CREW: Department of The Treasury: Regarding AIG Bonuses: 7/15/10 - 2009-03-124 - Binder 1

Gay.
Bonnie (Contractor)
From: REBECCA CHRISTIE, BLOOMBERGI NEWSROOM: [rchristie4@bloomberg.net]
Sent: Wednesday, March 18, 2009 1:41 PM
To: rchristie4@bloomberg.net
SUbject: (BN) AIG Letter, Citi Economist
A couple of interesting stories from last night.
You're receiving this from Rebecca Christie at 8loomberg News. If you'd like to stop getting
these emails, or if you know someone who would like to sign up, please don't hesitate to
contact me.
Questions, comments and general feedback always welcome too.
Rebecca Christie
Bloomberg News
202 654 1273 - desk
202 607 3933 - cell
Wire: BLOOMBERG News (BN) Date: 2009-03-18 03:05:07 Geithner Says 'Wind Down' of AIG May
Accelerate (Update1)
(Adds reference to restructuring in third paragraph.)
By Brendan Murray
March 17 (Bloomberg) -- Treasury Secretary Timothy Geithner
told leaders in Congress he will ensure taxpayers aren't footing
the bill for American International Group Inc.'s employee
bonuses and indicated the firm's "wind down" may accelerate.
"We will continue our aggressive efforts to resolve the
future status of AIG in a manner that will reduce systemic risks
to our financial system while minimizing the loss to
taxpayers," Geithner wrote in a letter today to House Speaker
Nancy Pelosi, Senate Majority Leader Harry Reid and other top
lawmakers.
"We will explore any and all responsible ways to
accelerate this wind-down process," he said, referring to the
restructuring that is already taking place at the insurer.
Geithner has come under fire from Congress for presiding
over AIG's payment of about $16S million in bonuses and
retention pay to staff. The company received a government
bailout package in September that has since grown to about $170
billion, including as much as $30 billion in new capital
announced on March 2.
"We will impose on AIG a contractual commitment to pay the
Treasury from the operations of the company the amount of
retention rewards just paid," Geithner said in the letter. "In
addition, we will deduct from the $30 billion in assistance an
amount equal to the amount of those payments."
Retention Awards
"We are presently working with the Department of Justice

to determine what avenues are available by which we can recoup
T000001
Robertson, Terri (Contractor)
From: Williams, Andrew

Sent: Thursday, March 26, 20094:28 PM
To: Hsu, Michael; Lambright, James; Cutter, Stephanie
Subject: 2 Top Executives Leave A.LG. French Unit
I don't have eoneerns here, let me know if you do.
March 27, 2009
2 Top Executives Leave A.I.G. French Unit
PARIS - The two top executives have resigned at the French unit of the Ameriean
International Group's financial products business, the insurer said Thursday, as part of an
exodus of employees after an outcry over bonuses.
Mauro Gabriele, the president and chief executive of Banque ALG., and his deputy, Jim
Shephard, resigned because of "shared concerns regarding their ability to conduct
business in the current hostile environment toward Banque ALG. and A.LG. F.P.
employees generally," the company said in a statement from New York, referring to ALG.
Financial Products.
The financial products division, based in London, helped to create the f'l's:dJJ.=-dcl<L1.Jlti1-wi:l12s
that are blamed for causing A.LG. to nearly collapse, necessitating a taxpayer rescue that
so far has led to more than $170 billion in bailout funds from the federal government
being pumped into the company. News of the Banque ALG. resignations was first
reported Thursday by The Wall Street Journal.
The departure of the two executives could, in theory, have prompted a default on $234
billion of credit-default swaps. French regulators could have appointed provisional
administrators to the job, a move with the potential to activate a "change of control"
provision in the derivatives contracts. In practice, neither French regulators nor the
American government would have allowed that to happen, officials say.
ALG. said it had cautioned Treasury Secretary :fimothy F. Geithner in a March 14 letter
"that resignations at Banque ALG. could raise risks with respect to derivatives written out
of Banque ALG., and we are in ongoing discussions with French and U.K. regulators, as
well as with the Federal Reserve Bank of New York and the U.S. Treasury Department,
about this matter."
The executives "are fully committed to ensure that Banque ALG. continues to operate
normally and meet its obligations in these extraordinary conditions," the ALG. statement
said, "and, as a result, they remain in their roles and have committed to effect an orderly
transition. "
T000145
Xavier Dubois, a spokesman for the Banque de France, the central bank, declined to
comment.
An A.I.G. spokeswoman, Christina PreUo, said the financial products division employees
continue to unwind the derivatives contracts. To date, they have reduced the number of
trades outstanding by almost 40 percent, to 44,000, she said. The notional value of the
outstanding derivatives contracts had declined to $1.6 trillion at the end of December
2008, from $2.1 trillion a year earlier, she said.
T000146
Robertson, Terri (Contractor)
From: Albrecht, Stephen

Sent: Monday, March 09, 2009 6:04 PM
To: Lambright, James
Subject: RE: gathering in 2418
on my way down
From: Lambright, James

To: Albrecht, Stephen
Subject: gathering In 2418
For alg exec compo
T000190
Robertson. Terri (Contractor)
From: Cutter, Stephanie

Sent: Thursday, March 19,20096:11 PM
To: Hsu, Michael; Albrecht, Stephen; Lambright, James; _DL_Communications; Vandivier, David;
Wallace, Kim; Wolin, Neal
Subject: RE: geithner at march 3 hearing for BONUS
From: Hsu, Michael

Sent: Thursday, March 19,20096:11 PM
To: Cutter, Stephanie; Albrecht, Stephen; Lambright, James; _DL_Communications; Vandivier, David; Wallace, Kim;
WoHn, Neal
Subject: Re: gelthner at march 3 hearing for BONUS

To: Albrecht, Stephen; Lambright, James; Hsu, Michael; _DL_Communications; Vandivier, David; Wallace, Kim; Wolin,
Neal
Sent: Thu Mar 19 17:34:12 2009
Subject: FW: geithner at march 3 hearing for BONUS
(b) (5)
From: Ed Andrews [mailto:edandr@nytimes,com]

Sent: Thursday, March 19, 2009 5:30 PM
To: Cutter, Stephanie
Subject: FW: geithner at march 3 hearing for BONUS
Stephanie,
Our graphics editor pulled up this snatch from a congressional hearing on March 3, in which Rep. Joseph Crowley
asked Mr. Geithner very specificially about the AIG bonuses and seemed to know exactiy what they entailed.
How does this square with his chronology of events?
Edmund L. Andrews
Economics Correspondent
The New York Times
Washington, DC
Office: 202 862 0370
(b) (6)
From: Paula Dwyer [mailto:dwyerp@nytimes.com]

Sent: Thursday, March 19, 2009 5:25 PM
To: calmes@nytimes,com; edandr@nytimes.com
Subject: Fwd: geithner at march 3 hearing for BONUS
T000192
Ed, Jackie--I think we need to hear from geithner or stephanie about this, and his hedging in the CNN intervu.
Seems the best possible spin is that he knew but didn't focus on it? We may want to run this tonite and not hold
after all.
pd
X-Sender: winnic«(jJslntp-storc.nytimes.com
X-Mailer: QUALCOMM Windows Eudora Version 6.1.1.1
Date: Thu, 19 Mar 200917:21:44 -0400
To: dwyerp«(j)nvtimcs.eom
From: "Winnie O'Kelley" <wjlmi.e@!)YJ.i!ne§~(;.mn>
Subject: Fwd: geitlmer at march 3 hearing for BONUS
X-NYT-MH-Anti-Virus-Result: Clean
I thought this tidbit was pretty good in what Amy Schoenfeld sent down to Ed. Congressman Josephy Crowley
said the following to Geitlmer in testimony on March 3. Seems Geitlmer was told of the bonuses on March 3,
even if he did not directly respond to the question that he was asked.
Congressman Crowley:
For example, just last month, AIG paid 343 employees of AIG FP -- their Financial Products division that
created the financial hole that AIG is in, and in turn a multibillion-dollar bill for American taxpayers -- $56
million in bonuses and are slated to pay an additional $162 million in bonuses to 393 participants in the
coming weeks. And there's more. Farther bonus payments totaling approximately 230 million (dollars) are
due to 407 participants at AIG's Financial Products division in March 2010.
T000193
the retention awards that have been paid," Geithner said.
Geithner said he supports AIG Chairman Edward Liddy and
called criticism of him "unjustified."
"As long as he is there, we will work with him on measures
to wind down AIG in an orderly way and protect the American
taxpayer," Geithner said.
The Treasury secretary said the government is trying to get
back some of the bonus money. AIG said it was contractually
obligated to payout the money, and Geithner said in his letter
that the Treasury's lawyers agreed that "it would be legally
difficult" to stop the payments.
For Related News and Information:

Credit crunch page: WWCC <GO>
Government relief programs: GGRP <GO>
Winners, Losers in TARP: BTCPP <Index> MRR4 <GO>
u.s. Economic Forecasts: ECFC <GO>
AIG timeline for year before bailout: NSN K7BR9V0YHQ0X <GO>
--Editors: David Tweed, Robin Meszoly
To contact the reporters on this story:

Brendan Murray in Washington, at +1-202-624-1804, or
brmurray@bloomberg.net
To contact the editor responsible for this story:

Chris Anstey at +1-202-624-1972 or
canstey@bloomberg.net
[TAGINFO]
AIG US <Equity> CN
NI CEO
NI FIN
NI cos
NI BNK
NI STK
NI INS
NI NE
NI CRUNCH
NI GOV
NI TRE
NI TARP
NI SUB PRIME
NI MOR
NI REL
NI DRV
NI TRE
NI PAY
NI GOV
NI CNG
NI US
NI FED
NI CEN
NI EXE
T000002
Mcnulty, Amy
From: Hsu, Michael

Sent: Wednesday, March 18, 20091:57 PM
To: Tae, Michaei; Lambright, James
Subject: Re:
Yep.
From: Tae, Michael

To: Lambright, James
Cc: Hsu, Michael
Sent: Wed Mar 18 13:54:55 2009
Subject:
Not sure if you are watching the testimony, but it came out that the fed has known about the AiG bonus payments since
last fall.
T000233
Mcnulty, Amy
From: Lambright, James
Sent: Tuesday, March 17,20099:54 AM
To: Hsu, Michael; Tae, Michael; Albrecht, Stephen
Subject: FW:
From: Kabaker, Matthew

Sent: Tuesday, March 17,20099:53 AM
To: Goodman, Mary; Sachs, Lee; Lambright, James; Cutter, Stephanie
Subject:
4,763 to 1. But we got 1!
-MSK
The Case for Paying Out Bonuses at A.I.G.

