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, 1995
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:
THE VARIABLE ANNUITY LIFE INSURANCE COMPANY
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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THE VARIABLE ANNUITY LIFE INSURANCE CO. AGENTS' AND MANAGERS' THRIFT PLAN
AUDITED FINANCIAL STATEMENTS AND SCHEDULES
DECEMBER 31, 1995
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 ............. 4
Notes to Financial Statements .......................................... 6
Supplemental Schedules
Assets Held for Investment ............................................. 11
Reportable Transactions ................................................ 12
Signature Page ............................................................ 13
Appendix: Consent of Independent Auditors ................................ 15
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Report of Independent Auditors
Administrative Board
The Variable Annuity Life Insurance Company Agents' and Managers' Thrift Plan
We have audited the accompanying statements of net assets available for
benefits of the Variable Annuity Life Insurance Company Agents' and Managers'
Thrift Plan as of December 31, 1995 and 1994 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, 1995 and 1994, and the changes in its 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, 1995 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 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
fund information 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
June 3, 1996
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<PAGE>
<TABLE>THE VARIABLE ANNUITY LIFE INSURANCE CO. AGENTS' AND MANAGERS' THRIFT PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS
DECEMBER 31, 1995
<CAPTION>
Non-
Participant
Participant Directed Directed
Stock Cash Mutual Mutual Stock
Fund Fund Fund A Fund B Fund Total
<S>
Assets <C> <C> <C> <C> <C> <C>
Investments at fair value
American General Corporation common
stock (1,669,657 shares) .............. $23,346,735 $ - $ - $ - $34,882,557 $58,229,292
The Variable Annuity Life Insurance
Company group deposit administration
contract .............................. - 1,280,035 - - - 1,280,035
American General Series Portfolio Company -
Stock Index Fund (224,467 shares) ....... - - 4,271,610 - - 4,271,610
American General Series Portfolio Company -
Timed Opportunity Fund (16,701 shares) .. - - - 202,254 - 202,254
Short-term investments .................... 138,126 9,470 47,906 6,123 - 201,625
Total investments ....................... 23,484,861 1,289,505 4,319,516 208,377 34,882,557 64,184,816
Receivables
Contributions ........................... 106 24 28 - 119 277
Interest ................................ 519 20,428 56 11 - 21,014
Total receivables ..................... 625 20,452 84 11 119 21,291
Total assets .......................... 23,485,486 1,309,957 4,319,600 208,388 34,882,676 64,206,107
Liabilities
Payables
Excess contribution refunds ............. 249,225 19,111 137,692 6,543 768,943 1,181,514
Forfeitures ............................. - - - - 135,476 135,476
Total liabilities ..................... 249,225 19,111 137,692 6,543 904,419 1,316,990
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Net assets available for benefits ........... $23,236,261 $1,290,846 $4,181,908 $201,845 $33,978,257 $62,889,117
</TABLE>
The accompanying notes are an integral part of these financial statements.
