SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
_____________________
FORM 11-K
ANNUAL REPORT
Pursuant to Section 15(d) of the
Securities Exchange Act of 1934
_____________________
X ANNUAL REPORT PURSUANT TO SECTION 15(d) OF
THE SECURITIES
EXCHANGE ACT OF 1934.
For the fiscal year ended December 31, 1993
OR
TRANSITION REPORT PURSUANT TO SECTION 15(d)
OF THE
SECURITIES EXCHANGE ACT OF 1934.
For the transition period from _______ to ______
Commission file number 1-7981
Full title of the Plan:
AMERICAN GENERAL EMPLOYEES' THRIFT AND INCENTIVE PLAN
Name of the issuer of the securities held pursuant to the Plan
and the address of its principal executive office:
AMERICAN GENERAL CORPORATION
2929 Allen Parkway
Houston, Texas 77019
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AMERICAN GENERAL EMPLOYEES' THRIFT AND INCENTIVE PLAN
DECEMBER 31, 1993
Audited Financial Statements
Report of Independent Auditors ......................................... 1
Statement of Net Assets Available for Benefits ......................... 2
Statement of Changes in Net Assets Available for Benefits .............. 4
Notes to Financial Statements .......................................... 6
Schedules
Assets Held for Investment ............................................. 13
Reportable Transactions ................................................ 14
Signature Page ............................................................ 15
Appendix: Consent of Independent Auditors ................................ 17
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Report of Independent Auditors
Administrative Board
American General Employees' Thrift and Incentive Plan
We have audited the accompanying statements of net assets available for
benefits of the American General Employees' Thrift and Incentive Plan (the
Plan) as of December 31, 1993 and 1992 and the related statements of changes
in net assets available for benefits for the years then ended. These
financial statements are the responsibility of the Plan's management. Our
responsibility is to express an opinion on these financial statements based on
our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements are free of
material misstatement. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements. An audit
also includes assessing the accounting principles used and significant
estimates made by management, as well as evaluating the overall financial
statement presentation. We believe that our audits provide a reasonable basis
for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the net assets available for benefits of the Plan at
December 31, 1993 and 1992, and the changes in net assets available for
benefits for the years then ended, in conformity with generally accepted
accounting principles.
Our audits were made for the purpose of forming an opinion on the financial
statements taken as a whole. The accompanying supplemental schedules of
assets held for investment as of December 31, 1993 and reportable transactions
for the year then ended are presented for purposes of complying with the
Department of Labor's Rules and Regulations for Reporting and Disclosure under
the Employee Retirement Income Security Act of 1974, and are not a required
part of the financial statements. The specific fund information in the
statement of net assets available for benefits and the statement of changes in
net assets available for benefits is presented for purposes of additional
analysis rather than to present the net assets available for benefits and
changes in net assets available for benefits of each fund. The supplemental
schedules and specific fund information have been subjected to the auditing
procedures applied in our audit of the 1993 financial statements and, in our
opinion, are fairly stated in all material respects in relation to the 1993
financial statements taken as a whole.
ERNST & YOUNG
Houston, Texas
May 25, 1994
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AMERICAN GENERAL EMPLOYEES' THRIFT AND INCENTIVE PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS
AT DECEMBER 31, 1993
In thousands
Asset Equity
Stock Cash Allocation Index
Total Fund Fund Fund Fund
Assets
Investments
American General Corpor-
ation common stock
(3,768,898 shares) ... $107,885 $107,885 $ - $ - $ -
American General Life
Insurance Company
deposit administration
group annuity contract 40,091 - 40,091 - -
American General Series
Portfolio Company -
Timed Opportunity Fund
(406,998 shares) ..... 4,579 - - 4,579 -
American General Series
Portfolio Company -
Stock Index Fund
(173,198 shares) ..... 2,556 - - - 2,556
Short-term investments . 456 377 63 11 5
Total investments .... 155,567 108,262 40,154 4,590 2,561
Receivables
Interfund transfers .... 81 61 17 1 2
Other .................. 7 2 4 - 1
Total assets ......... 155,655 108,325 40,175 4,591 2,564
Liabilities
Payables
Participating companies
from forfeitures ..... 180 180 - - -
Excess contribution
refunds .............. 421 400 18 2 1
Excess contribution
forfeitures .......... 39 39 - - -
Purchase of securities . 290 290 - - -
Interfund transfers .... 81 16 48 3 14
Other .................. 2 1 1 - -
Total liabilities .... 1,013 926 67 5 15
Net assets available for
benefits ................ $154,642 $107,399 $40,108 $4,586 $2,549
The accompanying notes are an integral part of the financial statements.
