1 EXHIBIT 1.1 AMERICAN GENERAL CAPITAL I PREFERRED SECURITIES GUARANTEED TO THE EXTENT THAT AMERICAN GENERAL CAPITAL I HAS FUNDS AVAILABLE BY AMERICAN GENERAL CORPORATION UNDERWRITING AGREEMENT American General Capital I, a statutory business trust...American General Corp /Tx/ • September 8th, 1999 • Life insurance • New York
3 4 during which the Executive participates in a Formula Annual Bonus Plan, the amount of any such Annual Bonus shall not be less than seventy-five percent (75%) of the Base Salary in effect on the last day of the fiscal year with respect to which...Employment Agreement • March 27th, 1998 • American General Corp /Tx/ • Life insurance • Texas
AMONGAgreement and Plan of Merger • May 14th, 2001 • American General Corp /Tx/ • Life insurance • New York
TRUSTEE Indenture ____________________________________Indenture • January 30th, 1996 • American General Corp /Tx/ • Life insurance • New York
EXHIBIT 4 PREFERRED SECURITIES GUARANTEE AGREEMENTPreferred Securities Guarantee Agreement • December 15th, 2000 • American General Corp /Tx/ • Life insurance • New York
TRUSTEE JUNIOR SUBORDINATED INDENTUREAmerican General Corp /Tx/ • December 15th, 2000 • Life insurance • New York
1 EXHIBIT 1.1 AMERICAN GENERAL CAPITAL III PREFERRED SECURITIES GUARANTEED TO THE EXTENT THAT AMERICAN GENERAL CAPITAL III HAS FUNDS AVAILABLE BY AMERICAN GENERAL CORPORATION UNDERWRITING AGREEMENT American General Capital III, a statutory business...Pricing Agreement • December 7th, 2000 • American General Corp /Tx/ • Life insurance • New York
3 4 Section 6(b)(ii) hereof), the amount of an Annual Bonus with respect to any fiscal year shall be determined in the sole discretion of the Personnel Committee; provided, however, that, except with respect to any fiscal year during which the...Employment Agreement • March 27th, 1998 • American General Corp /Tx/ • Life insurance • Texas
Office of the Chairman Second-to-Die Policy SPLIT-DOLLAR AGREEMENT THIS SPLIT- DOLLAR AGREEMENT (this "Agreement") is made and entered into effective as of May ___, 1998 (the "Effective Date"), by and among AMERICAN GENERAL CORPORATION, a Texas...Split-Dollar Agreement • May 15th, 1998 • American General Corp /Tx/ • Life insurance • Texas
1 EXHIBIT 10.28 FIRST AMENDMENT TO SUPPLEMENTAL EXECUTIVE RETIREMENT AGREEMENT This First Amendment to the Supplemental Executive Retirement Agreement made as of May 1, 2000 (the "Agreement") between American General Corporation, a Texas corporation...Supplemental Executive Retirement Agreement • March 28th, 2001 • American General Corp /Tx/ • Life insurance
ARTICLE I. GENERALExecutive Retirement Agreement • May 15th, 2000 • American General Corp /Tx/ • Life insurance • Texas
CHANGE IN CONTROL SEVERANCE AGREEMENT THIS Change in Control Severance Agreement ("Agreement") is made effective as of the 1st day of April, 1998 (the "Effective Date"), between American General Corporation, a Texas corporation having its principal...Change in Control Severance Agreement • May 15th, 1998 • American General Corp /Tx/ • Life insurance • Texas
BY AND AMONGAgreement and Plan of Merger • February 18th, 1997 • American General Corp /Tx/ • Life insurance • New York
WITNESSETH:Benefit Trust Agreement • March 28th, 2001 • American General Corp /Tx/ • Life insurance • Texas
AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • September 12th, 1997 • American General Corp /Tx/ • Life insurance • Delaware
FIRST AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • May 15th, 1998 • American General Corp /Tx/ • Life insurance
EMPLOYMENT AGREEMENT This Employment Agreement ("Agreement") is entered into between Western National Corporation, a Delaware corporation ("Company"), and John A. Graf ("Executive") to be effective as of the Effective Time as hereinafter defined....Employment Agreement • March 21st, 2000 • American General Corp /Tx/ • Life insurance • Texas
EMPLOYMENT AGREEMENT AGREEMENT by and among American International Group, Inc., a Delaware corporation (the "Parent"), American General Corporation, a Texas corporation (the "Company"), and John A. Graf (the "Executive") dated as of the 11th day of...Employment Agreement • May 15th, 2001 • American General Corp /Tx/ • Life insurance • New York
