X0202 4 2008-04-01 0000005272 AMERICAN INTERNATIONAL GROUP INC AIG 0001244411 OFFIT MORRIS OFFIT CAPITAL ADVISORS LLC 65 EAST 55 STREET NEW YORK NY 10022 1 Deferred Stock Unit 0 2008-04-01 4 A 0 7 0 A Common Stock 7 7 D Dividend equivalent right in the form of deferred stock units with respect to deferred stock units previously awarded under the American International Group, Inc. Amended and Restated 2007 Stock Incentive Plan (the ''Plan''). Subject to the terms and conditions of the Plan and the award agreement, shares of AIG Common Stock underlying the deferred stock units will be deliverable, without any cash consideration, on the last trading day of the month in which the director ceases to be a director of American International Group, Inc. Morris W. Offit by Eric N. Litzky, Attorney-in-Fact 2008-04-03