AMERICAN INTERNATIONAL GROUP, INC. 4.500% Notes Due 2044 Underwriting AgreementUnderwriting Agreement • October 15th, 2014 • American International Group Inc • Fire, marine & casualty insurance • New York
appropriate, a post-effective amendment, document incorporated by reference therein or prospectus supplement that provides information relating to the terms of the securities and the manner of their distribution. The Registration Statement was amended by a Post-Effective Amendment No. 1 thereto (the “Post-Effective Amendment”), and any reference in this letter to the “Registration Statement” refers to the Registration Statement as amended by the Post-Effective Amendment. The Securities have been offered by the Prospectus relating to senior debt securities dated June 29, 2012 (the “Basic Prospectus”), as supplemented by the Prospectus Supplement, dated October 9, 2014 (the “Prospectus Supplement”), which updates or supplements certain information contained in the Basic Prospectus. The Basic Prospectus, as supplemented by the Prospectus Supplement, does not necessarily contain a current description of the Company’s business and affairs because, pursuant to Form S-3, it incorporates by re
American International Group, Inc., New York, NY 10038. Ladies and Gentlemen:Underwriting Agreement • October 15th, 2014 • American International Group Inc • Fire, marine & casualty insurance
In connection with the several purchases today by the Underwriters named in Schedule I to the Underwriting Agreement, dated October 9, 2014 (the “Underwriting Agreement”), among American International Group, Inc., a Delaware corporation (the “Company”), and BNP Paribas Securities Corp., Credit Suisse Securities (USA) LLC and Merrill Lynch, Pierce, Fenner & Smith Incorporated, as representatives of the several Underwriters named therein, of $750,000,000 aggregate principal amount of the Company’s 4.500% Notes due 2044 (the “Securities”) issued pursuant to the Indenture, dated as of October 12, 2006, as supplemented by the Fourth Supplemental Indenture, dated as of April 18, 2007, and the Eighth Supplemental Indenture, dated as of December 3, 2010, and as further supplemented by the Twenty-Second Supplemental Indenture, dated as of July 16, 2014 (collectively, the “Indenture”), each between the Company and The Bank of New York Mellon, as Trustee (the “Trustee”), we, as your counsel, have