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AMERICAN GENERAL EMPLOYEES' THRIFT AND INCENTIVE PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS
AT DECEMBER 31, 1992
In thousands
Asset Equity
Stock Cash Allocation Index
Total Fund Fund Fund Fund
Assets
Investments
American General Corpor-
ation common stock
(3,697,666 shares) .... $105,384 $105,384 $ - $ - $ -
American General Life
Insurance Company
deposit administration
group annuity contract 31,079 - 31,079 - -
American General Series
Portfolio Company -
Timed Opportunity Fund
(333,048 shares) ...... 3,607 - - 3,607 -
American General Series
Portfolio Company -
Stock Index Fund
(70,336 shares) ....... 974 - - - 974
Short-term investments .. 262 243 4 13 2
Total investments ..... 141,306 105,627 31,083 3,620 976
Receivables
Interfund transfers ..... 2,119 27 1,887 12 193
Other ................... 91 16 66 6 3
Total assets .......... 143,516 105,670 33,036 3,638 1,172
Liabilities
Payables
Participants ............ 711 549 147 14 1
Participants of withdrawn
companies ............. 6 6 - - -
Participating companies
from forfeitures ...... 65 65 - - -
Excess contribution
refunds ............... 349 337 10 2 -
Excess contribution
forfeitures ........... 43 43 - - -
Purchase of securities .. 155 155 - - -
Interfund transfers ..... 2,119 2,072 41 6 -
Other ................... 1 1 - - -
Total liabilities ..... 3,449 3,228 198 22 1
Net assets available for
benefits ................. $140,067 $102,442 $32,838 $3,616 $1,171
The accompanying notes are an integral part of the financial statements.
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AMERICAN GENERAL EMPLOYEES' THRIFT AND INCENTIVE PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
FOR THE YEAR ENDED DECEMBER 31, 1993
In thousands
Asset Equity
Stock Cash Allocation Index
Total Fund Fund Fund Fund
Additions to net assets
Investment income
Dividends ............... $ 4,302 $ 4,020 $ - $ 218 $ 64
Interest ................ 2,673 20 2,651 1 1
Net appreciation
(depreciation) in fair
value of investments .. (4,086) (4,315) - 116 113
Total investment
income (loss) ....... 2,889 (275) 2,651 335 178
Contributions
Companies' .............. 6,986 6,986 - - -
Participants' ........... 12,746 3,365 7,167 1,203 1,011
Total contributions ... 19,732 10,351 7,167 1,203 1,011
Total additions ..... 22,621 10,076 9,818 1,538 1,189
Deductions from net assets
Benefits
American General Corpor-
ation common stock
(268,496 shares) ...... 4,464 4,464 - - -
Cash .................... 2,739 50 2,361 282 46
Forfeitures ............... 849 849 - - -
Other ..................... (6) (6) - - -
Total deductions .... 8,046 5,357 2,361 282 46
Interfund transfers ......... - 238 (187) (286) 235
Net increase ........ 14,575 4,957 7,270 970 1,378
Net assets available for
benefits
Beginning of year ... 140,067 102,442 32,838 3,616 1,171
End of year ......... $154,642 $107,399 $40,108 $4,586 $2,549
The accompanying notes are an integral part of the financial statements.
