8-K
Table of Contents

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): October 20, 2008

AMERICAN INTERNATIONAL GROUP, INC.

(Exact name of registrant as specified in its charter)
         
Delaware 1-8787 13-2592361
(State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.)

70 Pine Street
New York, New York 10270

(Address of principal executive offices)

Registrant’s telephone number, including area code: (212) 770-7000

 
 
 
(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

o   Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 
o   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
o   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
o   Pre-commencement communications pursuant to Rule 13e4(c) under the Exchange Act (17 CFR 240.13e-4(c))

TABLE OF CONTENTS

Item 7.01. Regulation FD Disclosure.
Item 9.01. Financial Statements and Exhibits.
SIGNATURES
EX-99.1: STIPULATION OF SETTLEMENT
EX-99.2: NOTICE OF THE STIPULATION OF SETTLEMENT

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Section 7 — Regulation FD
Item 7.01. Regulation FD Disclosure.
In late 2002, a derivative action captioned Teachers’ Retirement System of Louisiana v. Aidinoff, et al., C.A. No. 20106 (the Derivative Action), was filed in the Court of Chancery of the State of Delaware (the Court) in connection with certain transactions between American International Group, Inc. (AIG) and certain entities affiliated with C.V. Starr & Co., Inc. On September 29, 2008, the parties entered into a Stipulation of Settlement in connection with the Derivative Action. The Stipulation of Settlement requires that notice of such should be given to shareholders of AIG in the form of this Current Report on Form 8-K. The Stipulation of Settlement and all exhibits thereto and Notice of the Stipulation of Settlement are attached as Exhibits 99.1 and 99.2, respectively, to this Current Report on Form 8-K and incorporated herein by reference.
Section 9 — Financial Statements and Exhibits
Item 9.01. Financial Statements and Exhibits.
     (d) Exhibit.
     
Exhibit 99.1
  Stipulation of Settlement.
Exhibit 99.2
  Notice of the Stipulation of Settlement.

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SIGNATURES

      Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

     
Date: October 20, 2008 AMERICAN INTERNATIONAL GROUP, INC.
                     (Registrant)
 
By: /s/ Kathleen E. Shannon         
Name: Kathleen E. Shannon
Title: Senior Vice President and Secretary