By ANDREW ROSS SORKIN
Published: March 1G, 20()f)
Do we really have to foot the bill for those bonuses at the American International
Group?
It sure does sting. A staggering $165 million - for employees of a company that nearly
took down the financial system. And heck, we, the taxpayers, own nearly 80 percent of
A.I.G.
It doesn't seem fair.
So here is a sobering thought: Maybe we have to swallow hard and pay up, partly for
our own good. I can hear the howls already, so let me explain.
Everyone from ,Er-f.m"d~]]lo.hiJ.lllJI down seems outraged by this. The president

suggested on Monday that we just tear up those bonus contracts. He told the Treasury
secretary, :rhnothy F. Geil1mer, to use every legal means to recoup taxpayers' money.
Hard to argue there.
T000235
"This isn't just a matter of dollars and cents," he said. "It's about our fundamental
values."
On that last issue, lawyers, Wall Street types and compensation consultants agree with
the president. But from their point of view, the "fundamental value" in question here is
the sanctity of contracts.
That may strike many people as a bit of convenient legalese, but maybe there is
something to it. If you think this economy is a mess now, imagine what it would look
like if the business community started to worry that the government would start
abrogating contracts left and right.
As much as we might want to void those A.I.G. pay contracts, Pearl Meyer, a
compensation consultant at Steven Hall & Partners, says it would put American
business on a worse slippery slope than it already is. Business agreements of other
companies that have taken taxpayer money might fall into question. Even companies
that have not turned to Washington might seize the opportunity to break inconvenient
contracts.
If government officials were to break the contracts, they would be "breaking a bond,"
Ms. Meyer says. "They are raising a whole new question about the trust and
commitment organizations have to their employees." (The auto industry unions are
facing a similar issue - but the big difference is that there is a negotiation; no one is
unilaterally tearing up contracts.)
But what about the commitment to taxpayers? Here is the second, perhaps more
sobering thought: AI.G. built this bomb, and it may be the only outfit that really knows
how to defuse it.
AI.G. employees concocted complex derivatives that then wormed their way through
the global financial system. If they leave - the buzz on Wall Street is that some have,
and more are ready to - they might simply turn around and trade against AI.G.'s
book. Why not? They know how bad it is. They built it.
So as unpalatable as it seems, taxpayers need to keep some of these brainiacs in their

seats, if only to prevent them from turning against the company. In the end, we may
actually be better off if they can figure out how to unwind these tricky investments.
Not that any of this takes the bite out of paying these bonuses. For better or worse - in
this case, worse - someone at AI.G. decided this company needed to sign bonus
agreements last year to keep people before the full extent of its problems became clear.
T000236
Now we can debate why A.I.G. felt it necessary to guarantee seven executives at least $3
million apiece when the economy was clearly on shaky ground. Perhaps we will find out
these contracts were a bit of sleight of hand to enrich executives who knew this
financial Titanic had hit the iceberg. But another possible explanation is that A.I.G.
knew it needed to keep its people.
That is the explanation offered by Edward M. Liddy, who was installed as A.I.G.'s chief
executive when the government effectively nationalized the company last fall. (He is
being paid $1 a year.)
"We cannot attract and retain the best and brightest talent to lead and staff' the
company "if employees believe that their compensation is subject to continued and
arbitrary adjustment by the U.S. Treasury," he said.
There's some truth to what Mr. Liddy is saying. Would you wanno work atA.I.G.?
Sure, maybe for $3 million. But not if you could go somewhere else for even more - or
even much less.
"The jobs are terrible," said Robert M. Sedgwick, an executive compensation lawyer at
Morrison Cohen who represents a number of employees of banks that have taken
government money. "You have to read about yourself in the paper every day. These
people are leaving as soon as they can."
Let them leave, you say. Where would they go, given the troubles in the financial
industry? But the fact is, the real moneymakers in finance always have a place to go.
You can bet that someone would scoop up the talent from A.I.G. and, quite possibly,
put it to work - against taxpayers' interests.
"The word on the street is that A.I.G. employees are being heavily recruited," Ms.
Meyer says.
Of course, if taxpayers had not bailed out A.I.G., these contracts would not be worth
anything. Andrew M. Cuomo, the attorney general of New York, made the point on
Monday, when he subpoenaed A.I.G. for the names of the people who received the
bonuses. If A.I.G. had spiraled into bankruptcy, its employees would have had to get in
line with other unsecured creditors.
Mr. Cuomo wants to know who A.I.G.'s lucky employees are, and how they have been
doing at their jobs. So here is a suggestion for him. Get the list, and give those big
earners at A.I.G. a not-so-subtle nudge: Perhaps they will "volunteer" to give some of
T000237
their bonuses back or watch their names hit the newspapers. But in the meantime,
despite how offensive and painful it might be, let's honor the contracts.
SENSITIVE / PRE-DECISIONAL
Matthew Kabaker
Domestic Finance
2026221677
T000238
Mcnulty. Amy
From: James.Hennessy@ny.frb.org
Sent: Monday, March 16, 20092:56 PM
To: Hsu, Michael; Sarah.Dahlgreti@ny.frb.org
Subject: Re:
Will send down a no-names list which shows the individual payments and location later today. The list is being
updated.
FrlJm: Michael.Hsu
Sent: 03/16/2009 02:51 PMAST .
TlJ: James Hennessy; Sarah Dahlgren
Subject: RE:
Thanks. I think we have that list, but we'll take whatever Is current.
from: James.Hennessy@ny.frb.org.[mal1to:JamEjs.Hennessy@ny.frb.org]
Sent: Monday, March 16, 2099 2:49 PfI1
TO: Hsu, Michael; Sarah.Dal1lgren@ny.frb.org
Subject: Re:
Mike, lshouldadd that there is a listing ofindividuaLamounls without names that the cOUlpany is hand-delivering to llamey Prank
tomorrow. When that is in final form later today I can send it to you.
From: James :Hennessy

Sent: 03116/200902:43 PM EDT
To: "Michael Hsu" <MichaeJ.Hs\t@do.treas.gov>;SarahDahlgren
Subje¢t: Re:
No. We don't have the names. Thet. is a breakdown by locatiotl which we can dig IIp and send you.
Apartfroro g~neral plivacycon~~derations,you:iih()\lM know that t4ereareblogs~etc.) that ~re ur~ing retribution,-againstFP employees
and. the ~o1iijSbeCOmjl1g very conce.med for th13ir personal security. That's another reason why the names should not be
publicized. is negotiating with Cuomo .over all this. .
(b) (6)
From: Michael.Hsu
Sent: 03/16/2009 02:35 PM AST
To: Sarah Dahlgren; James Hennessy
Can you selid us the nameS ofthe individuals (and locations) getting the retentioli payments?
T000258
Thanks.
T000259
Mcnulty. Amy

Sent: Tuesday, March 17, 20092:36 PM
To: Hsu, Michael; Lambright, James; Williams, Andrew
Subject: RE:
What is this? We need your help dissecting this stuff.
From: Hsu, Michael

To: Cutter, Stephanie; Lambright, James; Williams, Andrew
Subject: Fw:
More.
From: James.Hennessy@nyJrb.org
To: James.Hennessy@nyJrb.org
Cc: Calvin.Mitchell@ny.frb.org ; ethan.james@dpw.com ; Hsu, Michael; Smith, Michelle A,.; Sarah.Dahlgren@ny.frb.org ;
stephen.albreacht@do.treas.gov ; Deborah.Kilroe@nyJrb.org
Sent: Tue Mar 17 14:18:05 2009
Subject: Re:
One other item: T h e . letter to Geithner says that the top 25 at FP will have salaries of $1 for the remainder of the
year.
(b) (6)
James HennessyfNYfFRS To .M.i!<.I.lli~..§Y@gg.Jrgg§.,.9..Q.~, .§.tephen.aIQLeachf@doJreas,gov

cc ethanJames@dpw.com, Sarah Dahlgren/NYIFRS@FRS, Michelle A
03/17/200901:39 PM SmilhI80ARD/FRS@BOARD, Calvin Mitchel1/NYfFRS@FRS
Subject Re:Link
Mike,
T000262
From: Huebner, Marshall S. [mailto:marshall.huebner@dpw.com]
Sent: Thursday, November 20, 20089:29 PM
Subject: [WARNING: MESSAGE ENCRYPTED] Fw: Compensation Proposal -- Confidential
Here it is, Password isBm (b) (5)
Mlchael.Hsu@do.treas.gov To Sarah.Dahlgren@nY.frboro
cc e!han.james@dpw.com, James.Hennessy@nyJrboro
03117/200901:21 PM Subject Re:
Anything since then?
---'._-~,,-~,._----,-_._----_._-
From: Sarah.Dahlgren@nyJrb.org
To: Hsu, Michael
Cc: ethan.james@dpw.com ; James.Hennessy@nyJrb.org
Sent: Tue Mar 17 13:19:372009
Subject: Re:
see the albrecht email".that's identical to what we would have sent you
'/<
'/< * 1< '/< '/< '" * * '" * * *' *
Sarah Dahlgren
Senior Vice President
Federal Reserve Bank of New York
212-720-7537 (work)
~ (blackberry)
visit www.newyorkfed,org
**************
Michael.Hsu«rJdo.treas.gov
To James,HennessV@nyfrbQm, Sarah.Dahlgren@oyfeborg, ethan,iames@dpwcom
03/171200901 :09 PM
T000263
cc
SUbject
Ifyou have it, we need a list of all ofthe payment reductions that occurred as a result ofusg (nyfed, dpw) actions. Asap, pIs.
T000264
Mcnulty. Amy
From: Hsu, Michael

Sent: Tuesday, March 17,20091:41 PM
To: Cutlar, Stephanie; Baker, Isaac; Lambright, James; Albrecht, Stephen
Subject: Fw:
(b) (5)
From: Sarah,Dahlgren@ny.frb.org
To: Hsu, Michael
Ce: ethan.james@dpw.com ; James.Hennessy@ny.frb.org ; calvin.Mitehell@ny.frb.org
Sent: Tue Mar 17 13:35:032009
Subject: Re:
(b) (5)
**************
Sarah Dahlgren
212-720-7537 (work)
. . . (blackberry)
visit www.newyorkfed.org
*********** • • •
Michael.Hsu@do.tre-as.gov To Sarah.Dahlgren@nyfrb.org
cc ethanJames@dpw.com,James.Hennessy@ny.frbora
03117/200901:26 PM Subject Re:
(b) (5)
From: Sarah.Dahlgren@ny.frb.org
To: Hsu, Michael
Ce: ethan.james@dpw.com ; James.Hennessy@ny.frb.org
Sent: Tue Mar 17 13:19:372009
Subject: Re:
see the albrecht email...that's identical to what we would have sent you
**'/<***********
Sarah Dahlgren
T000265
212·720·7537 (work)
. . .(blackberry)
visit www.newvorkfed.org
* * *' * * * • * * * * * * *
Mlchael.Hsu@do.treas.gov
To James,Hennessy@nyJrb.org, Sarah.Oahlgren@ny.frb.org.&t!ban lames@dpw.com