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AMERICAN GENERAL EMPLOYEES' THRIFT AND INCENTIVE PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
FOR THE YEAR ENDED DECEMBER 31, 1992
In thousands
Asset Equity
Stock Cash Allocation Index
Total Fund Fund Fund Fund
Additions to net assets
Investment income
Dividends ............... $ 3,990 $ 3,882 $ - $ 88 $ 20
Interest ................ 2,087 18 2,066 2 1
Net appreciation
(depreciation) in fair
value of investments .. 19,108 19,226 - (143) 25
Total investment
income (loss) ....... 25,185 23,126 2,066 (53) 46
Contributions
Companies' .............. 6,878 6,878 - - -
Participants' ........... 11,987 2,658 7,749 1,372 208
Total contributions ... 18,865 9,536 7,749 1,372 208
Total additions ..... 44,050 32,662 9,815 1,319 254
Deductions from net assets
Benefits
American General Corpor-
ation common stock
(416,528 shares) ...... 6,179 6,179 - - -
Cash .................... 3,375 56 2,968 345 6
Forfeitures ............... 771 771 - - -
Other ..................... (4) (2) (2) - -
Total deductions .... 10,321 7,004 2,966 345 6
Interfund transfers ......... - (5,209) 4,272 14 923
Net increase ........ 33,729 20,449 11,121 988 1,171
Net assets available for
benefits
Beginning of year ... 106,338 81,993 21,717 2,628 -
End of year ......... $140,067 $102,442 $32,838 $3,616 $1,171
The accompanying notes are an integral part of the financial statements.
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AMERICAN GENERAL EMPLOYEES' THRIFT AND INCENTIVE PLAN
NOTES TO FINANCIAL STATEMENTS
NOTE A--SIGNIFICANT ACCOUNTING POLICIES
The American General Employees' Thrift and Incentive Plan (the Plan) financial
statements are prepared in conformity with generally accepted accounting
principles.
Investments in American General Corporation (American General) common stock
are based on published market prices. Fair values of other investments not
having an established market are reported as follows: 1) investment in
American General Life Insurance Company (American General Life) deposit
administration group annuity contract at contract value, which represents
contributions under the contract, plus interest at the contract rate, less
funds used to pay benefits; 2) investments in the American General Series
Portfolio Company (AGSPC) Timed Opportunity and Stock Index Funds at net asset
value; and 3) short-term investments at cost which approximates fair value.
AGSPC is an open-end management investment company (mutual fund) whose
investment adviser is The Variable Annuity Life Insurance Company (VALIC).
VALIC and American General Life are wholly-owned subsidiaries of American
General.
Dividends are recorded as income on ex-dividend dates, and interest income is
recorded using the accrual method of accounting. Purchases and sales are
recorded on a trade-date basis. The cost of securities sold on the open
market is determined using the average cost method.
Contributions are recorded as income on the date that they become payable to
the Plan.
Interfund transfers are recorded at the market value of the amount
transferred.
Benefits paid to participants and related forfeitures are recorded upon
distribution at the cost of the assets distributed or forfeited.
Due to a clarification in the application of an accounting principle, benefits
payable to participants are no longer accrued as liabilities in the 1993
financial statements.
NOTE B--DESCRIPTION OF THE PLAN
The following description of the Plan provides only general information. The
Plan document provides a more complete description of the Plan's provisions.
For additional information concerning the Plan, contact the Corporate Benefits
Department of American General.
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AMERICAN GENERAL EMPLOYEES' THRIFT AND INCENTIVE PLAN
NOTES TO FINANCIAL STATEMENTS--Continued
NOTE B--DESCRIPTION OF THE PLAN--Continued
General
The Plan, which is subject to certain provisions of the Employee Retirement
Income Security Act of 1974, as amended (ERISA), is a defined contribution
plan offered to eligible employees of American General and certain of its
subsidiaries (the Companies). Salaried employees are eligible to participate
in the Plan upon completion of one year of service or upon attainment of age
thirty-five. Non-salaried employees who have completed one thousand hours of
service in one service year and have attained age twenty-one are eligible to
participate in the Plan. The Plan provides for participant elective salary
deferrals (participant pretax contributions) in accordance with Section 401(k)
of the Internal Revenue Code of 1986, as amended (IRC).
The cost of administering the Plan is paid by the Companies.
Investments are held in a bank-administered master trust fund.
Investment Options
The Plan was amended effective June 27, 1992 to allow for investment in shares
of the AGSPC Stock Index Fund (Equity Index Fund). In addition, the Plan's
investment in units of VALIC Separate Account A, Division 5, which invested
solely in shares of the AGSPC Timed Opportunity Fund, was converted to an
investment in shares of the AGSPC Timed Opportunity Fund (Asset Allocation
Fund) in 1992.