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<TABLE>
THE VARIABLE ANNUITY LIFE INSURANCE CO. AGENTS' AND MANAGERS' THRIFT PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS
DECEMBER 31, 1994<CAPTION>
Non-
Participant
Participant Directed Directed
Stock Cash Mutual Mutual Stock
Fund Fund Fund A Fund B Fund Total
<S>
Assets <C> <C> <C> <C> <C> <C>
Investments at fair value
American General Corporation common
stock (1,585,993 shares) .............. $18,018,941 $ - $ - $ - $26,785,353 $44,804,294
The Variable Annuity Life Insurance
Company group deposit administration
contract .............................. - 372,717 - - - 372,717
American General Series Portfolio Company -
Stock Index Fund (166,236 shares) ....... - - 2,403,774 - - 2,403,774
American General Series Portfolio Company -
Timed Opportunity Fund (12,195 shares) .. - - - 125,491 - 125,491
Short-term investments .................... 93,598 900 10,005 1,755 - 106,258
Total investments ....................... 18,112,539 373,617 2,413,779 127,246 26,785,353 47,812,534
Receivables
Contributions ........................... 97 - 65 23 133 318
Interest ................................ 361 7,218 51 4 - 7,634
Total receivables ..................... 458 7,218 116 27 133 7,952
Total assets .......................... 18,112,997 380,835 2,413,895 127,273 26,785,486 47,820,486
Liabilities
Payables
Purchase of securities .................. 70,588 - - - - 70,588
Excess contribution refunds ............. 107,365 6,460 52,025 4,913 490,645 661,408
Forfeitures ............................. - - - - 82,207 82,207
Total liabilities ..................... 177,953 6,460 52,025 4,913 572,852 814,203
Net assets available for benefits ........... $17,935,044 $374,375 $2,361,870 $122,360 $26,212,634 $47,006,283
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</TABLE>
The accompanying notes are an integral part of these financial statements.<PAGE>
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<PAGE>
<TABLE>
THE VARIABLE ANNUITY LIFE INSURANCE CO. AGENTS' AND MANAGERS' THRIFT PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
YEAR ENDED DECEMBER 31, 1995<CAPTION>
Non-
Participant
Participant Directed Directed
Stock Cash Mutual Mutual Stock
Fund Fund Fund A Fund B Fund Total
<S>
Additions to net assets <C> <C> <C> <C> <C> <C>
Investment income
Dividends ............................... $ 802,202 $ - $ 161,949 $ 10,533 $ 1,211,824 $ 2,186,508
Interest ................................ 3,830 61,958 834 88 3,973 70,683
Net appreciation in fair value of
investments ........................... 4,317,343 - 886,738 27,131 6,388,891 11,620,103
Total investment income ............. 5,123,375 61,958 1,049,521 37,752 7,604,688 13,877,294
Contributions
Company's ............................... - - - - 1,473,741 1,473,741
Participants' ........................... 1,837,887 155,742 832,483 66,922 - 2,893,034
Total contributions ................. 1,837,887 155,742 832,483 66,922 1,473,741 4,366,775
Total additions ..................... 6,961,262 217,700 1,882,004 104,674 9,078,429 18,244,069
Deductions from net assets
Benefits
American General Corporation common
stock (80,276 shares) ................. 938,836 - - - 1,217,913 2,156,749
Cash .................................... 8,220 28,022 69,756 3,595 6,535 116,128
Forfeitures ............................... - - - - 88,358 88,358
Total deductions .................... 947,056 28,022 69,756 3,595 1,312,806 2,361,235
Interfund transfers ......................... (712,989) 726,793 7,790 (21,594) - -
Net increase .......................... 5,301,217 916,471 1,820,038 79,485 7,765,623 15,882,834
Net assets available for benefits
Beginning of year ......................... 17,935,044 374,375 2,361,870 122,360 26,212,634 47,006,283
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End of year ............................... $23,236,261 $1,290,846 $4,181,908 $201,845 $33,978,257 $62,889,117
</TABLE>
The accompanying notes are an integral part of these financial statements.