03117/200901:09 PM
cc
SUbject
If you have it, we need a list of all of the payment reductions that occurred as a result ofusg (nyfed, dpw) actions. Asap, pis.
T000266
Mcnulty. Amy
To: Hsu, Michael
Cc: ethan.james@dpw.com; James.Hennessy@ny.frb.org; Calvin.Mitchell@ny.frb.org
Subject: Re:
(0) (5)
'" '" '" '" * '" '" -* '" * * '" '" '"
Sarah Dahlgren
212-720-7537 (work)
~ (blackberry)
"''''****'''*''''''''' * * *
Michael.Hsu@do.treas.qov To Sarah.Dahlgren@nYfrhow
cc elhan.iameS@dpw.cQm, ,James.HennessY@nyJrbora
03/17/200901:26 PM Subject Re:
(0) (5)
----~---------_
...----"._.,,- .... _- ---_._-,,--
To: Hsu, Michael
Cc: ethan.james@dpw.com ; James.Hennessy@ny.frb.org
Sent: Tue Mar 17 13:19:372009
Subject: Re:
see the albrecht email...that's identical to what we would have sent you
**"''''''''''''' "''''*''''''''''''
Sarah Dahlgren
212-720-7537 (work)
(b) (6) (blackberry)
**************
T000267
MichaeI.Hsu@do.treas.gov
To James.Hennessy@ny-frb.Qrq, Sarah.Dahlgren@nyfib,ora, ethanJalnes@dPWcom

03/17/200901:09 PM
cc
SUbject
If you havo it, we need a list ofal! ofthe paymont reductions that OCCUlTed as a result ofusg (nyfed, dpw) actions. Asap, pIs.
T000268
Mcnulty. Amy
From: Mlchae1.Alix@ny.frb.org
Sent: Tuesday, March 17, 2009 1:27 PM
To: Hsu, Michael
SUbJect: Re:
(b) (5)
From: Michae1.Hsu
Sent: 03/17/200901:25 PM AST
To: Michael Alix
T000269
Mcnulty. Amy
Sent: Tuesday, March 17,20091 :20 PM
To: Hsu, Michael
Cc: e.than.james@dpw.com; James. Hennessy@ny.frb.org
Subject: Re:
see the albrecht email...that's Identical to what we Would have sent you
.. * * * * * * * * * * * .. *
Sarah Dahlgren
212-720-7537 (work)
EDII (blackberry)
**************
MlchaeI.Hsu@do.treas.gov To James,Hfmnessy@ny.frb.org, Sarah.Dahlgren@ny.frb.org, ethan-iames@dow.com

cc
03/171200901:09 PM SUbject
If you have it, we need a list of all ofthe paymentreductlons that occurred as a result ofusg (nyfed, dpw) actions. Asap, pis.
T000270
Mcnulty. Amy
From: James. Hennessy@ny.frb.org

To: Hsu, Michael; Sarah.Dahlgren@ny.frb.org
Subject: Re:
Mike, I should add that there is a listing of individual amounts without names that the company is hand-delivering to Bamey Frank
tomorrow. When that is in final fonn later today I can send it to you. .
------._._------------.-_.------
From: James Hennessy
Sent: 03/16/2009 02:43 PM EDT
To: "Michael Hsu" <MichaeI.Hsu@do.treas.gov>; Sarah Dahlgren
Subject: Re:
No. We don't have the names. There is a breakdown by location which we can dig up and send you.
Apart from general privacy considerations, you should know that there are blogs, etc., that are urging retribution against FP employees
and the co~is becoming very concerned for their personal security. That's another reason why the names should not be
publicized.1IIlIVtI is negotiating with Cuomo over all this.
From: MichaeLHsu
Sent: 03/l6/2009 02:35 PM AST
To: Sarah Dahlgren; James Hennessy
Can you send us the names of the individuals (and IDeations) getting the retention payments?
Thanks.
T00027I
Mcnulty. Amy
Sent: Monday, March 16, 20092:43 PM
To: Hsu, Michael; Sarah.Dahlgren@ny.frb.org
SUbject: Re:
No. We don't have the names. There is a breakdown by location which we can dig up and send you.
Apart from general privacy considerations, you should know that there are blogs, etc., that are urging retribution against FP employees
and ihecol~s becoming very concerned for their personal security. That's another reason why the names should not be
publicized._is negotiating with Cuomo over all this. .
From: MichaeI.Hsu
Sent: 03/16/2009 02:35 PM AST
To: Sarah Dahlgren; James HeMessy
Can you send us the names of the individuals (and locations) getting the retention payments?
Thanks.
T000272
Mcnulty. Amy
From: James. Hennessy@nyJrb.org
Sent: Friday, March 13,2009 1:53 PM
To: Alprecht, Stephen
Subject: Re:
Perfect thanks
Fro",: Stephen.Albrecht
Sent: 03/13/200901 :50 PM AST
To:·James.. Hennessy
Subject: RE:
(b) (5)
-----~---------------..,,-_ ---------~ ..
From: James.Hennessy@ny.frb.org [mailto:James.HehnessY@ny.ftb.drg]
Sent: Friday, March 13, 2009 1:44 PM
To:Albfecht, Stephen
SUbjeCt: Re:
(b) (5)
From: Stephen.Albrecht
Sent: 03/1312009 01 :30 PM AST
To: James Hennessy
Subject: Re:
(b) (5)
---_. __.._-
Sent: Fti Mar 13!1:30:35 2009
Subject:
(b) (5)
T000273
Mcnulty. Amy
Sent: Friday, March 13, 20091:51 PM
To: 'James,Hennessy@ny.frb.org'
Subject: RE:
(b) (5)
From: James.Hennessy@ny.frb.org [mailto:James.Hennessy@ny.frb.org]

Subject: Re:
(b) (5)
Sent: 03/13/2009 01:30 PM AST
To: James Hennessy
Subject: Re:
(b) (5)
Sent: Frl Mar 13 11:30:35 2009
Subject:
(b) (5) ,
T000274
Mcnulty. Amy
Subject: Re:
(b) (5)
Sent: 03113/2009 01:30 PM AST
To: James Hennessy
Snbjee!: Re:
(b) (5)
To: 'Albrecht, Stephen
Sent: Frl Mar 13 11:30:352009
Subject:
(b) (5)
T000275
Mcnulty. Amy

Sent: Friday, March 13,20091:31 PM
To: 'James.Hennessy@ny.frb.org'
Subject: Re:
(b) (5)
Sent: Fri Mar 13 11:30:352009
Subject:
(b) (5)
T000276
Mcnulty. Amy
Sent: Friday, March 13, 200911:31 AM
(b) (5)
T000277
Mcnulty. Amy
Sent: Friday, March 13, 2009 10:00 AM
Subject: Re:
(b) (5)
Original Message -----

Sent: 03/13/2009 09:55 AM AST
To: James Hennessy
Subject: RE:
-----original Message-----
From: James.Hennessy@ny.frb.org [mailto:James.Hennessy@ny.frb.org]
Subject:
(b) (5)
T000278
Mcnulty, Amy
To: 'James.Hennessy@ny.frb.org'
Subject: RE:
-----Original Messag~-----
From: 'James.Hennessy@ny.frb.org [mailto:James.Hennessy@ny.frb.org]
Subject:
. (b) (5)
T000279
Mcnulty. Amy
From: Morse, Duane
Sent: Monday, March 02, 2009 10:39 AM
To: Wolftelch, Paul; Ferlazzo, 'Ronald
Subject: RE: U.S. Treasury and Federal Reserve Board Announce Participation in AIG Restructuring
Plan
(b) (5)
Duane D. Morse
ChiefCounsel - Office of Fillalleial Stability
Department of the Treasury
202-622-1192
Duane.Morse@do.treas.gov
From: Wolfteich, Paul

To: Morse, Duane; Ferlazzo, Ronald
SUbject: FW: U.S. Treasury and Federal Reserve Board Announce Participation In AIG Restructuring Plan
(b) (5)
Paul
From: Barofsky, Neil

To: Wolfteich, Paul
ee: Puvalowski, Kevin
SUbject: FW: U.S. Treasury and Federal Reserve Board Announce Participation in AIG Restructuring Plan
(b) (5)
From: U.S. Department of the Treasury [mailto:subscriptions@subscriptions.treas.govj