Participants may elect to have their contributions invested in one of four
funds or a combination of two funds. The funds invest in: 1) shares of
American General common stock (Stock Fund); 2) a deposit administration group
annuity contract issued by American General Life (Cash Fund); 3) the Asset
Allocation Fund; or 4) the Equity Index Fund. The Companies' contributions
are invested solely in the Stock Fund.
Amounts which have not yet been used to purchase investments in either common
stock, the deposit administration contract, the Timed Opportunity Fund, or the
Stock Index Fund are temporarily invested in money-market fund investments.
Income from these investments is allocated to Plan participants based on
current contributions.
Contributions
Employees who elect to participate may contribute, on a pretax basis, a basic
amount ranging from one to six percent of base pay and an additional amount
ranging from one to ten percent of base pay, subject to the contribution
limitations discussed below. The Companies contribute an amount ranging from
50 percent to 100 percent of the employees' basic contribution as determined
annually by the Personnel Committee of the American General Board of Direc-
tors.
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AMERICAN GENERAL EMPLOYEES' THRIFT AND INCENTIVE PLAN
NOTES TO FINANCIAL STATEMENTS--Continued
NOTE B--DESCRIPTION OF THE PLAN--Continued
Effective June 27, 1992, participants may change their contribution rate and
investment election for future contributions, as well as transfer all or part
of their employee account balances among funds, no more than once each month.
All changes except transfers are effective on the first day of the first pay
period of each month. Transfers are effective on the last business day of the
month the request is received. Prior to June 27, 1992, changes and transfers
were allowed less frequently.
Contribution Limitations
For 1993, the total amount of participant pretax contributions was limited to
$8,994. For 1994, these contributions will be limited to $9,240. Additional-
ly, the total amount of annual participant and company contributions (includ-
ing forfeitures) must not exceed the lesser of 25 percent of compensation or
$30,000. During 1993, the total amount of base pay that could be used in
determining contributions under the Plan was $235,840. This amount was
decreased to $150,000 for 1994.
ERISA and the IRC provide that plans, such as the American General Employees'
Thrift and Incentive Plan, cannot discriminate in favor of highly compensated
individuals. To comply with these laws, certain highly compensated individu-
als will receive refunds of contributions in excess of the IRC Sections 401(k)
and (m) limits and all earnings attributable to such contributions. Highly
compensated individuals are not allowed to make additional contributions if
such contributions will adversely affect the Plan's nondiscrimination test
under Sections 401(k) and (m).
Amounts in excess of the limits discussed above are designated on the State-
ment of Net Assets as "Payables - Excess contribution refunds" and were
refunded within 2-1/2 months of the Plan's year end. "Payables - Excess
contribution forfeitures" represent the nonvested excess contributions of the
Companies and are available to reduce future company contributions.
Participant Accounts
Each participant's account is credited with the participant's and Companies'
contributions and an allocation of Plan earnings. Allocations of Plan
earnings are based on participants' account balances. A participant is
entitled to the benefit that can be provided from the participant's account.
Vesting
Participants are immediately vested in their contributions plus the earnings
thereon. Participants obtain a vested interest in the Companies' contribu-
tions and the earnings thereon at the rate of two percent per month of plan
participation after one year of service. In addition, participants will
become 100 percent vested in the Companies' contributions upon their retire-
ment, attainment of age 65, total disability, or death.
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AMERICAN GENERAL EMPLOYEES' THRIFT AND INCENTIVE PLAN
NOTES TO FINANCIAL STATEMENTS--Continued
NOTE B--DESCRIPTION OF THE PLAN--Continued
Payment of Benefits
Upon termination of service, and if consented to by the participant (consent
is only required if the total value, both vested and nonvested, of the account
exceeds $3,500 and the participant is under age 65), a participant will
receive a distribution equal to the vested value of his or her account. A
distribution must be made after a participant reaches age 70-1/2, regardless
of whether service has been terminated.
