X0304 4 2012-01-09 0000005272 AMERICAN INTERNATIONAL GROUP INC AIG 0001331793 Herzog David L AMERICAN INTERNATIONAL GROUP, INC. 180 MAIDEN LANE NEW YORK NY 10038 1 Executive VP & CFO Restricted Stock Unit 30.1200 2012-01-09 4 M 0 1375.8082 D Common Stock 1375.8082 32560.6917 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 $33,019.40, net of applicable taxes, in settlement of stock salary based on AIG's share price on January 09, 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. /s/ Kathleen E. Shannon, by POA for David L. Herzog 2012-01-11