Filing Details

Accession Number:
0000919574-10-006667
Form Type:
4
Zero Holdings:
No
Publication Time:
2010-11-15 16:42:04
Reporting Period:
2010-11-11
Filing Date:
2010-11-15
Accepted Time:
2010-11-15 16:42:04
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
5272 American International Group Inc AIG Fire, Marine & Casualty Insurance (6331) 132592361
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
1056831 Fairholme Capital Management Llc 4400 Biscayne Boulevard
9Th Floor
Miami FL 33137
No No Yes No
1096344 Fairholme Funds Inc C/O Fairholme Capital Management, L.l.c.
4400 Biscayne Boulevard, 9Th Floor
Miami FL 33137
No No Yes No
1214344 R Bruce Berkowitz C/O Fairholme Capital Management, L.l.c.
4400 Biscayne Boulevard, 9Th Floor
Miami FL 33137
No No Yes No
Reported Non-Derivative Transactions
Sec. Name Acquisiton - Disposition Date Amount Price Remaning Holdings Equity Swap Involved Form Type Code Nature of Ownership Explanation
Common Stock Acquisiton 2010-11-11 139,800 $42.60 32,063,000 No 4 P Direct
Common Stock Disposition 2010-11-11 2,200 $42.59 35,641,100 No 4 J Indirect See Footnote
Common Stock Acquisiton 2010-11-12 502,800 $41.81 32,565,800 No 4 P Direct
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 P Direct
No 4 J Indirect See Footnote
No 4 P Direct
Reported Derivative Transactions
Sec. Name Sec. Type Acquisiton - Disposition Date Amount Price Amount - 2 Price - 2
Common Stock Convertible Preferred Stock Disposition 2010-11-12 2,300 $0.00 216 $0.00
Remaning Holdings Exercise Date Expiration Date Equity Swap Involved Transaction Form Type Transaction Code Nature of Ownership
29,872,526 No 4 J Indirect
Reported Non-Derivative Holdings
Sec. Name Remaning Holdings Nature of Ownership Explanation
Common Stock 35,643,300 Indirect See Footnote
Common Stock 36,143,900 Indirect See Footnote
Reported Derivative Holdings
Sec. Name Sec. Type Price Date Expiration Date Amount Remaning Holdings Nature of Ownership
Common Stock Convertible Preferred Stock $0.00 0 26,703,326 Direct
Expiration Date Amount Remaning Holdings Nature of Ownership
0 26,703,326 Direct
Footnotes
  1. These securities are directly owned by The Fairholme Fund, a series of Fairholme Funds, Inc. (the "Fund"), which is a Reporting Person.
  2. The reported securities are directly owned by the Fund and managed accounts advised by Fairholme Capital Management, L.L.C. ("Fairholme"). The securities may be deemed to be beneficially owned by Fairholme, as the investment manager, and by Bruce R. Berkowitz ("Mr. Berkowitz") as the managing member of Fairholme. The Reporting Persons disclaim beneficial ownership in the securities reported on this Form 4 except to the extent of his or its pecuniary interest, if any, therein, and this report shall not be deemed to be an admission that the Reporting Persons are the beneficial owners of such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.
  3. The securities were held in an account managed by Fairholme and were sold pursuant to an investment management agreement that was terminated. Accordingly, Fairholme and Mr. Berkowitz are no longer deemed to be the beneficial owners of such securities.
  4. The exchange is for 0.09867 shares of the Issuer's common stock, par value $2.50 per share, plus $3.2702 in cash for each validly tendered and accepted unit of convertible preferred stock.
  5. The exchange offer for the convertible preferred stock expires on November 17, 2010.
  6. This amount assumes that the Reporting Person has converted 95% of the preferred shares held by the Reporting Person into common stock.
  7. The reported securities are directly owned by the Fund, Fairholme Focused Income Fund, a series of Fairholme Funds, Inc. and managed accounts advised by Fairholme. The securities may be deemed to be beneficially owned by Fairholme, as the investment manager, and by Bruce R. Berkowitz ("Mr. Berkowitz") as the managing member of Fairholme. The Reporting Persons disclaim beneficial ownership in the securities reported on this Form 4 except to the extent of his or its pecuniary interest, if any, therein, and this report shall not be deemed to be an admission that the Reporting Persons are the beneficial owners of such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.