X0303 4 2010-08-30 0 0000005272 AMERICAN INTERNATIONAL GROUP INC AIG 0001454566 Machon Monika M AMERICAN INTERNATIONAL GROUP, INC. 70 PINE STREET, 13TH FLOOR NEW YORK NY 10270 0 1 0 0 Senior Vice President Long-Term Performance Units 34 2010-08-30 4 A 0 57.4305 A Common Stock 57.4305 57.4305 D Long-Term Performance Units 34 2010-08-30 4 A 0 165.1127 A Common Stock 165.1127 222.5432 D Represents AIG's share price on the date of grant; these securities do not carry a conversion or exercise price. This award represents the portion of a grant of fully vested LPTUs that is based on the value of common stock, net of the value of 1.3931 shares withheld for taxes. The LTPUs are based on a mix of common stock and AIG's 8.175% Series A-6 Junior Subordinated Debentures (the "Hybrid Securities"), and represent 20 percent common stock and 80 percent Hybrid Securities, by value, on the date of grant. This award will be payable in cash based on the values of the underlying securities on the first anniversary of the grant date. The Reporting Person disclaims that the reported portion of the LTPUs is a "derivative security" required to be reported under Section 16 of the Securities Exchange Act of 1934. These securities do not have an exercisable date or expiration date. These securities do not carry a conversion or exercise price. This award represents the portion of a grant of fully vested LPTUs that is based on the value of common stock, net of the value of 4.0049 shares withheld for taxes. The LTPUs are based on a mix of common stock and AIG's 8.175% Series A-6 Junior Subordinated Debentures (the "Hybrid Securities"), and represent 20 percent common stock and 80 percent Hybrid Securities, by value, on the date of grant. This award will be payable in cash based on the values of the underlying securities on the third anniversary of the grant date. The Reporting Person disclaims that the reported portion of the LTPUs is a "derivative security" required to be reported under Section 16 of the Securities Exchange Act of 1934. Kathleen E. Shannon, by POA for Monika M. Machon 2010-09-01