<PAGE>
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<TABLE>
THE VARIABLE ANNUITY LIFE INSURANCE CO. AGENTS' AND MANAGERS' THRIFT PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
YEAR ENDED DECEMBER 31, 1994<CAPTION>
Non-
Participant
Participant Directed Directed
Stock Cash Mutual Mutual Stock
Fund Fund Fund A Fund B Fund Total
<S>
Additions to net assets <C> <C> <C> <C> <C> <C>
Investment income
Dividends ............................... $ 703,763 $ - $ 56,077 $ 8,309 $ 1,058,561 $ 1,826,710
Interest ................................ 2,326 20,202 314 46 1,956 24,844
Net depreciation in fair value of
investments ........................... (190,119) - (38,760) (9,313) (317,557) (555,749)
Total investment income ............. 515,970 20,202 17,631 (958) 742,960 1,295,805
Contributions
Company's ............................... - - - - 1,523,267 1,523,267
Participants' ........................... 1,728,303 102,558 842,753 77,301 - 2,750,915
Total contributions ................... 1,728,303 102,558 842,753 77,301 1,523,267 4,274,182
Total additions ....................... 2,244,273 122,760 860,384 76,343 2,266,227 5,569,987
Deductions from net assets
Benefits
American General Corporation common
stock (68,023 shares) ................. 983,553 - - - 913,218 1,896,771
Cash .................................... 1,765 67,371 50,651 7,749 1,383 128,919
Forfeitures ............................... - - - - 544,562 544,562
Total deductions ...................... 985,318 67,371 50,651 7,749 1,459,163 2,570,252
Interfund transfers ......................... (20,292) 85,503 (43,762) (21,449) - -
Net increase .......................... 1,238,663 140,892 765,971 47,145 807,064 2,999,735
Net assets available for benefits
Beginning of year ......................... 16,696,381 233,483 1,595,899 75,215 25,405,570 44,006,548
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End of year ............................... $17,935,044 $374,375 $2,361,870 $122,260 $26,212,634 $47,006,283
</TABLE>
The accompanying notes are an integral part of these financial statements.<PAGE>
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<PAGE>
THE VARIABLE ANNUITY LIFE INSURANCE CO. AGENTS' AND MANAGERS' THRIFT PLAN
NOTES TO FINANCIAL STATEMENTS
NOTE 1--SIGNIFICANT ACCOUNTING POLICIES
The Variable Annuity Life Insurance Co. Agents' and Managers' Thrift Plan (the
Plan) financial statements are prepared in conformity with generally accepted
accounting principles. The preparation of financial statements, in accordance
with generally accepted accounting principles, requires management to make
estimates and assumptions that affect the reported amounts of assets and
liabilities. Ultimate results could differ from those estimates.
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 The
Variable Annuity Life Insurance Co. (VALIC, also referred to as the Company)
group deposit administration 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) Stock Index and Timed Opportunity Funds at net asset
value; and 3) short-term investments at cost which approximates fair value.
The contract value of the group deposit administration contract approximates
fair value because the interest crediting rate is reset annually. AGSPC is an
open-end management investment company (mutual fund) whose investment adviser
is VALIC.
Dividends are recorded as income on ex-dividend dates and interest income is
recorded using the accrual method of accounting.
Participants' accounts are credited monthly with the number of shares of
American General common stock or the number of shares in the AGSPC Stock Index
or Timed Opportunity Funds purchased and the cost thereof. Purchases under
the VALIC group deposit administration contract are also credited to the
participants' accounts at cost.
Contributions are recorded as income on the date 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 market value of the assets distributed or forfeited.
Benefits payable to participants are not accrued as liabilities in the
financial statements.
NOTE 2--DESCRIPTION OF THE PLAN
The following description of the Plan provides only general information. The
Plan document provides more complete descriptions of the Plan's provisions.
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THE VARIABLE ANNUITY LIFE INSURANCE CO. AGENTS' AND MANAGERS' THRIFT PLAN
NOTES TO FINANCIAL STATEMENTS--Continued
NOTE 2--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 agents and managers of VALIC who have completed at
least one year of service and have reached age twenty-one. 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 VALIC.
Investment Options
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 group deposit administration
contract issued by VALIC (Cash Fund); 3) the AGSPC Stock Index Fund (Mutual
Fund A); or 4) the AGSPC Timed Opportunity Fund (Mutual Fund B). The Cash
Fund has a guaranteed rate of 5% through March 31, 1995; effective April 1,
1995 the rate changed to 5.5%. This rate is declared annually by VALIC and
was changed to 6% on April 1, 1996. The Company's contributions are invested
solely in the Stock Fund. Investments are held in a bank-administered trust
fund.
