Securities Act of 1933, as amended,
this Post-Effective Amendment No. 1 to Registration Statement has been signed by
the following persons in the capacities and on the dates indicated


      SIGNATURE                           TITLE                        DATE



James A. McIntyre*             Chairman of the Board               July 24, 2001
- --------------------------     of Directors and Chief Executive
James A. McIntyre              Officer (Principal Executive
                               Officer)


/s/  LOUIS J. RAMPINO          President, Chief Operating          July 24, 2001
- --------------------------     Officer and Director
Louis J. Rampino


Wayne R. Bailey*               Executive Vice President,           July 24, 2001
- --------------------------     Treasurer, Chief Financial
Wayne R. Bailey                Officer and Director
                               (Principal Financial Officer)



Patrick E. Lamb*               Senior Vice President, Chief        July 24, 2001
- --------------------------     Accounting Officer and Controller
Patrick E. Lamb                (Principal Accounting Officer)



Thomas W. Hayes*               Director                            July 24, 2001
- --------------------------
Thomas W. Hayes







David W. Morrisroe*            Director                            July 24, 2001
- --------------------------
David W. Morrisroe



Dickinson C. Ross*             Director                            July 24, 2001
- --------------------------
Dickinson C. Ross



* By:  /s/ LOUIS J. RAMPINO
       --------------------
       Louis J. Rampino
       ATTORNEY-IN-FACT


     THE PLAN. Pursuant to the requirements of the Securities Act of 1933, the
Administrative Committee has caused this Post-Effective Amendment No. 1 to
Registration Statement to be signed on its behalf by the undersigned, thereunto
duly authorized, in the City of Santa Monica, State of California, on the 24th
day of July, 2001.


                                       FREMONT GENERAL CORPORATION
                                       SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN


Date:    July 24, 2001                /s/ LOUIS J. RAMPINO
                                       -----------------------------------------
                                       By:  Louis J. Rampino
                                       Title: On behalf of the Administrative
                                       Committee of the Fremont General
                                       Corporation Supplemental Executive
                                       Retirement Plan