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Bring on tomorrow - AIG.com

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ITEM 8 / NOTE 16. CONTINGENCIES, COMMITMENTS AND GUARANTEES.....................................................................................................................................................................................A porti<strong>on</strong> of the total $1.64 billi<strong>on</strong> originally placed in escrow was designated to satisfy certain regulatory andlitigati<strong>on</strong> liabilities related to workers’ <strong>com</strong>pensati<strong>on</strong> premium reporting issues. The original workers’ <strong>com</strong>pensati<strong>on</strong>escrow amount was approximately $338 milli<strong>on</strong> and was placed in an account established as part of the 2006 NewYork regulatory settlement and referred to as the Workers’ Compensati<strong>on</strong> Fund. Additi<strong>on</strong>al m<strong>on</strong>ey was placed intoescrow accounts as a result of subsequent litigati<strong>on</strong> and regulatory settlements bringing the total workers’<strong>com</strong>pensati<strong>on</strong> escrow amount to approximately $597 milli<strong>on</strong>. Approximately $147 milli<strong>on</strong> was released from theworkers’ <strong>com</strong>pensati<strong>on</strong> escrow accounts in satisfacti<strong>on</strong> of fines, penalties and premium tax obligati<strong>on</strong>s, which wereimposed pursuant to a December 17, 2010 regulatory settlement agreement relating to workers’ <strong>com</strong>pensati<strong>on</strong>premium reporting issues that was deemed final and effective <strong>on</strong> May 29, 2012. Following this disbursement,approximately $450 milli<strong>on</strong> remains in escrow and is specifically designated to satisfy class acti<strong>on</strong> liabilities related toworkers’ <strong>com</strong>pensati<strong>on</strong> premium reporting issues. This amount is included in Other assets at December 31, 2012.On February 1, 2012, <strong>AIG</strong> was informed by the SEC that <strong>AIG</strong> had <strong>com</strong>plied with the terms of the settlement orderunder which <strong>AIG</strong> had agreed to retain an independent c<strong>on</strong>sultant, and as of that date, was no l<strong>on</strong>ger subject to suchorder.Litigati<strong>on</strong> Related to the Matters Underlying the 2006 Regulatory Settlements..............................................................................................................................................................................................<strong>AIG</strong> and certain present and former directors and officers of <strong>AIG</strong> have been named in various acti<strong>on</strong>s related to thematters underlying the 2006 Regulatory Settlements. These acti<strong>on</strong>s are described below.The C<strong>on</strong>solidated 2004 Securities Litigati<strong>on</strong>. Beginning in October 2004, a number of putative securities fraudclass acti<strong>on</strong> suits were filed in the Southern District of New York against <strong>AIG</strong> and c<strong>on</strong>solidated as In re AmericanInternati<strong>on</strong>al Group, Inc. Securities Litigati<strong>on</strong> (the C<strong>on</strong>solidated 2004 Securities Litigati<strong>on</strong>). Subsequently, a separate,though similar, securities fraud acti<strong>on</strong> was also brought against <strong>AIG</strong> by certain Florida pensi<strong>on</strong> funds. The leadplaintiff in the C<strong>on</strong>solidated 2004 Securities Litigati<strong>on</strong> is a group of public retirement systems and pensi<strong>on</strong> fundsbenefiting Ohio state employees, suing <strong>on</strong> behalf of themselves and all purchasers of <strong>AIG</strong>’s publicly traded securitiesbetween October 28, 1999 and April 1, 2005. The named defendants are <strong>AIG</strong> and a number of present and former<strong>AIG</strong> officers and directors, as well as C.V. Starr & Co., Inc. (Starr), SICO, General Reinsurance Corporati<strong>on</strong>, andPricewaterhouseCoopers, LLP, am<strong>on</strong>g others. The lead plaintiff alleges, am<strong>on</strong>g other things, that <strong>AIG</strong>: (i) c<strong>on</strong>cealedthat it engaged in anti-<strong>com</strong>petitive c<strong>on</strong>duct through alleged payment of c<strong>on</strong>tingent <strong>com</strong>missi<strong>on</strong>s to brokers andparticipati<strong>on</strong> in illegal bid-rigging; (ii) c<strong>on</strong>cealed that it used ‘‘in<strong>com</strong>e smoothing’’ products and other techniques toinflate its earnings; (iii) c<strong>on</strong>cealed that it marketed and sold ‘‘in<strong>com</strong>e smoothing’’ insurance products to other<strong>com</strong>panies; and (iv) misled investors about the scope of government investigati<strong>on</strong>s. In additi<strong>on</strong>, the lead plaintiffalleges that Maurice R. Greenberg, <strong>AIG</strong>’s former Chief Executive Officer, manipulated our stock price. The leadplaintiff asserts claims for violati<strong>on</strong>s of Secti<strong>on</strong>s 11 and 15 of the Securities Act, Secti<strong>on</strong> 10(b) of the Exchange Actand Rule 10b-5 promulgated thereunder, and Secti<strong>on</strong>s 20(a) and Secti<strong>on</strong> 20A of the Exchange Act.On July 14, 2010, <strong>AIG</strong> approved the terms of a settlement (the Settlement) with lead plaintiffs. The Settlement isc<strong>on</strong>diti<strong>on</strong>ed <strong>on</strong>, am<strong>on</strong>g other things, court approval and a minimum level of shareholder participati<strong>on</strong>. Under theterms of the Settlement, if c<strong>on</strong>summated, <strong>AIG</strong> would pay an aggregate of $725 milli<strong>on</strong>. Only two shareholdersobjected to the Settlement, and 25 shareholders claiming to hold less than 1.5 percent of <strong>AIG</strong>’s outstanding shares atthe end of the class period submitted timely and valid requests to opt out of the class. Of those 25 shareholders,seven are investment funds c<strong>on</strong>trolled by the same investment group, and that investment group is the <strong>on</strong>ly opt-outwho held more than 1,000 shares at the end of the class period. By order dated February 2, 2012, the District Courtgranted lead plaintiffs’ moti<strong>on</strong> for final approval of the Settlement. <strong>AIG</strong> has fully funded the amount of the Settlementinto an escrow account.On January 23, 2012, <strong>AIG</strong> and the Florida pensi<strong>on</strong> funds, who had brought a separate securities fraud acti<strong>on</strong>,executed a settlement agreement under which <strong>AIG</strong> paid $4 milli<strong>on</strong>.On February 17, 2012 and March 6, 2012, two objectors appealed the final approval of the Settlement. OnSeptember 27, 2012, the two objectors withdrew their appeals with prejudice.The Multi-District Litigati<strong>on</strong>. Commencing in 2004, policyholders brought multiple federal antitrust and RacketeerInfluenced and Corrupt Organizati<strong>on</strong>s Act (RICO) class acti<strong>on</strong>s in jurisdicti<strong>on</strong>s across the nati<strong>on</strong> against insurers andbrokers, including <strong>AIG</strong> and a number of its subsidiaries, alleging that the insurers and brokers engaged in <strong>on</strong>e or..................................................................................................................................................................................................................................<strong>AIG</strong> 2012 Form 10-K 297

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