To: neil.barofsky@gmail.com
SUbject: U.S. Treasury and Federal Reserve Board Announce Participation in AIG Restructuring Plan
U,S. Treasury and Federal ReselVe Board Announce Participation in AIG Restructuring Plan
To view or print the PDF content on this page, download /he free Adobe® Acrobat® Readet®.
March 2, 2009
tg44
U.S. Treasury and Federal Reserve Board Announce Participation in AIG Restructuring Plan
Washington, DC - The U.S. Treasury Department and lhe Federal Reserve Board today announced a restructuring of the
government's assistance to AIG in order to stabilize this systemically important company in a manner that best protects the US
T000280
taxpayer. Specifically, the government's restructuring is designed to enhance the company's capital and liquidity in order to faci litate
the orderly completion of the company's global divestiture program.
The company continues 10 face significant challenges, driven by Ihe rapid deterioration in certain financial markets In the last Iwo
monlhs of the year and continued lurbulence in Ihe markels generally. The additional resources will help slabilize the company, and in
doing 'so help to stabilize the financial system.
As significantly, the restructuring components of the government's assistance begin to separate the major non~core businesses of AIG,
. as well as strengthen the company's finances. The long-Ierm solution for Ihe company, ils cuslomers, Ihe U.S.laxpayer, and the
financial system is the orderly restructuring and refocusing of the firm. This wllt take time and ppssibly further government support, if
markets do not stabilize and iinprove.~
"i,'eR !he syste"'iG risk AIG sORti"«es to ~ose aAd !he fragmty of ",a",els leclay, the ~oteAtial GOS! to the eGene",," aAd the taxpayer of
go-:eFnmeAt inastion wOHI~ l3e e)ctr:emely hi§FI- AIG I3Fo'lides Ins1:lFaRse J3Foteetion ta more tAaFl100,OQO entitles, inslClaiR§" small
Iousinesses, ",uAisl~alilies, 4G1 (k)-plans, aAd Fortune eGG Go",~aAIes '.'.'ho 10gelhe<-em~ley ever 1GG ",illien A",e,IGaAs. AIG has 0_
aG mUlieR l3e1icyAelaers in tAO U.S, ane is a majsF ssl:lfGe-Of fCtiremcnt insuFOAso fer, OmeA§" others, lenORaH;' ane nGR--f*9Ht
oFganlzrnlsns. The sElmpoAY also is a signlHsant e8untoFp'8!W fa a RYmber of majer financial institutions.
AIG o~e"'les IA eve' 13G eeunlries ,,41h ever 4GG regulale,s aA~ Ihe eo",~aAY aA~ lis ,egulated aAd u",egulaled subsiGiartes-are
subject te veri aiffeFent rosolutien frame¥,'efks eGress their braaGl an(:/ diverse Q~ ORations vAtReYf- an everarching r~n
mechaAls"'. WilhiA Ihe e~tioAs availa.le, Ihe ,estRlelu'ing ~laA ofte's a ",«IU ~art a~~fOaGh wl1I6l1lortAgs fu,wa,d Ihe «Iti",ate
,esolulioA efthe .0m"aAl" has reseived s.~"ert from key slal,eholders aR~ the rating ageAGies, aAd ~",\';ses !he best ~essib'e
13Feteetion for to)!payeFs in cennestisA 'Nith this eemmltmcAt af reSS1:lFSCS.
:rhe sle~s anAe«noed-toSay ~rovide laAgilole evideAGe of Ihe U.". §GVefRffieAfs .efA",it",eAllo the er<Jerly restructuriAg ef AIG"""",
time in tRc face of Gorninl:liA§l market Elislscatiens anE! eGone~lic deterieFatieA. Orderly rostrl:lct1:lfln9 is essential tel /\IG's repayment sf
the slotf3pert it l:1as FCceivee from U.s. tanflayers ana ts preserving flnaneial stability. The U,g. gevcmment is eOFAFRitteEi ta GQAtinl::lffig-tG
wsrk with AIG t9 maiffiaiR-ils ability fa meet-its el3li§latiaRs as they safflo El1::l0.
~l3lis O\VAeFsl:lip af HRende! lnBlitbltiaAS4s-AGt-a-polisy gaal SR,"" fa the CHieF'll [3l:1blie..ewncFShip is aR 81:;ltseme
Gf-+reasfifj' aaRGAS, as it Aas eectl 'Nith lUG, it wUl '/lark te replaGc gaveFRmeflt reSS!:lFGOS with tRess ft:effi f.l:te prl'Jate sester ts Sfeate a
meFe fesl::Ises, festfbistl::IfcEl BREI viaele easAGmiG entit~f as FapMly as FlGssil3le. TAle r8strl::lGturing is aiFfleEf at aaseleFating this flFSSCSS.
Key sle~s of the ,esl,uct",IAg ~laA IAoJu<ie;
+flo u.e. TFcas\:;JF)' vAil o::sf:laAgo its O)<istiFlf3 $40 blllicm sUFRl::Ilative I3crflet6lal j3FCferfcd shares fer Flew fJFeFerrea chafes 'AlitI':! revised
te,,,,s IAat ",e,e Glosely ,ese",lole eafA",eA e~uily aAd I~us I",~,ove the ~ualily of AIG's e~uity aAS its flnanGlalleverage. :r~e new
le,,,,s will ~fOvise fur-AGA su",ulallve ElMdeA<ls and Ii",it AIG's ability 10 redeo", Ihe ~refe,reEl sloGk e"Gept ,.,4Ih Ihe ~roeeeds frenHhe
_ G e ef e~uily Ga~ilal.
e~Yity Capital CefAmltmerlt
The :rreasuFY Oepart",eR! will-Greale a new e~uily Ga~llal faGility, wAish allow5 AIG 10 draw ~ewA u~ to $3G Ioillion as neeEled eve' li",e
~aj:'j!jJe "R:lF RBA sl::lFA6Ilati'Jc l3FE!feFrea stosl< to tAo U g Treasl::IT)'. TAts-faeility 'Nill furtAer B1Fo-Rgthcn f\!G's s3fJitalleve!s and
impF8ve its IcveFage-:-
Federal Rose,,'e RovelviAg C,odit F-aGility-
The-F-eSeral Reserve will take severa~te-the $6G billien Revelving CreElil FaGilily fu' AI" establish eEl loy IAe Fe~eral
ReseRie Bank of New-Yerk-(-N€w Yerk Fed) iA ""1*0"'100', 2GGg, Ie further the gaals ElesGriloed abeve.,
~ C'e~it Fasilily -Nill be redueed in e.ehange-fer ~,efurres inleresl&4n-w,'o s~esial ~u,~ese-vehl<;/es e,eateElle holS-<>!k>f
Ihe-oolstaR<ling GO",,,,eA sleek ef AmerieaA Lifu l_r-aRee Ce",~aAY (AliCOj aA<!-AfRe,iean Internalienal ,~ssuranee Co",~any 1IE1.
0".1/\), twa lifu ins«fOAGe helding GO",~aRY s«losiGlaries efAIG. AIG ,'All retain eeAlrel efAlICO a~_e-N-.¥e'kFeEl ,,,,Ii
ha"e eertain go"ernaAGe rights jg ~fOleGI ils iAleresls. :r~e valualieA-fer-!lle Hew Yerk Fe~'s ~refurreEl-s!9Gk-1nler€Sls, whlGh ",ay Ioe u~
10 a~pr",d"'alely $2. Ioillion. will be a ~ereeAtage efthe fai' ",arka"""l.e of ALICO anEl AlA .aseEl en vallJatieRs aGGeI'taloie to Ihe New
Yerl, FeEl.
Seout#/zatfeR sf ["lie lRSf:Jt=aRSe Gash ,c,'fJvvs
T000281
TAe New y"Fk Fea is ..IlAoFi;,ea Ie "'ake Ae'll leaAs "AaeF sestieA 1J(3)-<>I-lAe-FeaeFal ReseFYe-ABl-of"p to aA a~~Fe~ate ame"_
appFo><imately $8,_ eillieA te spesial p"FpeSe veAIsles (SPVs) estaelisAea By ae",estis life iAS"FaASe s"bslalaries of-A1G. TAe SPVs
""o"la repay tAe 10aAs !Fe", tAe Aet sasA flows tAey Feseive from aesi~Aatea blosks of e),istiA~ life iRS"FaASe poli~y tAe ~aFeAt
~se so",paAies. TAe p,oseeas eI tAe ~lew Yorl' Fea 10aAs wo"la pay aO'lln eA eQ"ivaleAt a",e"At of e_aAaiR!J-<le9t "AaeF tAe
Rev<>lviAg GFeeit Fasmt}'. TAe a",e"AtsleRt, tAe s;;,e oftAe AaiFS"ts tal,eA ey tAe NewYerk Fea, aA<HIlIlef.teFms oftAe leaAs would-l>e
4etenninea ease a eA ..",I"atioAs asseptaele to tAe New YeFI, Fea.
ResbsWRAfj of Oilier Terms
Nte, tAe traAsaslieAs aessFieea aeove, tAe tetal amO"At availaele "Aolef..tAe.F-aemt}' will be ,ea"sea lrel1M$@O eillieA to Ae less tAaR $2_
billieA. IA aaaitioA, tAe IAterest rate eR tAe Fasmt}', wRisA is tA,ee meAtA lIBOR pl"s JOO basis peiAts, will ee ",oamea By remeviA~ tAe
""istiA~ floo' (3._ pe,seAt) OA tAe bl!lOR ,ate. TAe Fasmly will sOAtiA"e Ie be ses"rea ey a lieA OA a s"estaRtial pertioA-ef.A1G's
as~he-lJ"siAeS"eS AIG plan" 10 retaiA. The other male,;al te,,,," of IAe Fasility FemaiA "AshaA§ea~
As reQ~irea ey tAe sreait-a~;ee",eAt ~ove~evol\'iAg G,eait Fasility, AIG Ras a~,eea to iss"e OR MaFsA 4, 2009, shares of
""A'Jertibie p,efeFre<l-stesk ,ep,eseAtIAg -aA-app,o)(i"'alely 77.9% equity-iAte,est iA AIG to aA iAaepeAaent t,"st fu' tAe sale eeAem ef tAe
UAiteEf States TreasbiPj.
AlG-ffiust ee iR 6sfflJ'!liaAse 'NitA the m~Gytive GSffipoAs3tioo-and cerp8mte gsvomoflSC FequircmcAts sf geGtiOA 111 of fr-le EmergcAsy
Eo.cRamls Stabiliz:atiaA AGt l iAGII;/~iAg the most strinEiont limitatiens SA ex€Gl::ffive sempcAsatlofl as rOEJuireEi HAser tRo Rowest
_a",eAts to the E"'er§eAay EsoAo",is Stabilizatioe As!. AaallioAally, AIG m "st GeAliA"e to ",aiAtaie aAa eAfu,se Aewly aao~tea
restrletioRs flU! in f3lase ey tAo ROW maA8ijOFROAt sA sOFf:1er:ate mq;lCRses 8R€lleseyin§ as well as carl3erate §jevernanec rCE'jtllrcmeAts.
REPORTS
• AIG TOFfFl ~H=teet

-
TRis e maill:lf3sate was §lonerateel otltomatisally based en your suesGrij3tisn prefercnses. game l.:ndletins may beJeng to more tRafHffie
Ie""""'S<JIljA~ iA a"plisale messa~es.
Yaw GaR sf:laAge YS\;:lF Sl:l13SGFif3tions, passy.'ord aF e r:na»-aeElress, or I:lAsu13seriee at aAy time fram y€/ur Subst':'irUmr Preferonscs
~ !::ISlA€! yeur email eElGrass ta IG§-iFh
MF qblostlsA&-eF problems with-trns su13seFifltion serviss. email 5I:JppoFt@G!QvelelivclY.Goffi.
TAis se"'ise is woviaea to yelf-al-RG-£harge by the U.s. DeGartmeAt of tAe Treas",,!,.
T000282
Mcnulty. Amy
SUbJect: .FW: U.S. Treasury and Federal Reserve Board Announce Participation in AIG Restructuring
Plan

To: Wolftelch, Paul
Cc: Puvalowski, Kevin
Subject: RE: U.S. Treasury and Federal Reserve Board Announce ParticIpation in AIG Restructuring Plan
(b) (5)

To: Barofsky, Neil
Cc: Puvalowski, KevIn .
Subject: RE: U.S. Treasury and Federal Reserve Board Announce Participation In AIG Restructuring Plan
(b) (5)

To: Wolftelch, Paul
Ce: puvalowski, KevIn
Subject: FW: U.S. Treasury and Federal Reserve Board Announce Particlpation in AIG Restructuring Plan
(b) (5)
From: U.S. Department of the Treasury [mailto:subscrlptions@subscriptions.treas.gov]

