X0305 4/A 2012-04-17 2012-04-18 0 0000005272 AMERICAN INTERNATIONAL GROUP INC AIG 0001236614 WINTROB JAY S 1 SUNAMERICA CENTER LOS ANGELES, CA 90067 0 1 0 0 Executive Vice President Restricted Stock Unit 30.12 2012-04-17 4 M 0 1473.8995 D Common Stock 1473.8995 27056.5651 D Represents AIG's share price on the date of grant; these securities do not carry a conversion or exercise price. Represents the payment in cash of $48,225.99, net of applicable taxes, in settlement of stock salary based on AIG's share price on April 16, 2012. The settlement date for this award was accelerated by one year after certification to the Special Master for TARP Executive Compensation that AIG had completed a corporate transaction that resulted in a repayment to the Federal Reserve Bank of New York. These securities do not have an exercisable date or expiration date. These securities do not carry a conversion or exercise price. This amendment is being filed to correctly state the transaction date as 4/17/2012 which was inadvertently reported as 04/16/2012 on the original Form 4 filed today. /s/ Kathleen E. Shannon, by POA for Jay S. 2012-04-18