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, 1994
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 AGENTS' AND MANAGERS' THRIFT 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 AGENTS'
AND MANAGERS' THRIFT PLAN
DECEMBER 31, 1994
Audited Financial Statements
Report of Independent Auditors ........................................ 1
Statements of Net Assets Available for Benefits ....................... 2
Statements of Changes in Net Assets Available for Benefits ............ 3
Notes to Financial Statements ......................................... 4
Schedules
Assets Held for Investment ............................................ 8
Reportable Transactions ............................................... 9
Signature Page ........................................................... 10
Appendix: Consent of Independent Auditors ............................... 12
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Report of Independent Auditors
Administrative Board
American General Agents' and Managers' Thrift Plan
We have audited the accompanying statements of net assets available for
benefits of the American General Agents' and Managers' Thrift Plan (the Plan)
as of December 31, 1994 and 1993, 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, 1994 and 1993, and the changes in its net assets available for
benefits for the years then ended, in conformity with generally accepted
accounting principles.
As discussed in Note A to the financial statements, in 1994 the Plan changed
its method of reporting benefit and forfeiture expense to reflect these
amounts at market value rather than cost.
Our audits were performed 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, 1994 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 supplemental schedules
have been subjected to the auditing procedures applied in our audit of the
financial statements and, in our opinion, are fairly stated in all material
respects in relation to the financial statements taken as a whole.
ERNST & YOUNG LLP
Houston, Texas
May 19, 1995
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AMERICAN GENERAL AGENTS'
AND MANAGERS' THRIFT PLAN
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
AT DECEMBER 31,
In thousands, except share amounts
1994 1993
Assets
Investments
American General Corporation common stock
(1,784,370 shares in 1994 and 1,633,968
shares in 1993) ............................... $50,408 $46,772
Short-term investments .......................... 308 379
Total investments ............................. 50,716 47,151
Receivables ....................................... 5 2
Total assets .................................. 50,721 47,153
Liabilities
Payables
Purchase of securities .......................... 50 97
Participating company from forfeitures .......... 34 16
Other ........................................... 5 2
Total liabilities ............................. 89 115
Net assets available for benefits ................... $50,632 $47,038
The accompanying notes are an integral part of these financial statements.
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AMERICAN GENERAL AGENTS'
AND MANAGERS' THRIFT PLAN
STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
FOR THE YEARS ENDED DECEMBER 31,
In thousands, except share amounts
1994 1993
Additions to net assets
Investment income
Dividends ...................................... $ 1,970 $ 1,709
Interest ....................................... 10 10
Net depreciation in fair value of common stock . (586) (341)
Total investment income ...................... 1,394 1,378
Contributions
Company's ...................................... 1,100 1,169
Participants' .................................. 5,346 5,410
Forfeitures .................................... - 141
Total contributions .......................... 6,446 6,720
Total additions ............................ 7,840 8,098
Deductions from net assets
Benefits
American General Corporation common stock
(143,763 shares in 1994 and 115,751 shares
in 1993) ..................................... 3,985 3,517
Cash ........................................... 30 22
Forfeitures ...................................... 231 200
Other ............................................ - (2)
Total deductions ........................... 4,246 3,737
Net increase ............................... 3,594 4,361
Net assets available for benefits
Beginning of year ................................ 47,038 42,677
End of year ...................................... $50,632 $47,038
The accompanying notes are an integral part of these financial statements.
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AMERICAN GENERAL AGENTS'
AND MANAGERS' THRIFT PLAN
NOTES TO FINANCIAL STATEMENTS
NOTE A--SIGNIFICANT ACCOUNTING POLICIES
The American General Agents' and Managers' Thrift Plan (the Plan) financial
statements are prepared in conformity with generally accepted accounting
principles.
Investments in American General Corporation (American General) common stock
are reported at fair value based on published market prices. Short-term
investments are reported at cost which approximates fair value. Purchases and
sales of securities are recorded on a trade-date basis. The cost of
securities sold on the open market is determined using the average cost
method. Dividends are recorded as income on ex-dividend dates, and interest
income is recorded using the accrual method of accounting.