SUbject: U.S. Treasury and Federal Reserve Board Announce Participation in AIG Restructuring Plan
U,S. Treasury and Federal Reserve Board Announce Participation In AIG Restructuring Plan
To view or print the PDF content on this page, download the free Adobe® Acrobat® Reader®.
March 2, 2009
\g44
T000283
Washington, DC - The U,S, Treasury Department and the Federal Reserve Board today announced a restructuring of the
government's assistance to AIG in order to stabilize this systemically Important company In a manner that best protects the US
taxpayer. Specifically, the government's restructuring is designed to enhance the company's capital and iiquldlty in order to faci litate
the orderly completion of the company's global divestiture program,
The company continues to face significant challenges, driven by the rapid deterioration In certain financial markets In the last two
months of the year and continued turbulence In the markets generally, The additional resources will help stabilize the company, and In
doing so help to stabilize the financial system.
As significantly, the restructuring components of the government's assistance begin to separate the major non-core businesses of AIG,
as well as strengthen the company's finances, The long-term solution for the company, Its customers, the U,S, taxpayer, and the
financial system is the orderly restructuring and refocusing of the firm. This will take time and possibly further government support, if
markets do not stabilize and'improve.-
GiveR the systemis Fisl, AIG seAtlA"eS te pose aAa the tra~lIity ef ",a,kels teaay, Ihe peteAllal sest te the eGeAe",y aAa tRe lallpayeHlf
~eFR",eAt IAaslieR we"la "e Oldremely RI~~-j'>FG\Iide&lns"raASe preteGlien Ie mere tRaA 199,999 eAtilies, Inel"aIA~ small
""SlAeSSes, m"AlGij>a1itles, 491 (kJ plans, aAd Fert"ne 099 sempaAles woo
tegelher empley ever 190 millieA A",erisaAs, AIG Ras ever
~ n pellsyl:'lelaofS in the U.S, aAEl is a majer SGf;lFSO af retiFCment iASlMaASO fer, amoRg etl:lcro, teasl:lers ane nOR profit
eF€loniz:atioRS. TAe SSIT1p'an)' else is a Si§AiH6af1t-{;elIRteFf.lart)'~mber sf major tiAansiaJ institl;JtioA&
AJ.G--epCFates iA ever 139 Gountf-ies '.vitA ever 400 r:cgl:Jlaters aA4#le sSRlf,laAy-and its FC§1:I1atee ans unfegl::llateG subsieiarics are
sHsjeGt te very different reselutiQA fratfloworks aGress tf:1oir Iarend aRa efiverse e!3 omOOAs-witMHt-afHWefarchiA€I resEllutieA
",eshaAism, 'PAIRiR the epllaAs availaWe, IRa reslf"sMiAg plaA effers a m"lti pafl-aWreaGR whisR "r~rwar<l-tRe-Wtimate
,eselyliaA of tRe .ampany, Ras reseiveEl s"ppart frem key slakeh_d-tRe raliAg ageAsle&;-afl4-j;>ravides tRe-beel-pessil>le
~en fer taxpaycm iR e8ARestleR 'A~tJ:! iRis commitmoAt af FeSOloJrGef;-.,
TAO StOfl6 aAflGt:trtsoS teEiay-pro\fiEle wAg-iaie eviEfcAso sft~e U.g. €IElVOrAffieRtts s8mmitmoAt 19 the eF€lerly-restNGtl:lFiAg sf /\10 e....er
time iA tAo fase ef ssniiAUin!i! marl~e:t GJislsoatisAs aRa oGfffi()FAie GJeteFiSFatieR. OreORy rostFUGwriAg is essential 1e AIGts repaymoAt sf
IRe 6Yppart il has reseived from u,s. la,,,,aye,,, aAEI t"i'~nsiaI6ta"ility, TRe U,S, gevemment-is-<aemnli~lng-W
'NOrk'NitA AIG ta malRm/n its aGility to moet its esligatisRs as tAoy Geme 61;;10.
Treasl:lry Ras stateel tRat 13ul3lie swnorsRip sf fiRaRsia! iRstittitions is Ret a I3Qlisy €leal aRa, te the eX'tent l3ul3lic GwnersAip is an autGeme
of Treasury actioRs, as it has seeft with A!G,it will werl( te replace geveFflmCRt rOSOHrSQS with those ffem the ~ri'.<ate sester te Groate a
more festlseEl, restruGtl,Jree and v.ia~RomiB entity as ra13idly as pessible. This restn::lGtl::lring is aimed at aeBeleratirt@ this [3FGeess.
Key steps ef Ihe reslrust"ring-pian iASI"de;
~1~~iefl..Gu_tive ~erpel"al preferred shares fe, Aew preferrea sRar<Js-'NiU, revised

lerms t~al me'e slasely resemble sommoA eqYlly aAd tR"S improve the qyalily ef 1\1~ls4ffiansialleverage,The AeVi
terms 'Nill previde far ROA GI:lFAtllative diviEloR€lS SAd limit AIG's aGility te re€lccm the flFeferree stSBle except WitA the pFGGeeGs-ffeffi-tM
lsswanse sf eqwity sapital.
EqYily Capital CommitmeAt
TAe Treas",,' [)e~artmeAt",ill sreale a Aev" eq"ily sapilal fasilil)', wh' needeEl ever time
iR clteFiange-fef..neR sl:lffiulati'le i9t:eferred steel< te the U.S, Treasl:lry, Tl1is laBility-Will wither s1rengtAeR AlGie Gapital!o\lcls aRs
imprs'Ic its lcvcrnijc.
TAe Feaeral Reserve will take several astieAs relaliAg te Ihe $60 billien RevGlvlAg Credit Fasilily fur AIG esla"lisReEl
Res<m'e BaAk of New Yarl< (New YeFk-F-ea) iA Seplember, 2098, to furtRer IRe ~eals dessrl"ed a"eve,
"y tRe Fedo,al
RepaymeFit 9j' PFiJfcFFeG SteG-/( .'Ater:ests
-+Re-RevGlviA~ Credil-FaGilily will be reEl"sed iA e"shaAge fer prefurFed iAleresls IA Iwe spesial pYrj>ese ,:eRisles oFeated te hold all al
tAO Q\;:ltstaf*iirtg Gemmon stsGk of American Life lflSt:!ransc Cemflany-(l\L!CO) aRs AmeriGO" IFltcmatieRal ASSl:lraAGe-Gemf}8:ny-.bt4-
(AlA), twe life insuranse held~r1es-ef-AIG,-A.illretaiA saAlwlofAbiCO aAEI AMI, tRe"~R IRe New YOM' Fed will
Ra...e serlaiR-geVer-flaASe ri~Rts te prelest ils inleresls, The ",a'"alioA IGr the Mew York Fed's preferred steek iAlerests, wRisR may be yp
Ie approl<imalely $26 "illion, will be a perseAlage 01 IRe fair ",a,kat val"e of AbiCO aAd AlA "ased OA "al"alieAs assepta"le to I R _
Yer!< Fee,
T000284
The New Yo,k Fea Is aulI;orizea to mal'e ReW-JaaFl&UAae, seetloA 13(3) ef the f'efleffiJ-ReseFVe I\Gt 01 u~ to aA aggFesate am<>llRt-<>f
a~p'o,fimately$8 .• BiliioA to speslal pUFf'ose 'Jehlsles (8P'Js) estaBlishea By aemestis life IA""FaAOe sUBslaia,Ies oU\IG. The 8P-Vs
-wa Fe~ay the loaAs !fem lI;e Aet sash flows they Feoel"e from aeslgAatea Biasi.. 01 e"IstiAS life IAsu,aAse polioles hela By th"'J*'l"'Rl
iASUFaASe sompaAIes. The ~",seeas el lI;e New Ye,k Fea leaAS weula pay aewA aA e~uI"aleAt affiouAt el oatstaAalAg aeBt uAaeF-the
ReWilvlAg G,eall f'asililj<, The amouAls lem, lI;e size ofthe hai",uls lal,eR by the New Yo,\< Fea, aRa oll;eFle,ms 01 the lo~
aeld"",IRea aasea OR "aluatleAs asseptaale to the New-¥eF!<-F-e4
-Reslfustwmfl of Other T _
-Afte' the tmRsaslioRs aessriaea aBove, lI;e total amoum a"allaale uAaertfle Fasillty willge-feausea I",m $60 BiIIi911-te·RG·less-th~
BlllieR. fA aaaltioR, the jAte,est Fate OA lhe FasiNty, 'tAlloh Is th_OAlh U80R ~Ius 300 aasls POlAr", '11m ao ",oalfle. 9)' """,,,,fiRS the
_ ~ (3.• ~e,seRt) OR the UilOR 'ate. The F-eeilit)' will sORtiR"e to Be seG"rea By a lieA OA a sUBstaRtlal ~OrtIOR 01 AIG's
assefs,iAslHGfing the I;n:lsit:1osses AlG plans t8 r.etam. Tl:le etl:tor material tOFFflS sf tho FaGility remain ttAGA3nged.
As ",,~"iFea By Ihe s,eail agreemom f/O'IerRIAS the Revol\'IRS C,eait Faoilily, ,~IG has asreea to issue OR Marsh 1, 2009, sha,es of
_ i 9 l e pmle""a sl06k ",,~reseAtiAS aR a~prOlrimately 77.9% e~"ily Imerest IR AIG to aFl-ifl<lOj>OAe_sl fe, lhe SG1e-lleflefll ollhe
Uniteei States Treasl:1FY.
/\IG ffiblst be in eempliaRso with fRO e'{OsHtwo eemf)onsatieR-ane eerperat€-ilovom3AGO reqUirements at 8eetion 111 of..fue....E~y
esenomis Staeilizatien AGt. lnslHdlng tAo mast strlngont timitatiens en OlEOGtltivo sEiffiJ3ons8tioR as requifeEJ unser tRo newest
amcAElments 10 tRe I;merijCAGY esoRornis Staeilia3tien./\Gt. /\Elelitienally,I\IG m ust SElRtlnue fa maintaiFt-af'td.-emorso newly aElspteG
resfrictlens 131::1t in ~laGe by tRe new management en serpQrate mEpenses ans loebying as ''''!Btl as GOFf}efate gavomance roqbliroFACRfs.
REPORTS
o--AIG Te,m Sheel
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T000285
Mcnulty. Amy
From: Wolfteich. Paul
Sent: Monday. March 02, 2009 10:32 AM
Subject: FW: U.S. Treasury and Federal Reserve Board Announce Participation in AIG Restructuring
Plan
(b) (5)
Paul
From: Barofsky, Nell

To: Wolfteich, Paul
Cc: Puvalowski, Kevin
Subject: FW: U.S. Treasury and Federal Reserve Board Announce Participation in AIG Restructuring Plan
(b) (5)
From: U.S. Department of the Treasury [mailto:subscriptions@subscriptions.treas.gov]