Forfeitures
Participants terminating employment on or after February 1, 1989 forfeit their
nonvested interest in company contributions on the earlier of (1) the distri-
bution of the entire nonforfeitable portion of their account or (2) upon
incurring a period of severance equal to five consecutive one-year breaks in
service. For participants who terminated prior to February 1, 1989, amounts
not vested upon termination are forfeited after incurring five consecutive
one-year breaks in service. Forfeitures are available to reduce future
company contributions. Participants who terminate and are reemployed with a
participating company before incurring five consecutive one-year breaks in
service are entitled to their nonvested or forfeited amounts, subject to
certain provisions as stated in the Plan.
Plan Members
At December 31, 1993, 6,534 participants were actively contributing to the
Plan.
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AMERICAN GENERAL EMPLOYEES' THRIFT AND INCENTIVE PLAN
NOTES TO FINANCIAL STATEMENTS--Continued
NOTE C--CONTRIBUTIONS
<TABLE>
Contributions from companies and participants were as follows:
For the Year Ended December 31, 1993
In thousands
<CAPTION>
Company Participant
Asset Equity
Stock Stock Cash Allocation Index
Fund Total Fund Fund Fund Fund
<S> <C> <C> <C> <C> <C> <C>
American General Corporation ................ $ 593 $ 1,219 $ 412 $ 548 $ 93 $ 166
American General Finance, Inc. .............. 3,023 5,313 1,095 3,320 662 236
American General Investment Corporation ..... 247 419 107 203 67 42
American General Life and Accident
Insurance Company ......................... 1,072 1,890 647 1,063 106 74
American General Life Insurance Company ..... 836 1,523 566 790 101 66
American General Life Insurance Company
of New York ............................... 142 255 113 125 14 3
American General Realty Investment
Corporation (A) ........................... 8 19 4 8 2 5
American-Amicable Life Insurance Company of
Texas ..................................... 81 327 10 107 5 205
Cinco Ranch Development Corporation (B) ..... 1 1 - 1 - -
CommoLoCo, Inc. ............................. 93 126 - 126 - -
The Variable Annuity Life Insurance Company . 890 1,654 411 876 153 214
Total contributions ..................... $6,986 $12,746 $3,365 $7,167 $1,203 $1,011
<FN>
(A) Effective December 26, 1992, American General Realty Investment Corporation adopted the Plan.
(B) Effective January 11, 1993, employees of Cinco Ranch Development Corporation were transferred to
American General Realty Investment Corporation and American General Investment Corporation.
</TABLE>
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AMERICAN GENERAL EMPLOYEES' THRIFT AND INCENTIVE PLAN
NOTES TO FINANCIAL STATEMENTS--Continued
NOTE C--CONTRIBUTIONS--Continued
<TABLE>
Contributions from companies and participants were as follows:
For the Year Ended December 31, 1992
In thousands
<CAPTION>
Company Participant
Asset Equity
Stock Stock Cash Allocation Index
Fund Total Fund Fund Fund Fund
<S> <C> <C> <C> <C> <C> <C>
American General Corporation ................ $ 616 $ 1,147 $ 355 $ 635 $ 92 $ 65
American General Finance, Inc. .............. 2,929 5,054 660 3,581 771 42
American General Investment Corporation ..... 230 470 97 291 76 6
American General Life and Accident
Insurance Company ......................... 1,115 1,891 650 1,110 113 18
American General Life Insurance Company ..... 870 1,516 503 857 132 24
American General Life Insurance Company of
New York .................................. 149 246 95 139 11 1
American-Amicable Life Insurance Company of
Texas ..................................... 83 133 17 106 7 3
Cinco Ranch Development Corporation ......... 22 29 5 16 8 -
CommoLoCo, Inc. ............................. 103 141 - 141 - -
The Variable Annuity Life Insurance Company . 761 1,360 276 873 162 49
Total contributions ..................... $6,878 $11,987 $2,658 $7,749 $1,372 $208
</TABLE>
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AMERICAN GENERAL EMPLOYEES' THRIFT AND INCENTIVE PLAN
NOTES TO FINANCIAL STATEMENTS--Continued
NOTE D--FEDERAL INCOME TAXES
On September 6, 1991, the Internal Revenue Service (IRS) issued a favorable
determination that the Plan, as restated and amended effective November 14,
1990, is qualified under Section 401(a) of the IRC and, therefore, exempt
under Section 501(a) from federal income taxes. American General will request
a favorable determination that the Plan, as subsequently restated and amended,
continues to be qualified. Management believes a favorable determination will
be received.