Contributions are recorded as income on the date that they become payable to
the Plan.
Beginning in 1994, benefits paid to participants and related forfeitures are
recorded upon distribution at the market value of the assets distributed or
forfeited. Prior to this, benefits paid and related forfeitures were recorded
at cost. This change was made to conform the Plan's accounting procedures
with the predominant industry practice of recording benefits paid and related
forfeitures at market value. The 1993 amounts have been restated to reflect
this change in accounting principle which had no effect on net assets
available for benefits.
Certain prior year amounts have been reclassified to conform with the current
year presentation.
NOTE B--DESCRIPTION OF THE PLAN
The following description of the Plan provides only general information.
Participants should refer to the Plan document for a more complete description
of the Plan's provisions.
General
The Plan, sponsored by American General, is a defined contribution plan
currently offered to eligible agents and managers (sales employees) of
American General Life and Accident Insurance Company (the Company), a wholly-
owned subsidiary of American General, who have completed one year of service.
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 Plan is subject to certain
provisions of the Employee Retirement Income Security Act of 1974 (ERISA).
The cost of administering the Plan is paid by American General and the
Company.
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AMERICAN GENERAL AGENTS'
AND MANAGERS' THRIFT PLAN
NOTES TO FINANCIAL STATEMENTS--Continued
NOTE B--DESCRIPTION OF THE PLAN--Continued
Investments
The Plan's investments are held in a bank-administered trust fund. The Plan's
funds are invested in shares of American General common stock. Funds which
have not yet been used to purchase American General common stock are
temporarily invested in short-term investments. Income from these short-term
investments is allocated to Plan participants based on current contributions.
Contributions
Agents and managers who elect to participate contribute, on a pretax basis, a
basic amount equal to three percent of base pay. Effective January 1, 1994,
participants may also make additional pretax contributions in an amount
ranging from one to nine percent of base pay, subject to the contribution
limitations discussed below. Prior to 1994, participants could make
additional pretax contributions in an amount ranging from one to four percent
of base pay. The Company contributes an amount equal to one-third of the
basic contribution.
Participants may change their contribution percentage twice each year
effective on the first day of the first pay period of each month.
Contribution Limitations
For 1994 and 1995, the total amount of participant pretax contributions is
limited to $9,240. Additionally, the total amount of annual participant and
company contributions (including forfeitures) must not exceed the lesser of 25
percent of compensation or $30,000. During 1994 and 1995, the total amount of
base pay that can be used in determining contributions under the Plan is
$150,000.
ERISA and the IRC provide that plans, such as the American General Agents' and
Managers' Thrift Plan, cannot discriminate in favor of highly compensated
individuals. Certain highly compensated individuals will be required to
receive refunds of any 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). In 1993 and 1994, no refunds of contributions
were necessary to comply with these laws.
Participant Accounts
Each participant's account is credited with the participant's and Company's
contributions and an allocation of Plan earnings. Allocations of Plan earn-
ings are based on participants' account balances. In 1993, participants
employed on the last day of the Plan year also received an allocation of the
remaining balance of forfeitures of participants who terminated prior to
December 1, 1988, according to a formula set forth in the Plan.<PAGE>
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AMERICAN GENERAL AGENTS'
AND MANAGERS' THRIFT PLAN
NOTES TO FINANCIAL STATEMENTS--Continued
NOTE B--DESCRIPTION OF THE PLAN--Continued
The benefit to which a participant is entitled is the benefit that can be
provided from the participant's vested account.
Vesting
Participants are immediately vested in their contributions plus the earnings
thereon. Participants become 100 percent vested in the remainder of their
account after five years of service (as defined in the Plan).
Payment of Benefits
Upon termination of service, and if consented to by the participant (required
only 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 minimum
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 December 1, 1988 forfeit their
nonvested interest in Company contributions on the earlier of (1) the
distribution 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. Forfeitures occurring after 1993 are available to reduce future
Company contributions. Participants terminating prior to December 1, 1988
forfeited their nonvested interest in company contributions upon incurring a
period of severance equal to five consecutive one-year breaks in service.