Subject: U.S. Treasury and Federal Reserve Board Announce Participation in AIG Restructuring Plan
u.s. Treasury and Federal ReselVe Board Announce Particioation in AIG Restructuring.Plan
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March 2, 2009
tg44
U.S. Treasury ahd Federal Reserve Board Announce Participation in AIG Restructuring Plan
Washington, DC - The U.S. Treasury Department and the Federal Reserve Board loday announced a restructuring of the
government's assistance to AIG in order to stabilize this systemically important company in a manner that best protects the US
taxpayer. Specifically, the government's restructuring is designed to enhance the company's capital and liqUidity in order to faci litate
the orderly completion olthe company's global divestiture program.
The company continues to face significant challenges, driven by the rapid deterioration in certain financial markets in the last two
months of the year and continued turbulence in the markets generally. The additional resources will heip stabilize the company, and in
doing so help to stabilize the finanCial system.
As significantly, the restructuring components of the government's assistance begin to separate the major non-core businesses of AIG,
as well as strengthen the company's finances. The long-term solution for the company, its customers, the U.S. taxpayer, and the
financial system is the orderly r~structuring and ·refocusing of the firm: This will take time and possibly further government support, if
markets do not stabilize and improve,-
Given tAe syslemiG risl( AIG oeRtiRues te ~ese aRd IAe ffagilily of markels teaay, tAa ~eteRlial Gest to tAe eGOAomy aAa IAe I",(~ayer of
govefRmeAI iAaelieA weula be elClre",ely AigA. AIG ~re,..iaes-iAsuraAGe ~retectioR to "'era tAaA 199,999 eAtitieG, iAGluaiAg small
~es. 491(k) ~laAG. aAa Fert"Aa a99 Gom~aAies.wAo togetAer a"'~loy ever 190 "'iilieA-Affleri<;aHs. Ale;; Aas eve,
T000286
W-milllo~ poHsy~olae", IA I~e U.S. a~a Is a major """Fee of rstlremeAt IAsuraAse fer, amoAg ol~er~a-flOA pre.1
orgaAllalloAs. T~e sompaAy also la a algRiflGaA1 SO"Ale'l'aRY to a Aum;;er of major fiRa_IAstitutioAa.
AIG operates IA o...er 1aG souAIRes wilA over 1G(I regulalora aA~mpanl' and Its regulated and ""regulated au;;sldiaries are
s";;Jest 10 '''')' aifferenl resolution lreR1ewoFka as",aa I~eir ;;roaa ana aiverae op eretlons-wilAout aA oV€rare~iAg rea.luti""
R1eGAaAism. VlJitlllA I~e optioAaa'laila;;le, l~e reslruet"RA!Ji'lan-offera a mu"1 paR appreaG~ w~IG~ ;;RAga fePNar<i I~e ultimate
reaolution of t~e aeR1paAy, ~as reoelvea auppoR lreR1 key atal,e~oldera and I~e rating aaenoles, ana pro'Jiae. I~e ;;eslfGssibte
preteGtioA fer taxpayers in eotmestleA wlth-tJ:lis...eemlflitmont of roseufGe€r.
TAe alepa aAAouAaea loaay previae laAal;;le ovideAoe oft~e U.S. ao','eR1R1eAI'. sommltR1eAt to tile oraeFly reslwet",IAa of AIC ever
time in the fase sf eORtiAt.tiA§ fRaFl'\ot aislseations CAS esonemie acteFieratisA, Of8crly rostFYsh::!lin§ is essential te AIG's r013aymont of
l~e auppoR il ~a. reseived froAl U.S. laxpaye", aAa 10 preservlAa fiAaAsi_;;ility. T~e Cl.S. aOYe,"R1eAI Is eOR1R1i"ed 10 eeAliAuiAa 10
~lh AIG to maintain its ability to meet its oeligassns as #ley Gome GLJO,
Treasury Aaa slated IAal pubHe oWAe",~iJ>"Minaooial inatiMioAa la Aot-a poHey aoal aAd, 10 I~e ",aeAt publis o\'lHera~ip la aA oulSOR1e
efTreas~FY emiGRE, as it !:'tae I:leol=l 'NitR-AlG,it-wikork te repJaGeil0IlCrAlflcRt resQufOOS-Wlt.f:HRGse from tl:le pFivola seeter to Gfeate-a
more feGI:IseEf, rcstmstl:l:foEf and viaele-esenomic entity as Fal3idly as possible. This-Festr-YGturlA\3 is aimee-at aGGeleF3ti~
Ke~-eslR;el<;fjA§-lliafHn_
TAe U.S. Tr-eas",y ",iii alCsAange its .,"aling $4Q ;;llIioA sUR1"lalive pe,pel>Jal preferrea SAaFeS feF-fle'A' prefeffed sAares wilA revise€!
!effrIS-l!lal R1am sioaely reaeR1b1e sommOA e~"lly aAa I~us I,"preve I~e ~ualily af AIG's e~"lty aAa its-firlaTlGialleveraga. T~e Aew
terms will i'3revlefe fer ReA Gl4fF1tllative EfiviElol'ufs ana limit AlG's 8I3lli!)' 19 redeem the prefer-reEl stsek mcsept With the f3F8ece6ls-fr-em-tf:le
.iaauanse ef e~uIlY sapltal.
E~ulty Capital CemmilR1ent
TAe Treaau')' DepaFtR1enl wiil sreate a new-et'l"lty sapltal !aGility, wAlsA allswa p.jC 10 araw aOWA up 10 $aQ blllien-a&!leedea eve, lime
in exsfml'1ge fer neR GUfRbtlalive f)referrea staskte the V.e, Treasl:IFY. This faeility wilUuftRel: strengthen AIO's eapitallevels aRe
fffipFeve its levcr:agc.
Feae,at Rese,," Rev<>lviRg-Credlt Fasility
T~eFederal Resewe wili lal,e s""eral aslloAs relating la I~e $6(1 bililen Re'_'olvlng Creait Fasility fe, AIG-eslalJlis~ed by I~e Federal
Reae,Ye BaAl< ef New Yorl< (~lew York Fed) in SepleR1"er, 2QQ8, 10 luRAe, I~e asals dessribed a;;ove.
Repayment Gy PreferrorJ stes.~ "'teresls
-TA-e-Revel'JIAa C,ealt FaGiIily-wiil ;;e ,ed"sed-ln exs~anae fe, pr-e!efFe,J.1Alereets iA IWO spesial purpose veAlsles sreated 10 ~old all of
tRo sbitstandiRg semman-stock ef AmerisaR bife-lnwFaflGC Cemf'any..(AldGO) ana American IntematieRal-AsswaAGC Cempa~
(AJAJ,-!W<Hlfe Ins"ranee-l1<>1<lifl!l-G9R1pany subalaia"es ef/lIG. /lIG will ,elain seAtrel ofAbIGG-ana /lIA, l~eBg~ IAe Ne",-Yo,k Fed wilt
~ave sell-ein-geve,"aAse rlgAls Ie pmlest lis Inte,esl&.-T!1e valuatloA fer I~e New--¥efk..Fed's prefeFfea slasl, 1_s,-wAiffi..rnay ;;e up
ta-awr~lah, will ;;e a pemenlage -ef.tAe fal, R1a,I<et value of AbiCO ana AlA baaed on "al"alions aoeeplable-te-tl1e-N-ew
¥<>rk Fed. .
-TAe-New Yo," Fed is aulAe,ileal<> R1ake Aew laana uAaer sestiaA 1a(3) ef IAe Feaerffi-Rese,Ye Aet ef up 10 an aggregate aR10unl of
app,ol<imalely $8.a billion te speslal purpose veAlslea (SPVs) eslablla~ea by aOR1eslle-Jjfe Ins"'anse su;;slala,lea ef /lIC. The SPVS
would repay Ih-e-Ieans lreR1 I~e Ael sas~ flows I~ey reseive frOR1 desigAated ;;Ieel", of exleling lile IAa"FaASe polieies-llela ;;y tile pareR!
In.",aASe sOR1paAies. TAe p,oseeEla of t~e New Yo", FealoaAs wo"ld pay deWA aA eGuivaleAt aR1auAt of o " l _ g ae;;1 "Aaer I~e
Re;..alvlng Creail-Fasility. T~e aR1aBnta leAl, tile size of IAe ~aim"ls lal,eA by tile New Yorl< Fed, aAd at~e, te'R1S ef I~e loans wo"ld be
aeterR1lnaa baaed OA val"ations assepla;;le 10 I~e New York I'-e4
..fI-esiF<JcturiRg ef Other TelmS
_ h e transaGlioAs dess,lbed above, lh-e-tefa1-am<>tJAt.availabie uAde, tile Fasili!)' will ;;e r-ea"sed fraR1 $S(I billloA Ie AO lesatllan-$2t\
I>iI1iefl,.-Jn adaitleA. IAe inleresl rate on I~e FaGilily;-wAls~ is t~ree-maAt~ L1SaR pl"s aGQ ~Ints, will be medlfied by ,eR1avifl!l-llw
e"lsling floor (a.a per_I) en I~e L180R r ale. TAe F.flGiIity-w11klentin"e Ie be aesure<l-!ly-a-li-en-<>A a a";;slaAliai pORleA ef AIC's
assets, iAOI"E1irlg-tl1e-busiAeaaea AIG plan. la relalA. TAe oIIler-flraterlalOffAS-<>!-the-F-asilily reR1aiA UAeRange4
T000287
!sS&aRSe efPretoFFef! StGsk
As-l'eqYirea ay the sreail agreemeAI gaVefAiAg the R,,,,,olviAg Creail Fasilily, AIG has agreea 10 issYe OA March 4, 2009,<;heres-ef
soAvertiille ~reterrea stask re~reseA.Ag aA a~~FG"i",alely 77,9% equily iAteresl IA AIG 10 eR iRae~eAaeAI IrU£l-lar-the sole aeRefi_
Ynitea States TreaSH!)"
AIG mu.I ae iR so",~liaRse with IRe e"esuti"e som~eR.atioA aAEI sor~oral&g(""eFAaASe require",eRI. of SestiGA 111 ofthe-E-mefg,,"GY
~G Stal3i1i:zatieA Ast, inslldc4iR§ tfle mast stringent limitations an eleesl:ttive s9mpeFlsatien as FeEj\:1il'eEll:fRSer thc newest
ameea",eAls to Ihe EmergeAsy "ooAo",ls SIaailiza.oA Act. AaailioAally, AIG '" usl soAtiAue ta ",aiAIaiA aRa eAterce Aewly Gelo~tea
restristiens pHt in plaee By tAc ROW manaf:)ement on sorporate m:peRscs and lee!;lyiRg-as well as sarperate gavcmanse rCE!lclirements,
###
REPORTS
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This .ervise is ~reviaed to you at AO sharge ay Ihe U.S. Deaart",eAI of Ihe Treasury,
T000288
Mcnulty, Amy
From: Office of Public Affairs [subscrtptlons@subscrlptlons.treas.gov]
To: DL FYI
Subject: U.S.-Treasury and Federal Reserve Board Announce Participation in AIG Restructuring Plan
u.s. TREASURY DEPARTMENT