Amounts which have not yet been used to purchase investments in either the
Stock, Cash, or Mutual Funds are temporarily invested in money-market fund
investments. These investments are held in a bank-administered trust fund and
income from these investments is allocated to Plan participants based on
current contributions.
Contributions
Participants 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
four percent of base pay subject to the contribution limitations discussed
below. The Company contributes an amount ranging from 50 percent to 100
percent of the participants' basic contribution.
The Plan allows participants to change their contribution rate and investment
election for future contributions, as well as transfer all or part of their
account balances from one fund to another once a month.
Contribution Limitations
For 1995 and 1994, 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 considered under the Plan is $150,000.
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THE VARIABLE ANNUITY LIFE INSURANCE CO. AGENTS' AND MANAGERS' THRIFT PLAN
NOTES TO FINANCIAL STATEMENTS--Continued
NOTE 2--DESCRIPTION OF THE PLAN--Continued
The IRC provides that plans such as the Variable Annuity Life Insurance
Company Agents' and Managers' Thrift and Retirement Plans cannot discriminate
in favor of highly compensated individuals. To comply with these laws,
certain highly compensated individuals in the plans may receive refunds of
contributions in excess of IRC Sections 401(k)(3) and 401(m) limits for
employee pretax contributions and employer matching contributions,
respectively, and all earnings attributable to such contributions. Refunds
will be made from the VALIC Agents' and Managers' Retirement Plan to the
extent possible. Any amounts that cannot be refunded from the VALIC Agents'
and Managers' Retirement Plan will be refunded from the VALIC Agents' and
Managers' Thrift Plan. Amounts in excess of the limits discussed above are
designated on the Statement of Net Assets as "Payables -Excess contribution
refunds". These amounts will be refunded to the affected highly compensated
participants on or before the last day of the subsequent plan year to ensure
the tax qualified status of the Plan.
Participant Accounts
Each participant's account is credited with the participant's contributions
and an allocation of the Company's contributions and Plan earnings.
Allocations of Plan earnings are based on participants' account balances. The
benefit to which a participant is entitled is the benefit that can be provided
from the participant's account.
Vesting
Participants are immediately vested in their contributions plus the earnings
thereon. A participant obtains a vested interest in the Company's
contributions and the earnings thereon at the rate determined by years of
service. The vesting schedule is provided below:
Years of Service Nonforfeitable Percentages
0 -3 0
3 20
4 40
5 60
6 80
7 100
Vesting of Company contributions shall be 100 percent upon death, disability,
or the attainment of normal retirement age.
Payment of Benefits
Upon termination of service, and if consented to by the participant (consent
only required if the total value, both vested and nonvested, of their account
exceeds $3,500 and the participant is under the age of 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.
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THE VARIABLE ANNUITY LIFE INSURANCE CO. AGENTS' AND MANAGERS' THRIFT PLAN
NOTES TO FINANCIAL STATEMENTS--Continued
NOTE 2--DESCRIPTION OF THE PLAN--Continued
Direct Rollover
A distributee may elect, at the time and in the manner prescribed by the Plan
Administrator, to have any portion of an eligible rollover distribution paid
directly to an eligible retirement plan specified by the distributee in a
direct rollover.
Forfeitures
Participants terminating employment shall forfeit their nonvested interest in
the Companies' 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 are available to reduce future Company contributions.
Participants who terminate and are reemployed with the 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.
NOTE 3--PLAN TERMINATION
Although they have 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.
