SEC Division of Investment Management staff letter: American International Group, Inc.

PAUL, WEISS. RIFKIND. WHARTON 6 GARRISON LLP
1285 AVENUE OF THE AMERICAS 1615 L STREET. NW NEW YORK, NEW YORK 10019-0004 WASHINGTON. DC 200355694 TELEPHONE (2 12) 373-3000 TELEPHONE (202) 223-7300 FACSIMILE (2 12) 757-3990 FACSlMlLE (202) 223-7420 LLOYD K. GARRISON (1946-1 991) FUKOKU SElMEl BUILDING RANDOLPH E. PAUL ( 1046 1956) 2-2 UCHlSAlWAlCHO 2-CHOME SIMON H. RlFKlND ( 195- 1995) CHIYODA-KU. TOKYO 100-0011. JAPAN LOUIS S. WElSS (1927-1950) TELEPHONE te 1-3) 3507-8 Io I JOHN F. WHARTON ( 1927- 1977) FACSIMILE (8 1-3) 3597-0 120 UNm 3601. FOFINNE PLAZA OFFICE TOWER A N0.7 DONG SANHUAN ZHONGLU CHAO YANG DISTRICT BElJlNG 100020 PEOPLE'S REPU8LlC OF CHINA TELEPHONE (85 10) 5028d300 WRITER'S DIRECT DIAL NUMBER FACSIMILE (85 10) 65309070F9000 (21 2) 373-3309 IZTH FLOOR. HONG KONG CLUB BUILDING WRITER'S DIRECT FACSIMILE 3A CHATER ROAD. CENTRAL HONG KONG (212) 492-0309 TELEPHONE (852) 25369933 FACSIMILE (852) 253W622 WRITER'S DIRECT E-MAIL ADDRESS ALDER CASTLE rrussoQpaulweiss.com 10 NOBLE STREfl LONDON ECZV 7JU. U.K. TELEPHONE (44 20) 7367 1600 FACSIMILE (44 20) 7367 1650 February 2 1,2006 *NOT ADMrrlED lU NCW YORK BAR Douglas J. Scheidt, Esq. Assistant Director and Chief Counsel Division of Investment Management Securities and Exchange Commission 100 F Street, NE Washington, DC 20549 Re: American International Group. Inc. Dear Mr. Scheidt:
We submit this letter on behalf of our client American International Group, Inc. ("AIGor the "Settling Firm) in connection with a settlement agreement arising out of investigations by the Securities and Exchange Commission (the "Commission") and various U.S. states and territories (the "States") of alleged violations of Section 17(a) of the Securities Act of 1933, as amended (the "Securities Act"), Sections 10(b), 13(a), 13(b)(2) and 13(b)(5) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and Rules 10b-5, 12b-20, l3a- 1, l3a- 13 and l3b2- 1 promulgated thereunder, in connection with AIG's practices in the marketing, sale, renewal, placement or servicing of insurance for its policyholders and its accounting and public reporting practices, including those relating to nontraditional and finite insurance. AIG, through its subsidiaries, offers property and casualty and life insurance and retirement services products to commercial, institutional and individual customers worldwide. AIG's global businesses also include financial services and asset management. Although AIG is not an investment adviser, registered under Section 203 of the Investment Advisers Act of 1940, as amended (the "Advisers Act"), nor does it Doc #:NY7:117%4.6