OFFICE OF PUBLIC AFFAIRS
FOR IMMEDIATE RELEASE: March 2, 2009

CONTACT: Treasury Public Affairs (202) 622-2960
U.S. TREASURY AND FEDERAL RESERVE BOARD ANNOUNCE PARTICIPATION IN AIG
RESTRUCTURING PLAN
To view the Term Sheet, visit: http://www.(inancialstabilitv.gov
Washingtou, DC - The U.S. Treasury Department and the Federal Reserve Board today announced a
restructuring of the government's assistance to AlG in order to stabilize this systemically important company in
a manner that best protects the US taxpayer. Specifically, the govenuhent's restructuring is designed to enhance
the company's capital and liquidity in order to facilitate the orderly completion of the company's global
divestiture program.
The company continues to face significant challenges, driven by the rapid deterioration in certain financial
markets in the last two months of the 'year and continued turbulence in the markets generally. The additional
resources will help stabilize the company, and in doing so help to stabilize the financial system.
As significantly, the restructuring components of the government's assistance begin to separate the major non-
core businesses of AlG, as well as strengthen the company's finances. The long-term solution for the company,
its customers, the U.S. taxpayer, and the fmancial system is the orderly restructuring and refocusing ofthe finn.
This wi1l take time and possibly further government support, if markets do not stabilize and improve.
Given the systemic risk AIG continues to pose' and the fragility of markets today, the potential cost to the
economy and the taxpayer of government inaction would be extremely high. AlG provides insurance protection
to more than 100,000 entities, including small businesses, municipalities, 40l(k) plans, and Fortune 500
companies who together employ over 100 mi1lion Americans. AIG has over 30 million policyholders in the
U.S. and is a major source of retirement insurance for, among others, teachers and non-profit organizations.
The company also is a significant counterparty to a number of major financial institutions.
T000289
AIG operates in over 130 countries with over 400 regulators and the company and its regulated and unregulated
subsidiaries are subject to very different resolution frameworks across their broad and diverse operations
without an overarching resolution mechanism. Within the options available, the restructuring plan offers a
multi-part approach which brings forward the ultimate resolution· of the company, has received support from·
key stakeholders and the rating agencies, and provides the best possible protection for taxpayers in connection
with this commitment of resources.
The steps announced today provide tangible evidence of the U.S. government's commitment to the orderly
restructuring of AIG over time in the face of continuing market dislocations and economic deterioration.
Orderly restructuring is essential to AlG's repayment of the support it has received from U.S. taxpayers and to
preserving financial stability. The U.S. government is committed to continuing to work with AIG to maintain
its ability to meet its obligations as they come due.
Treasury has stated that public ownership of financial institutions is not a policy goal and, to the extent public
ownership is an outcome of Treasury actions, as it has been with AIG, it will work to replace government
resourceS with those from the private sector to create a more focused, restructured and viable economic entity as
rapidly as possible. This restructuring is aimed at accelerating this process. Key steps of the restructuring plan
include:
Preferred Equity
The U.S. Treasury will exchange its existing $40 billion cumulative perpetual preferred shares for new
preferred shares with revised terms that more closely resemble common equity and thus improve the quality of
AIG's equity and its financial leverage. The new terms will provide for non-cumulative dividends and limit
AIG's ability to redeem the preferred stock except with the proceeds from the issuance of equity capital.
Equity Capital Commitment
The Treasury Department will create a new equity capital facility, which allows AIG to draw down up to $30
billion as needed over time in exchange for non-cumulative prefelTed stock to the U.S. Treasury. This facility
will further strengthen AIG's capital levels and improve its leverage.
Federal Reserve Revolving Credit Facility
The Federal Reserve will take several actions relating to the $60 billion Revolving Credit Facility for AIG
established by the Federal Reserve Bank of New York (New York Fed) in September, 2008, to further the goals
described above.
Repayment by Preferred Stock Interests
The Revolving Credit Facility will be reduced in exchange for preferred interests in two special purpose
vehicles created to hold all of the outstanding common stock of American Life Insurance Company (ALICO)
and AmeriCan International Assurance Company Ltd. (AlA), two life insurance holding company subsidiaries
of AIG. AIG will retain control of ALICO and AlA, though the New York Fed wiJI have certain governance
rights to protect its interests. The valuation for the New York Fed's preferred stock interests, which may be up
to approximately $26 billion, will be a percentage ofthe fair market value of ALICO and AlA based on
valuations acceptable to the New York Fed.
Securitization ofLife Insurance Cash Flows
The New York Fed is authorized to make new loans under section 13(3) of the Federal Reserve Act of up to an
aggregate amount of approximately $8.5 billion to special purpose vehiCles (SPVs) established by domestiC life
insurance subsidiaries of AIG. The SPVs would repay the loans from the net cash flows they receive from
designated blocks of existing life insurance policies held by the parent insurance qompanies. The proceeds of
T000290
the New York Fed loans would pay down an equivalent amount of outstanding debt under the Revolving Credit
Facility. The amounts lent, the size of the haircuts taken by the New York Fed, and other tenus of the loans
would be determined based on valuations acceptable to the New York Fed.
Restructuring ofOther Terms
After the transactions described above, the total amount available under the Facility will be reduced from $60
billion to no less than $25 billion. In addition, the interest rate on the Facility, which is three-month LIBOR plus
300 basis points, will be modified by removing the existing floor (3.5 percent) on the LIBOR rate. The Facility
will continue to be secured by a lien on a substantial portion of AIG's assets, including the businesses AIG
plans to retain. The other material tenus of the Facility remain unchanged.
Issuance ofPreferred Stock
As required by the credit agreement governing the Revolving Credit Facility, AIG has agreed to issue on March
4,2009, shares of convertible preferred stock representing an approximately 77.9% equity interest in AIG to an
independent trust for the sole benefit of the United States Treasury.
AIG must be in compliance with the executive compensation and corporate governance requirements of Section
111 of the Emergency Economic Stabilization Act, including the most stringent limitations on executive
compensation as required under the newest amendments to the Emergency Economic Stabilization Act.
Additionally, AIG must continue to maintain and enforce newly adopted restrictions put in place by the new
management on corporate expenses and lobbying as well as corporate governance requirements.
###
T000291
Mcnulty, Amy
From: Office of Public Affairs [subscriptions@subscriptions.treas.gov]
Sent: Monday, March 02, 20096:00 AM
To: DL FYI
Subject: U.S.-Treasury and Federal Reserve Board Announce Participation in AIG Restructuring Plan
u.s. TREASURVDEPARTMENT
OFFICE OF PUBLIC AFFAIRS
FOR IMMEDIATE RELEASE: March 2, 2009

CONTACT: Treasury Public Affairs (202) 622-2960
. U.S. TREASURY AND FEDERAL RESERVE BOARD ANNOUNCE PARTICIPATION IN AIG
RESTRUCTURING PLAN
To view the Term Sheet, visit: http://www.financialstabilitv.gov
Washington, DC - The U.S. Treasury Department and the Federal Reserve Board today announced a
restructuring of the government's assistance to AlG in order to stabilize this systemically important company in
a manner that best protects the US taxpayer. Specifically, the government's restructuring is designed to enhance
the company's capital and liquidity in order to facilitate the orderly completion of the company's global
divestiture program.
The company continues to face significant challenges, driven by the rapid deterioration in certain financial
markets in the last two months of the year and continned turbulence in the markets generally. The additional
resources will help stabilize the company, and in doing so help to stabilize the financial system.
•
As significantly, the restructuring components of the government's assistance begin to separate the major non-
core businesses of AIG, as well as strengthen the company's fmances. The long-term solution for the company,
its customers, the U.S. taxpayer, and the financial system is the orderly restructming and refocusing of the firm.
This will take time and possibly further government support, if markets do not stabilize and improve.
Given the systemic risk AIG continues to pose and the fragility of markets today, the potential cost to the
economy and the taxpayer of government inaction would be extremely high. AIG provides insurance protection
to more than 100,000 entities, including small businesses, municipalities, 401(k) plans, and Fortune 500
companies who together employ over 100 million Americans. AlG has over 30 million policyholders in the
U.s. and is a major source of retirement insurance for, among others, teachers and non-profit organizations.
The company also is a significant counterparty to a number of major financial institutions.
T000292
AIG operates in over 130 countries with over 400 regulators and the company and its regulated and unregulated
subsidiaries are subject to very different resolution frameworks across their broad and diverse operations
without an overarching resolution mechanism. Within the options available, the restructuring plan offers a
multi-part approach which brings forward the ultimate resolution of the company, has received support from
key stakeholders and the rating agencies, and provides the best possible protection for taxpayers in connection
with this commitinent of resources.
The steps announced today provide tangible evidence of the U.S. governrnent's commitment to the orderly
restructuring of AIG over time in the face of continuing market dislocations and economic deterioration.
Orderly restructuring is essential to AIG's repayment of the support it has received from U.S. taxpayers and to
preserving financial stability. The U.s. government is committed to continuing to work with AIG to maintain
its ability to meet its obligations as they come due.
Treasury has stated that public ownership of financial institutions is not a policy goal and, to the extent public
ownership is an outcome of Treasury actions, as it has been withAIG, it will work to replace government
resources with those from the private sector to create a more focused, restructured and viable economic entity as
rapidly as possible. This restructuring is aimed at accelerating this process. Key steps of the restructuring plan
include:
Preferred Equity
The U.S. Treasury will exchange its existing $40 billion cumulative perpetual preferred shares for new
preferred shares with revised terms that more closely resemble common equity and thus improve the quality of
AIG's equity and its financial leverage. The new terms will provide for non-cumulative dividends and limit
AIG's ability to redeem the preferred stock except with the proceeds from the issuance of equity capitaL
The Treasury Department will.create a new equity capital facility, which allows AIG to draw down up to $30
billion as needed over time in exchange for non-cumulative preferred stock to the U.S. Treasury. This facility
will further strengthen AIG's capital levels and improve its leverage.
The Federal Reserve will take several actions relating to the $60 billion Revolving Credit Facility for AIG
established by the Federal Reserve Bank of New York (New York Fed) in September, 2008, to further the goals
described above.
Repayment by Pr~ferred Stock Interests
The Revolving Credit Facility will be reduced in exchange for preferred interests in two special purpose
vehicles created to hold all of the outstanding common stock of American Life Insurance Company (ALlCO)
and American International Assurance Company Ltd. (AlA), two life insumnce holding company subsidiaries
of AIG. AIG will retain control of ALICO and AlA, though the New York Fed will have certain governance
rights to protect its interests. The valuation for the New York Fed's preferred stock interests, which may be up
to approximately $26 billion, will be a percentage of the fair market value of ALICO and AlA based on
valuations acceptable to the New York Fed.
Securitization ofLife Insurance Cash Flows
The New York Fed is authorized to make new loans under section 13(3) of the Federal Reserve Act of up to an
aggregate amount of approximately $8.5 billion to special purpose vehicles (SPVs) established by domestic life
insurance subsidiaries of AIG. The SPVs would repay the loans from the net cash flows they receive from
designated blocks of existing life insurance policies held by the parent insurance companies. The proceeds of
T000293
the New York Fed loans would pay down an equivalent amount of outstanding debt under the Revolving Credit
Facility. The amounts lent, the size of the haircuts taken by the New York Fed, and other terms of the loans
would be determined based on valuations acceptable to the New York Fed.
Restructuring ofOther Terms
After the transactions described above, the total amount available under the Facility will be reduced from $60
billion to no less than $25 billion. In addition, the interest rate on the Facility, which is three-month LIBOR plus
300 basis points, will be modified by removing the existing floor (3.5 percent) on the LIBOR rate. The Facility
will continue to be secured by a lien on a substantial portion of AIG's assets, including the businesses AIG
plans to retain. The other material terms of the Facility remain unchanged.
Issuance ofPreferred Stock
As required by the credit agreement governing the Revolving Credit Facility, AIG has agreed to issue on March
4,2009, shares of convertible preferred stock representing an approximately 77.9% equity interest in AIG to an
. independent trust for the sole benefit of the United States Treasury.
AIG must be in compliance with the executive compensation and corporate governance requirements of Section
III of the Emergency Economic Stabilization Act,including the most stringent limitations on executive
compensation as required WIder the newest amendments to the Emergency Economic Stabilization Act.
Additionally, AIG must continue to maintain and enforce newly adopted restrictions put in place by the new
management ort corporate expenses and lobbying as well as corporate governance requirements.
###
T000294
Mcnulty, Amy
From: Abdelrazek, Rawan
Sent: Monday, March 02, 20097:34 AM
To: DL TARP
SUbject: U.S.-Treasury and Federal Reserve Board Announce Participation in AIG Restructuring Pian
For release at 6:00 a.m. EDT