At December 31, 1993, a difference of $367,010 exists between the financial
information contained herein and the financial information disclosed in the
Form 5500 filing due to the accounting treatment of benefits payable to
participants in the 1993 audited financial statements (see Note A).
NOTE E--PLAN TERMINATION
Although they have not expressed any intent to do so, the Companies have the
right under the Plan to discontinue their contributions at any time and to
withdraw from the Plan subject to the provisions of ERISA. In the event of
Plan termination, participants will become 100 percent vested in their
accounts.
NOTE F--STOCK SPLIT
On February 4, 1993, American General's Board of Directors declared a two-for-
one stock split effected in the form of a 100 percent common stock dividend,
paid March 1, 1993, to shareholders of record on February 16, 1993. The stock
distribution was reflected in the December 31, 1992 financial statements of
the Plan.
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AMERICAN GENERAL EMPLOYEES' THRIFT AND INCENTIVE PLAN
ASSETS HELD FOR INVESTMENT
AT DECEMBER 31, 1993
In thousands
Fair
Issuer Description Cost Value
American General 3,768,898 shares of $ 78,050 $107,885
Corporation common stock
American General Life Deposit administration 40,091 40,091
Insurance Company group annuity contract;
guaranteed rate of 6.85%
through April 1, 1994
and 6.35% through
March 31, 1995
American General Series 406,998 shares of the 3,993 4,579
Portfolio Company Timed Opportunity Fund
American General Series 173,198 shares of the 2,433 2,556
Portfolio Company Stock Index Fund
State Street Bank Short-term investment 456 456
& Trust Company in money-market fund
$125,023 $155,567
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AMERICAN GENERAL EMPLOYEES' THRIFT AND INCENTIVE PLAN
REPORTABLE TRANSACTIONS (A)
FOR THE YEAR ENDED DECEMBER 31, 1993
In thousands
Amount of
Party Involved Description Transaction
State Street Bank Purchases of money-market fund $23,262
& Trust Company investments in 353 transactions
State Street Bank Sale of money-market fund 23,068
& Trust Company investments in 292 transactions
American General Life Contributions and interest to the 9,329
Insurance Company deposit administration group annuity
contract in 51 transactions
American General Life Withdrawal from the deposit admin- 358
Insurance Company istration group annuity contract in
2 transactions
(B) 266,965 shares of American General 8,134
Corporation common stock purchased
in 31 transactions (C)
(B) 206,714 shares of American General 6,526
Corporation common stock repurchased
from various individuals who withdrew
from or terminated participation in
the Plan in 59 transactions (C)
(B) 129,247 shares of American General 3,765
Corporation common stock sold in 9
transactions at a gain of $1,325 (C)
(B) 61,782 shares of American General 864
Corporation common stock distributed
to various individuals who withdrew
from or terminated participation in
the Plan in 16 transactions (C)
(A) Reportable transactions are transactions or series of transactions in
excess of 5 percent of the current value of Plan assets at the beginning
of the year and are defined in Section 2520.103-6 of the Department of
Labor Rules and Regulations.
(B) Parties involved are not presented, as permitted by Section 2520.103-6
(d)(1)(i) of the Department of Labor Rules and Regulations.
(C) Share amounts reflect the two-for-one stock split (see Note F).
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
American General Employees' Thrift and Incentive Plan Administrative Board has
duly caused this annual report to be signed on its behalf by the undersigned
hereunto duly authorized.
AMERICAN GENERAL EMPLOYEES'
THRIFT AND INCENTIVE PLAN
June 20, 1994 AUSTIN P. YOUNG
Austin P. Young, Member of
the Administrative Board
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Appendix
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Consent of Independent Auditors
We consent to the incorporation by reference in the Registration Statement
(Form S-8 No. 33-39200) pertaining to the American General Employees' Thrift
and Incentive Plan of our report dated May 25, 1994, with respect to the
financial statements and schedules of the American General Employees' Thrift
and Incentive Plan included in this Annual Report (Form 11-K) for the year
ended December 31, 1993.
ERNST & YOUNG
June 17, 1994
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