SecProbe.io

August 2, 2010
  Mr. Robert H. Benmosche President and Chief Executive Officer  American Internati onal Group, Inc.
70 Pine Street New York, New York 10270
Re: American International Group, Inc.
 Form 10-Q for the Fiscal  Quarter Ended March 31, 2010
File No. 001-8787

Dear Mr. Benmosche:

We have reviewed your July 28, 2010 response to our June 28, 2010 le tter and have the
following comments.  In our comments, we ask y ou to provide us with information to better
understand your disclosure.
 Please respond to our comments by providing th e requested disclosures in your June 30,
2010 Form 10-Q.  Please provide us, for our revi ew, draft disclosure th at you intend to make
before filing your Form 10-Q.  If you do not believe our comments apply to your facts and
circumstances, please tell us why in your res ponse.  Please furnish us a letter on EDGAR under
the form type label CORRESP that ke ys your responses to our comments.

After reviewing the information provided, we may raise additional comments and/or
request that you amend your filing.  Item 1. Financial Statements (unaudited)

 Notes to Consolidated Financial Statements

 14. Income Taxes, page 79

1. Please refer to prior comment five.  Your  proposed disclosure does not appear to
adequately describe and quantify the fact ors that you considered  in allocating the
reduction in the valuation allowance betw een continuing and di scontinued operations.
Please revise to explain the sources of income that allowed for the release in the valuation
allowance, amounting to a $216 million reducti on to continuing operations and a $665
million reduction to discontinued operations.  Al so, revise to describe the events in the
first quarter of 2010 that led to  increases in expected gains from your planned divestitures
and explain how these events led to these incr eases.  In addition, revi se to reconcile the

Mr. Robert H. Benmosche American Interna tional Group, Inc.
August 2, 2010 Page 2

$151 million “tax benefit attributable to c ontinuing operations” referred to in your
response to the $91 million in the table on page 79.
 Item 2.  Management’s Discussion and Analys is of Financial Condition and Results of
Operations
 General Insurance, page 90

2. We note your response to our previous commen t six and in particular the last four
sentences of the response.  Please include a risk factor discus sing the uncertainty
regarding the ultimate amount of claims that ma y be incurred related to the BP oil leak.
Please explain that due to the unsettled nature  of the incident and its effects, additional
insureds may be identified and disclose the types of claims that such additional insureds could ultimately file related to this incident, as discussed in your response.  Also, to the
extent that the company provide s property, liability or othe r insurance coverage to BP,
the type and extent of coverage should  be discussed in the risk factor.

You may contact Frank Wyma n, Staff Accountant, at ( 202) 551-3660 or Joel Parker,
Accounting Branch Chief, at (202) 551-3651, if you have any questions re garding the processing
of your response, as well as any questions rega rding comments on the financial statements and
related matters. Please contact Sebastian Go mez Abero, Staff Attorney, at (202) 551-3578 or
Jeffrey Riedler, Assistant Director, at (202)  551-3715 with questions on any of the other
comments. In this regard, do not hesi tate to contact me at (202) 551-3679.

Sincerely,    Jim B. Rosenberg Senior Assistant Chief Accountant