March 2, 2009
Washington, D.C. - The U.S. Treasury Department and the Federal Reserve Board today announced a restructuring of the
government's assistance to AIG in order to stabilize this systemically important company in a manner that best protects the U.S.
taxpayer. Specifically, the government's restructuring is designed to enhance the company's capital and liquidity in order to
facilitate the orderly completion of the company's global divestiture program.
The company continues to face significant challenges, driven by the rapid deterioration in certain financial markets in the last two
months of the year and continued turbulence in the markets generally. The additional resources will help stabilize the company,
and in doing so help to stabilize the financial system.
As significantly, the restructuring components of the government's assistance begin to separate the major non"core businesses
of AIG, as well as strengthen Ihe company's finances. The long-term solution for the company, its customers, the U.S. taxpayer,
and the financial system is the orderly restructuring and refocusing of the firm. This will take time and possibly furiher
government support, if markets do not stabilize and improve.
Given the systemic risk AIG continues to pose and the fragility of markets today, the potential cost to the economy and the
taxpayer of government inaction would be extremely high. AIG provides insurance protection to more than 100,000 entities,
including small businesses, municipalities, 401 (k) plans, and Fortune 500 companies who together employ over 100 million
Americans. AIG has over 30 million policyholders in the U.S. and is a major source of retirement insurance for, among others,
teachers and non-profit organizations. The company also is a significant counterparty to a number of major financial institutions.
AIG operates in over 130 countries with over 400 regulators and the company and its regUlated and unregulated subsidiaries are
subject to very different resolution frameworks across their broad and diverse operations without an overarchingresolution
mechanism. Within the options available, the restructuring plan offers a multi-part approach which brings forward the uitimate
resolution of the company, has received support from key stakeholders and the rating agencies, and provides the best possible
protection for taxpayers in connection with this commitment of resources.
The steps announced today provide tangible evidence of the U.S. government's commitment to the orderly restructuring of AIG
over time in the face of continuing market dislocations and economic deterioration. Orderly restructuring is essential to AIG's
repayment of the support it has received from U.S. taxpayers and to preserving financial stability. The U.S. government is
committed to continuing to work with AIG to maintain its ability to meet its obligations as they come due.
Treasury has stated that public ownership of financial institutions is not a policy goal and, to the extent public ownership is an
outcome of Treasury actions, as it has been with AIG, it will work to replace government resources with those from the private
sector to create a more focused, restructured, and viable economic entity as rapidly as possible. This restructuring is aimed at
accelerating this process. Key steps of the restructuring plan include:
Preferred Equity
The U.S. Treasury will exchange its existing $40 billion cumulative perpetual preferred shares for new preferred shares with
revised terms that more closely resemble common equity and thus improve the quality of AIG's equity and its financial leverage.
The new terms will provide for non-cumulative dividends and limit AIG's ability to redeem the preferred stock except with the
proceeds from the Issuance of equity capital.

The Treasury Department will create a new equity capital facility, which allows AIG to draw down up to $30 billion as needed
over time in exchange for non-cumulative preferred stock to the U.S. Treasury. This facility will further strengthen AIG's capital
levels and improve its leverage.
T000295
The Federal Reserve will take several actions relating to the $60 billion Revolving Credit Facility for AIG established by the
Federal Reserve Bank of New York (New York Fed) in September 2008, to further the goals described above.
Repayment by Preferred Stock Interests

The Revolving Credit Facility will be reduced in exchange for preferred interests in two special purpose vehicles created to hold
all of the outstanding common stock of American Life Insurance Company (ALlCO) and American International Assurance
Company Ltd. (AlA), two life Insurance holding company subsidiaries of AIG. AIG will retain control of ALiCO and AlA, though
the New York Fed will have certain governance rights to protect its interests. The valuation for the New York Fed's preferred
stock interests, which may be up to approximately $26 billion, will be a percentage of the fair market value of ALiCO and AlA
based on valuations acceptable to the New York Fed.
Securitization of Life Insurance Cash Flows

The New York Fed is authorized to make new loans under section 13(31 of the Federal Reserve Act of up to an aggregate
amount of approximately $8.5 billion to special purpose vehicles (SPVs) established by domestic life insurance subsidiaries of
AIG. The SPVs would repay the loans from the net cash flows they receive from designated blocks of existing life insurance
policies held by the parent insurance companies. The proceeds of the New York Fed loans would pay down an equivalent
amount of outstanding debt under the RevolVing Credit Facility. The amounts lent, the size of the haircuts taken by the New York
Fed, and other terms of the loans would be determined based on valuations acceptable to the New York Fed.
Restructuring of Other Terms

After the transactions described above, the total amount available under the Facility will be raduced from $60 billion to no less
than $25 billion. In addition, the Interest rate on the Facility, which is three-month L1BOR plus 300 basis points, will be modified
by removing the existing floor (3.5 percent) on the L1BOR rate. The Facility will continue to be secured by a lien on a substantial
portion of AIG's assets, including the businesses AIG plans to retain. The other material terms of the Facility remain unchanged.
Issuance of Preferred Stock

As required by the credit agreement governing the RevolVing Credit Facility, AIG has agreed to issue on March 4, 2009, shares
of convertible preferred stock representing an approximately 77.9% equity interest in AIG to an independent trust for the sole
benefit of the United States Treasury.
AIG must be in compliance with the executive compensation and corporate governance reqUirements of Section 111 of the
Emergency Economic Stabilization Act, including the most stringent limitations on executive compensation as required under the
newest amendments to the Emergency Economic Stabilization Act. Additionally, AIG must continue to maintain and enforce
newly adopted restrictions put in place by the new management on corporate expenses and lobbying as well as corporate
governance requirements.
http://www.federalreserve.govlnewsevenlslpress!olherI20090302a.htm
T000296
Mcnulty. Amy
From: Hsu, Michael
Sent: Wednesday, March 11, 2009 6:39 PM
To: Albrech~ Stephen
Subject: Re: Update Call
Don't believe the hype,

To: Scott.Alvarez@frb.gov ; Thomas.Baxter@nyJrb.org ; Sarah.Dahlgren@nyJrb.org ; 'James.Hennessy@nyJrb.org'
Cc: Hsu, Michael
Sent: Wed Mar 1118:12:59 2009
Subject: Update Call
I'd like to do a quick update call on the AIG bonus issues -- is this group available?
..
I'll open up this line for the call at 6: 15. Please let me know if you can join. Thanks
Stephen M. Albrecht
Counselor to the General Counsel
U.S. Department ofthe Treasury
202-622-0283 (main)
202-622-2882 (fax)
T000302
Mcnulty. Amy
From: JUlie.Dolan@ny.frb.org
Sent: Thursday, January 15, 20092:04 PM
To: Hsu, Michael
Subject: RE: Update call
Will do.... my apologiesI
Julie Dolan
Executive Assistant
Bank Supervision
Phone: 212-720-5857
Blackberry:~
www.newvo~
Michael.':'Isu@do.treas.gov To Julie.Dolan@ny.1tb.org
cc
011151200901:48 PM Subject RE: Update call
Thanks.
And you can address me as Mike. (My dad goes by Mr.Hs~.)
From: Julie.Dolan@nyJrb.org fmailto:Julie.Dolan@ny.frb.orgJ

Sent: Thursday, January 15, 2009 1:42 PM
To: Hsu, Michael
ee: Fiechter, Jonathan; Sarah.Dahlgren@ny.frb.org
Subject: Re: Update call
Mr. Hsu:
Sarah Dahlgren' availability is as follows:
Friday, Jan. 16:

2:00pm - 3:00pm or 4:00pm - 5:00pm.
T000304
Julie Dolan
Executive Assistant
Bank Supervision
Phone: 212-720-5857
Blackberry:~
www.newvo~
Michael.Hsu@do.treas.gov
To Sarah.Dahlgren®nyJrb.org
01/15/200901:31 PM
cc Jonathan.Fiechter@do.freas.gov
Subject Update call
Sarah,
Happy new year!
Jonathan asked if I could set up the AIG update call with you for tomorrow. What time(s) works best for you?
Fyi, Jim Lambright (Cia) and his AIGteam may be'jol,nlng in as well.
Thanks,
-mike
T000305
Mcnulty. Amy
From: Hsu, Michael

To: 'Julie.Dolan@ny.frb.org'
Cc: Fiechter, JonathanDisabled : 'SarahDahlgren@ny.frb.org'; Lambright. James; Tae, Michael;
Rutherford, Matthew
-Subject: RE: Update call
Julie,
4pm works better for us. Can you send a calendar reminder wi dial-in details to everyone on this email?
Thanks,
-mike
From: Julie.Dolan@ny.frb,org [mallto:Julie.Dolan@ny.frb.org]

To: Hsu, Michael
Cc: Fiechter, Jonathan; Sarah.Dahlgren@ny.frb.org
Mr. Hsu:
Friday, Jan. 16:

2:00pm - 3:00pm or 4:00pm - 5:00pm.
Julie Dolan
Executive Assistant
Bank Supervision
Phone: 212-720-5857
Blackberry:~
www.newyo~
Michael.Hsu@do.treas.aov To Sarah Dahlgren@nyJrb.otg

cc .Jooathan.Fiechter@do.lrees.gov
01/15/200901:31 PM Subject Update call
T000306
Sarah,
Happy new year!
Jonathan asked if I could set up the AIG update call with you for tomorrow, What time{s) works best for you?
Fyi, Jim Lambright (GO) and his AIG team may be joining in as well.
Thanks,
-mike
T000307
Mcnulty. Amy
From: Hsu, Michael

To: 'JUlie.Dolan@ny.frb.org'
Co: Fiechter; JonathanDisabled ; 'Sarah.Dahlgren@nyJrb.org'; Lambright, James; Tae, Michael;
Rutherford, Matthew
Subject: RE: Update call
,Julie,
4pm works better for us. Can you send a calendar reminder wi dial-in details to everyone on this email?
Thanks,
-mike
From: Julie.Dolan@nyJrb.org [mallto:Julie.Dolan@nyJrb.org]

To: Hsu, Michael
Ce: Fiechter, Jonathan; Sarah.Dahlgren@nyJrb.org
Mr. Hsu:
Friday, Jan. 16:

2:00pm - 3:00pm or 4:00pm - 5:00pm.
Julie Dolan
Executive Assistant
Bank Supervision
Phone: 212-72Q..5857
Blackberry:~
www.newvo~
MfchaeJ.Hsu@do.treas.qov To Sarah.Dah!gren@nyJrb.org
ce Jonathan.Fiecht§I@9o.treas.gov
011151200901:31 PM Subject Update call
T000308
Sarah,
Happy new year!
Fyi, Jim Lambright (CiO) and his AIG team may be joining in as well.
Thanks,
-mike
T000309
Mcnulty. Amy
From: JUlie.Dolan@ny.frb.org
To: Hsu, