SecProbe.io

December 9, 2011
 Via E-mail

Mr. Robert H. Benmosche President and Chief Executive Officer  American Internati onal Group, Inc.
180 Maiden Lane New York, New York 10038
Re: American International Group, Inc.
   Form 10-Q for the Quarterly Period Ended September 30, 2011
   Filed November 3, 2011
File No. 001-08787

Dear Mr. Benmosche:
 We have reviewed your filing and have the fo llowing comment.  In our comment, we ask
you to provide us with information so we may better understa nd your disclosures.
 Please respond to this letter within 10 business days by providing us the requested
information or by advising us when you will provide the requested response.  If you do not believe a the comment applies to your facts a nd circumstances, please tell us why in your
response.  Please furnish us a letter on EDGAR under the form type label CORRESP that keys
your response to our comment.

After reviewing the information provided, we may raise additional comments and/or
request that you amend your filing.

Item 2. Management's Discussion and Analysis of  Financial Condition and Results of Operations

SunAmerica
Investments, page 107

1. You state that SunAmerica's annuity a nd universal life products have minimum
guaranteed interest rates ranging from 1.0 perc ent to 5.5 percent.  Please provide us
proposed disclosure to be included in futu re periodic filings that quantifies the
distribution of annuity and universal life account values within this range.

We urge all persons who are responsible for th e accuracy and adequacy of the disclosure
in the filing to be certain that the filing include s the information the Securities Exchange Act of
1934 and all applicable Exchange Act rules requir e.  Since the company and its management are
in possession of all facts relating to a company’s disclosure, they are responsible for the accuracy
and adequacy of the disclosures they have made.

Robert H. Benmosche American Interna tional Group, Inc.
December 9, 2011 Page 2

 In responding to our comment, please provide a written statement from the company
acknowledging that:
 the company is responsible for the adequacy an d accuracy of the disclo sure in the filing;
 staff comments or changes to disclosure in response to staff comments do not foreclose
the Commission from taking any action with respect to the filing; and
 the company may not assert staff comments as  a defense in any proceeding initiated by
the Commission or any person under the federa l securities laws of  the United States.

You may contact Vanessa Robert son, Staff Accountant, at (2 02) 551-3649 or Joel Parker,
Accounting Branch Chief, at (202) 551-3651 if you have any questions re garding the comment.
In this regard, do not hesitate to contact me at (202) 551-3679.

Sincerely,
  /s/ Jim B. Rosenberg

Jim B. Rosenberg Senior Assistant Chief Accountant