Form with Gross-Up) CHANGE IN CONTROL SEVERANCE AGREEMENT THIS Change in Control Severance Agreement ("Agreement") is made effective as of the 1st day of April, 2000 (the "Effective Date"), between American General Corporation, a Texas corporation...Control Severance Agreement • March 21st, 2000 • American General Corp /Tx/ • Life insurance • Texas
Form) EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT ("Agreement") is made as of May 1, 2000 (the "Effective Date"), by and between [______________________] (the "Executive") and American General Corporation, a Texas corporation (the "Company")....Employment Agreement • May 15th, 2000 • American General Corp /Tx/ • Life insurance • Texas
SECOND AMENDMENT TO SUPPLEMENTAL EXECUTIVE RETIREMENT AGREEMENT This Second Amendment to the Supplemental Executive Retirement Agreement made as of February 1, 1998) between American General Corporation, a Texas corporation (the "Company") and Robert...Supplemental Executive Retirement Agreement • May 15th, 2000 • American General Corp /Tx/ • Life insurance
EMPLOYMENT AGREEMENT AGREEMENT by and among American International Group, Inc., a Delaware corporation (the "Parent"), American General Corporation, a Texas corporation (the "Company"), and Robert M. Devlin (the "Executive") dated as of the 11th day...Employment Agreement • May 15th, 2001 • American General Corp /Tx/ • Life insurance • New York
ARTICLE II ARTICLES OF INCORPORATION AND BYLAWS OF THE SURVIVING CORPORATION...................3Agreement and Plan of Merger • March 12th, 2001 • American General Corp /Tx/ • Life insurance • New York
1 EXHIBIT 10.22 March 11, 2001 John A. Graf Senior Vice Chairman American General Corporation 2929 Allen Parkway Houston, Texas 77019-2155 Dear Mr. Graf: In connection with the transactions (the "Transactions") contemplated by the Agreement and Plan...American General Corp /Tx/ • March 28th, 2001 • Life insurance • Texas
1 EXHIBIT 10.21 March 11, 2001 Frederick W. Geissinger Vice Chairman American General Corporation 2929 Allen Parkway Houston, Texas 77019-2155 Dear Mr. Geissinger: In connection with the transactions (the "Transactions") contemplated by the Agreement...American General Corp /Tx/ • March 28th, 2001 • Life insurance • Texas
1 EXHIBIT 10.19 March 11, 2001 Robert M. Devlin Chairman, Chief Executive Officer and President American General Corporation 2929 Allen Parkway Houston, Texas 77019-2155 Dear Mr. Devlin: In connection with the transactions (the "Transactions")...American General Corp /Tx/ • March 28th, 2001 • Life insurance • Texas
SECOND AMENDMENT TO EMPLOYMENT AGREEMENT This Second Amendment to the Employment Agreement made as of February 1, 1998 between American General Corporation, a Texas corporation (the "Company") and Robert M. Devlin (the "Executive"), as first amended...Employment Agreement • May 15th, 2000 • American General Corp /Tx/ • Life insurance
1 EXHIBIT 10.20 September 11, 1997 Mr. Michael J. Poulos 2121 Kirby, #73 Houston, Texas 77019 Dear Mr. Poulos: As you know, American General Corporation ("AGC"), Western National Corporation ("Western"), and a subsidiary of AGC have, as of the date...American General Corp /Tx/ • March 27th, 1998 • Life insurance
Execution Copy TRI-PARTY AGREEMENT TRI-PARTY AGREEMENT (this "Agreement") dated May 11, 2001 among PRUDENTIAL PLC, a public limited company incorporated in England and Wales ("Prudential"), HOLBORN DELAWARE PARTNERSHIP, a Delaware general partnership...Tri-Party Agreement • May 11th, 2001 • American General Corp /Tx/ • Life insurance • New York
ARTICLE I DEFINITIONSGuarantee Agreement • January 30th, 1996 • American General Corp /Tx/ • Life insurance • New York
1 EXHIBIT 10.23 March 11, 2001 Rodney O. Martin Jr. Senior Vice Chairman American General Corporation 2929 Allen Parkway Houston, Texas 77019-2155 Dear Mr Martin: In connection with the transactions (the "Transactions") contemplated by the Agreement...American General Corp /Tx/ • March 28th, 2001 • Life insurance • Texas
