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ITEM 8 / NOTE 19. EARNINGS (LOSS) PER SHARE (EPS).....................................................................................................................................................................................Deemed dividends resulted from the Recapitalization and represent the excess of:• the fair value of the consideration transferred to the Department of the Treasury, which consisted of 1,092,169,866shares of AIG Common Stock, $20.2 billion of AIA SPV Preferred Interests and ALICO SPV Preferred Interests,and a liability for a commitment by us to pay the Department of the Treasury’s costs to dispose of all of its shares,over• the carrying value of the Series E Preferred Stock and Series F Preferred Stock.The fair value of the AIG Common Stock issued for the Series C Preferred Stock over the carrying value of theSeries C Preferred Stock is not a deemed dividend because the Series C Preferred Stock was contingentlyconvertible into the 562,868,096 shares of AIG Common Stock for which it was exchanged. See Note 25 herein forfurther discussion of shares exchanged in connection with the Recapitalization...................................................................................................................................................................................................................................AIG 2012 Form 10-K 313