United States securities and exchange commission logo

                              June 14, 2021

       Mark Lyons
       Chief Financial Officer
       American International Group, Inc.
       175 Water Street
       New York, New York 10038

                                                        Re: American
International Group, Inc.
                                                            Form 10-K
                                                            Filed February 19,
                                                            File No. 001-08787

       Dear Mr. Lyons:

              We have limited our review of your filing to the financial
statements and related
       disclosures and have the following comments. In some of our comments, we
may ask you to
       provide us with information so we may better understand your disclosure.

              Please respond to these comments within ten business days by
providing the requested
       information or advise us as soon as possible when you will respond. If
you do not believe our
       comments apply to your facts and circumstances, please tell us why in
your response.

                                                        After reviewing your
response to these comments, we may have additional comments.

       Form 10-K Filed February 19, 2021

       Managements Discussion and Analysis of Financial Condition and Results
of Operations, page

   1.                                                   We note your disclosure
on page 29 that upon the occurrence of certain triggers on the
                                                        part of Fortitude Re
under the applicable reinsurance agreements, your subsidiaries may
                                                        elect or may be
required, to recapture the business ceded under such reinsurance
                                                        agreements, which would
result in a substantial increase to your net insurance liabilities.
                                                        Please revise future
filings to discuss the nature of the triggers and provide additional
                                                        information regarding
the triggers to allow an investor to fully understand the uncertainty,
                                                        the likelihood of a
trigger occurring and the reasonably likely impact on financial
                                                        condition, results of
operations, liquidity or capital resources.
       Sale of Fortitude Holdings, page 69

   2.                                                   We note your disclosure
that the sale of Fortitude Re is subject to a post-closing purchase
 Mark Lyons
FirstName  LastNameMark   Lyons
American International Group, Inc.
June       NameAmerican International Group, Inc.
     14, 2021
June 14,
Page 2 2021 Page 2
FirstName LastName
         price adjustment pursuant to which AIG will pay up to a maximum
payment of $500
         million to Fortitude Re for certain adverse development in property
casualty related
         reserves that may occur on or prior to December 31, 2023. We also note
your disclosure
         on page 298, that you believe the likelihood that you will have to
make any material
         payments is remote and no material liabilities have been recorded.
Please tell us the
         accounting guidance you considered in accounting for the post-closing
purchase price
         adjustment and revise future filings to disclose your accounting
policy, or tell us where it
         is disclosed.
Financial Performance Summary, page 70

3.       We note throughout your MD&A you discuss the business reasons for
changes in your
         various financial results. In circumstances where there is more than
one business reason
         for the change, please revise future filings to quantify the
incremental impact of each
         significant individual business reason. Please refer to Item 303(a)(3)
of Regulation S-K
         and SEC Release No. 33-8350 for guidance.
Business and Financial Highlights, page 89

4.       We note your disclosure that during the second quarter of 2020, AIG
entered into a series
         of quota share reinsurance agreements, including with Lloyd   s
Syndicate 2019, a Lloyd   s
         syndicate managed by Talbot, to reinsure risks related to PCG which
caused net premiums
         written to decrease in 2020. To the extent the Lloyd   s Syndicate
arrangement is in the
         scope of ASC 808, please provide us and revise future filings to
disclose the information
         required by ASC 808-10-50-1. If you do not believe the arrangement is
in the scope of
         ASC 808, please tell us how you account for the arrangement and
identify the relevant
         accounting guidance and revise future filings to disclose your
accounting policies.
Consolidated Statements of Income (Loss), page 185

5.       Based on disclosure on page 125, it appears you classify certain
unrealized activity
         including changes in your allowance for credit losses and unrealized
changes in the fair
         value of derivatives as realized in the    Net realized capital gains
(losses)    line item in the
         consolidated statements of income (loss). If so, please revise you
current line item
         description or revise your presentation to more accurately present the
nature of the gains
        In closing, we remind you that the company and its management are
responsible for the
accuracy and adequacy of their disclosures, notwithstanding any review,
comments, action or
absence of action by the staff.
 Mark Lyons
American International Group, Inc.
June 14, 2021
Page 3

      You may contact Michael Volley, Staff Accountant, at 202-551-3437 or Amit
Accounting Branch Chief at 202-551-3423 with any questions.

FirstName LastNameMark Lyons                           Sincerely,
Comapany NameAmerican International Group, Inc.
                                                       Division of Corporation
June 14, 2021 Page 3                                   Office of Finance
FirstName LastName