SEC FORM
3
SEC Form 3
| FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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| OMB APPROVAL |
| OMB Number: |
3235-0104 |
| Estimated average burden |
| hours per response: |
0.5 |
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1. Name and Address of Reporting Person*
| AMERICAN INTERNATIONAL GROUP, INC. |
| 70 PINE STREET |
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year)
04/07/2010
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3. Issuer Name and Ticker or Trading Symbol
AMERICAN INTERNATIONAL GROUP INC
[ AIG ]
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
| X |
Director |
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10% Owner |
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Officer (give title below) |
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Other (specify below) |
|
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5. If Amendment, Date of Original Filed
(Month/Day/Year)
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6. Individual or Joint/Group Filing (Check Applicable Line)
| X |
Form filed by One Reporting Person |
|
Form filed by More than One Reporting Person |
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| Table I - Non-Derivative Securities Beneficially Owned |
|---|
| 1. Title of Security (Instr.
4)
|
2.
Amount of Securities Beneficially Owned (Instr.
4)
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3. Ownership Form: Direct (D) or Indirect (I) (Instr.
5)
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4. Nature of Indirect Beneficial Ownership (Instr.
5)
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Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
|
|---|
| 1. Title of Derivative Security (Instr.
4)
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2. Date Exercisable and Expiration Date
(Month/Day/Year) |
3. Title and Amount of Securities Underlying Derivative Security (Instr.
4)
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4. Conversion or Exercise Price of Derivative Security
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5. Ownership Form: Direct (D) or Indirect (I) (Instr.
5)
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6. Nature of Indirect Beneficial Ownership (Instr.
5)
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| Date Exercisable |
Expiration Date |
Title |
Amount or Number of Shares |
| Explanation of Responses: |
| Remarks: |
|
| No securities are beneficially owned. |
|
Henry S. Miller by Eric N. Litzky, Attorney-in-Fact |
04/19/2010 |
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** Signature of Reporting Person |
Date |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. |
| * If the form is filed by more than one reporting person,
see
Instruction
5
(b)(v). |
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure. |
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |
POWER OF ATTORNEY
CAUTION TO THE PRINCIPAL: Your Power of Attorney is an important
document. As the "principal," you give the person whom you choose (your
"agent") authority to spend your money and sell or dispose of your property
during your lifetime without telling you. You do not lose your authority to act
even though you have given your agent similar authority.
When your agent exercises this authority, he or she must act according to
any instructions you have provided or, where there are no specific
instructions, in your best interest. "Important Information for the Agent" at
the end of this document describes your agent's responsibilities.
Your agent can act on your behalf only after signing the Power of
Attorney before a notary public.
You can request information from your agent at any time. If you are
revoking a prior Power of Attorney by executing this Power of Attorney, you
should provide written notice of the revocation to your prior agent(s) and to
the financial institutions where your accounts are located.
You can revoke or terminate your Power of Attorney at any time for any
reason as long as you are of sound mind. If you are no longer of sound mind, a
court can remove an agent for acting improperly.
Your agent cannot make health care decisions for you. You may execute a
"Health Care Proxy" to do this.
The law governing Powers of Attorney is contained in the New York General
Obligations Law, Article 5, Title 15. This law is available at a law library,
or online through the New York State Senate or Assembly websites,
www.senate.state.ny.us or www.assembly.state.ny.us.
If there is anything about this document that you do not understand, you
should ask a lawyer of your own choosing to explain it to you.
KNOW ALL MEN BY THESE PRESENTS, that the undersigned hereby constitutes and
appoints each of and Eric N. Litzky and Kathleen E. Shannon, signing separately
and not jointly, the undersigned's true and lawful attorney-in-fact to:
(1) Execute for and on behalf of the undersigned, in the undersigned's
capacity as a director of American International Group, Inc. (the "Company"),
Forms 3, 4, and 5 in accordance with Section 16 of the Securities Exchange Act
of 1934 and the rules promulgated thereunder;
(2) Do and perform any and all acts for and on behalf of the undersigned
which may be necessary or desirable to complete and execute any such Form 3, 4
or 5 and timely file such Form with the United States Securities and Exchange
Commission and any stock exchange or similar authority; and
(3) Take any other action of any type whatsoever in connection with the
foregoing which, in the opinion of such attorney-in-fact, may be of benefit to,
in the best interest of, or legally required by, the undersigned, it being
understood that the documents executed by such attorney-in-fact on behalf of the
undersigned pursuant to this Power of Attorney shall be in such form and shall
contain such terms and conditions as such attorney-in-fact may approve in such
attorney-in-fact's discretion.
The undersigned hereby grants to each such attorney-in-fact full power
and authority to do and perform any and every act and thing whatsoever
requisite, necessary, or proper to be done in the exercise of any of the rights
and powers herein granted, as fully to all intents and purposes as the
undersigned might or could do if personally present, with full power of
substitution or resubstitution, hereby ratifying and confirming all that such
attorney-in-fact, or such attorney-in-fact's substitute or substitutes, shall
lawfully do or cause to be done by virtue of this Power of Attorney and the
rights and powers herein granted. The undersigned hereby authorizes each such
attorney-in-fact to act separately. The undersigned acknowledges that each
attorney-in-fact, in serving in such capacity at the request of the undersigned,
is not assuming, nor is the Company assuming, any of the undersigned's
responsibilities to comply with Section 16 of the Securities Exchange Act of
1934.
