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AIG > SEC Filings for AIG > Form 8-K on 2-Oct-2013All Recent SEC Filings

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Form 8-K for AMERICAN INTERNATIONAL GROUP INC


2-Oct-2013

Other Events, Financial Statements and Exhibits


Item 8.01. Other Events.

On October 2, 2013, American International Group, Inc. ("AIG") closed the sale of $1,000,000,000 of AIG's 4.125% Notes due 2024 (the "Notes").

The following documents relating to the sale of the Notes are filed as exhibits to this Current Report on Form 8-K and are incorporated into this Item 8.01 by reference:

Underwriting Agreement, dated September 25, 2013, between AIG and Barclays Capital Inc., Deutsche Bank Securities Inc., Goldman, Sachs & Co. and Morgan Stanley & Co. LLC, as representatives of the several underwriters named therein;

Twentieth Supplemental Indenture, dated as of October 2, 2013, between AIG and The Bank of New York Mellon, as Trustee;

Form of the Notes;

Opinion of Sullivan & Cromwell LLP, dated October 2, 2013, as to the validity of the Notes; and

Opinion of Sullivan & Cromwell LLP, dated October 2, 2013, as to United States federal income tax matters.



Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

1.1 Underwriting Agreement, dated September 25, 2013, between AIG and Barclays Capital Inc., Deutsche Bank Securities Inc., Goldman, Sachs & Co. and Morgan Stanley & Co. LLC, as representatives of the several underwriters named therein.

4.1 Twentieth Supplemental Indenture, dated as of October 2, 2013, between AIG

        and The Bank of New York Mellon, as Trustee.

 4.2    Form of the Notes (included in Exhibit 4.1).

 5.1    Opinion of Sullivan & Cromwell LLP, dated October 2, 2013, as to the
        validity of the Notes.

 8.1    Opinion of Sullivan & Cromwell LLP, dated October 2, 2013, as to United
        States federal income tax matters.

23.1    Consent of Sullivan & Cromwell LLP (included in Exhibit 5.1).

23.2    Consent of Sullivan & Cromwell LLP (included in Exhibit 8.1).


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