Amounts forfeited before December 1993 were allocated to the accounts of
current participants through 1993.
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, 1994, 2,760 participants were actively contributing to the
Plan.
NOTE C--PLAN TERMINATION
Although it has not expressed any intent to do so, the Company has the right
under the Plan to discontinue its 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.
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AMERICAN GENERAL AGENTS'
AND MANAGERS' THRIFT PLAN
NOTES TO FINANCIAL STATEMENTS--Continued
NOTE D--RECONCILIATION OF FINANCIAL STATEMENTS TO FORM 5500
Benefits processed and approved for payment, but not paid as of December 31,
are recorded on Form 5500 but not in the financial statements.
The following is a reconciliation of net assets available for benefits per the
financial statements to Form 5500:
In thousands
December 31,
1994 1993
Net assets available for benefits per the
financial statements ........................... $50,632 $47,038
Benefits payable to withdrawing participants ..... (190) (98)
Net assets available for benefits per
Form 5500 ...................................... $50,442 $46,940
The following is a reconciliation of benefits paid to participants per the
financial statements to Form 5500:
In thousands
Year Ended
December 31, 1994
Benefits paid to participants per the financial
statements
American General Corporation common stock .... $3,985
Cash ......................................... 30
Total benefits paid to participants per the
financial statements ..................... 4,015
Benefits payable to withdrawing participants
at December 31, 1994 ........................... 190
Benefits payable to withdrawing participants
at December 31, 1993 ........................... (98)
Benefits paid to participants per Form 5500 .. $4,107
NOTE E--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 has
requested a favorable determination that the Plan, as subsequently restated
and amended, continues to be qualified. Management believes a favorable
determination letter will be received.
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AMERICAN GENERAL AGENTS'
AND MANAGERS' THRIFT PLAN
ASSETS HELD FOR INVESTMENT
AT DECEMBER 31, 1994
In thousands, except share amounts
Fair
Issuer Description Cost Value
American General 1,784,370 shares of common $36,476 $50,408
Corporation stock
State Street Bank Short-term investments in 308 308
& Trust Company money market fund
$36,784 $50,716
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AMERICAN GENERAL AGENTS'
AND MANAGERS' THRIFT PLAN
REPORTABLE TRANSACTIONS (A)
FOR THE YEAR ENDED DECEMBER 31, 1994
In thousands, except share amounts
Amount of
Party Involved Description Transaction
State Street Bank Purchases of short-term investments $7,229
& Trust Company in 67 transactions
State Street Bank Sale or maturity of short-term 7,299
& Trust Company investments in 67 transactions
(B) 199,998 shares of American General 5,604
Corporation common stock purchased
in 48 transactions
(B) 94,167 shares of American General 2,603
Corporation common stock repurchased
from various individuals who withdrew
from or terminated participation
in the Plan in 61 transactions
(B) 49,596 shares of American General 1,382
Corporation common stock distributed
to various individuals who withdrew
from or terminated participation in
the Plan in 35 transactions at a gain
of $389
(A) Reportable transactions are transactions or series of transactions in
excess of five 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's Rules and Regulations.
(B) Parties involved are not presented, as permitted by Section 2520.103-6
(d)(1)(i) of the Department of Labor's Rules and Regulations.
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
American General Agents' and Managers' Thrift Plan Administrative Board has
duly caused this annual report to be signed on its behalf by the undersigned
hereunto duly authorized.
AMERICAN GENERAL AGENTS' AND
MANAGERS' THRIFT PLAN
June 28, 1995 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. 33-39201) pertaining to the American General Agents' and
Managers' Thrift Plan of our report dated May 19, 1995, with respect to the
financial statements and schedules of the American General Agents' and
Managers' Thrift Plan included in this Annual Report (Form 11-K) for the year
ended December 31, 1994.
ERNST & YOUNG LLP
June 26, 1995
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