This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Forms 3, 4 and 5 with respect to the
undersigned's holdings of and transactions in securities of the Company, unless
earlier revoked by the undersigned in a signed writing delivered to each
attorney-in-fact. This power of attorney is not intended to, and does not,
revoke, or in any way affect, any prior power of attorney that I have executed.
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to
be executed as of this 12th day of April, 2010.
/s/ Henry S. Miller
Henry S. Miller
ACKNOWLEDGEMENT
STATE OF NEW YORK )
) ss.:
COUNTY OF NEW YORK )
On the 12th day of April in the year 2010 before me, the undersigned, a
Notary Public in and for said State, personally appeared Henry S. Miller,
personally known to me or proved to me on the basis of satisfactory evidence to
be the individual whose name is subscribed to the within instrument and
acknowledged to me that he executed the same in his capacity, and that by his
signature on the instrument, the individual or the person upon behalf of which
the individual acted, executed the instrument.
/s/ Michelle Nunns
Notary Public
Name:
Michelle Nunns
My Commission Expires:
November 1, 2012
IMPORTANT INFORMATION FOR THE AGENT:
When you accept the authority granted under this Power of Attorney, a
special legal relationship is created between you and the principal. This
relationship imposes on you legal responsibilities that continue until you
resign or the Power of Attorney is terminated or revoked. You must:
(1) act according to any instructions from the principal, or, where there
are no instructions, in the principal's best interest;
(2) avoid conflicts that would impair your ability to act in the
principal's best interest;
(3) keep the principal's property separate and distinct from any assets
you own or control, unless otherwise permitted by law;
(4) keep a record of all receipts, payments, and transactions conducted
for the principal; and
(5) disclose your identity as an agent whenever you act for the principal
by writing or printing the principal's name and signing your own name as
"agent" in either of the following manner: (Principal's Name) by (Your
Signature) as Agent, or (your signature) as Agent for (Principal's Name).
You may not use the principal's assets to benefit yourself or give major
gifts to yourself or anyone else unless the principal has specifically granted
you that authority in this Power of Attorney or in a Statutory Major Gifts Rider
attached to this Power of Attorney. If you have that authority, you must act
according to any instructions of the principal or, where there are no such
instructions, in the principal's best interest. You may resign by giving
written notice to the principal and to any co-agent, successor agent, monitor if
one has been named in this document, or the principal's guardian if one has
been appointed. If there is anything about this document or your
responsibilities that you do not understand, you should seek legal advice.
Liability of agent:
The meaning of the authority given to you is defined in New York's
General Obligations Law, Article 5, Title 15. If it is found that you have
violated the law or acted outside the authority granted to you in the Power of
Attorney, you may be liable under the law for your violation.
I, Eric N. Litzky, have read the foregoing Power of Attorney. I am the person
identified therein as agent for the principal named therein. I acknowledge my
legal responsibilities.
In Witness Whereof, I have hereunto signed my name on the 12th day of
April, 2010.
/s/ Eric N. Litzky
Eric N. Litzky
ACKNOWLEDGEMENT
STATE OF NEW YORK )
) ss.:
COUNTY OF NEW YORK )
On the 12th day of April in the year 2010 before me, the undersigned, a
Notary Public in and for said State, personally appeared Eric N. Litzky,
personally known to me or proved to me on the basis of satisfactory evidence to
be the individual whose name is subscribed to the within instrument and
acknowledged to me that he executed the same in his capacity, and that by his
signature on the instrument, the individual or the person upon behalf of which
the individual acted, executed the instrument.
/s/ Kathleen Eisenring
Notary Public
Name:
Kathleen Eisenring
My Commission Expires:
March 10, 2011
I, Kathleen E. Shannon, have read the foregoing Power of Attorney. I am the
person identified therein as agent for the principal named therein. I
acknowledge my legal responsibilities.
In Witness Whereof, I have hereunto signed my name on the 12th day of
April, 2010.
/s/ Kathleen E. Shannon
Kathleen E. Shannon
ACKNOWLEDGEMENT
STATE OF NEW YORK )
) ss.:
COUNTY OF NEW YORK )
On the 12th day of April in the year 2010 before me, the undersigned, a
Notary Public in and for said State, personally appeared Kathleen E. Shannon,
personally known to me or proved to me on the basis of satisfactory evidence to
be the individual whose name is subscribed to the within instrument and
acknowledged to me that he executed the same in his capacity, and that by his
signature on the instrument, the individual or the person upon behalf of which
the individual acted, executed the instrument.
/s/ Kathleen Eisenring
Notary Public
Name:
Kathleen Eisenring
My Commission Expires:
March 10, 2011
NY12532:447305.2
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