NOTE 4 - 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:
December 31
1995 1994
Net assets available for benefits per
the financial statements $62,889,117 $47,006,283
Benefits payable to withdrawing participants (380,030) (157,560)
Net assets available for benefits per Form 5500 $62,509,087 $46,848,723
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THE VARIABLE ANNUITY LIFE INSURANCE CO. AGENTS' AND MANAGERS' THRIFT PLAN
NOTES TO FINANCIAL STATEMENTS--Continued
NOTE 4 - RECONCILIATION OF FINANCIAL STATEMENTS TO FORM 5500--Continued
The following is a reconciliation of benefits paid to participants per the
financial statements to Form 5500:
Year Ended
December 31, 1995
Benefits paid to participants per the
financial statements
American General Corporation common stock $2,156,749
Cash 116,128
Total benefits paid to participants per
the financial statements 2,272,877
Benefits payable to withdrawing participants
at December 31, 1995 380,030
Benefits payable to withdrawing participants
at December 31, 1994 (157,560)
Benefits paid to participants per Form 5500 $2,495,347
NOTE 5--FEDERAL INCOME TAXES
Based on a favorable determination letter dated December 8, 1995, the Internal
Revenue Service (IRS) has ruled that the Plan, as restated and amended
effective August 31, 1990, December 6, 1991, March 4, 1992, May 26, 1993,
December 6, 1993, and August 25, 1995, is qualified under Section 401(a) of
the IRC and, therefore, exempt under Section 501(a) from federal income taxes.
Once qualified, the Plan is required to operate in conformity with the IRC to
maintain its qualification. The Plan's administrators are not aware of any
course of action or series of events that have occurred that might adversely
affect the Plan's qualified status.
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<PAGE>
THE VARIABLE ANNUITY LIFE INSURANCE CO. AGENTS' AND MANAGERS' THRIFT PLAN
ASSETS HELD FOR INVESTMENT
DECEMBER 31, 1995
Issuer Description Cost Fair Value
* American General 1,669,657 shares $34,372,431 $58,229,292
Corporation of common stock
* The Variable Annuity Group deposit 1,280,035 1,280,035
Life Insurance Company administration
contract
* American General 224,467 shares 3,390,884 4,271,610
Series Portfolio
Company Stock Index
* American General 16,701 shares 185,120 202,254
Series Portfolio
Company Timed
Opportunity Fund
* State Street Bank & Short-term investment
Trust money-market fund 201,625 201,625
$39,430,095 $64,184,816
* Party-in-interest
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<PAGE>
THE VARIABLE ANNUITY LIFE INSURANCE CO. AGENTS' AND MANAGERS' THRIFT PLAN
REPORTABLE TRANSACTIONS (A)
YEAR ENDED DECEMBER 31, 1995
Amount of
Party Involved Description Transaction
State Street Bank Purchase of money-market fund $4,066,377
& Trust investments in 60 transactions
State Street Bank Sale of money-market fund 4,021,849
& Trust investments in 58 transactions
(B) 174,562 shares of American General 5,837,462
Corporation common stock purchased
in 53 transactions
(B) 90,898 shares of American General 3,118,699
Corporation common stock distributed
in 27 transactions at a gain of
$1,327,634.
(B) 10,622 shares of American General 363,940
Corporation common stock sold in 2
transactions at a gain of $155,675
(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.
<PAGE>
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<PAGE>
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, The
Variable Annuity Life Insurance Company 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.
THE VARIABLE ANNUITY LIFE
INSURANCE COMPANY
AGENTS' AND MANAGERS'
THRIFT PLAN
June 20, 1996
Austin P. Young, Member of
the Administrative Board
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<PAGE>
Appendix
<PAGE>
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<PAGE>
Consent of Independent Auditors
We consent to the incorporation by reference in the Registration Statement
(Form S-8 No. 33-39202) pertaining to The Variable Annuity Life Insurance
Company Agents' and Managers' Thrift Plan and in the related prospectus of our
report dated May 31, 1996, with respect to the financial statements and
supplemental schedules of The Variable Annuity Life Insurance Company Agents'
and Managers' Thrift Plan included in this Annual Report (Form 11-K) for the
year ended December 31, 1995.
ERNST & YOUNG LLP
June 20, 1996
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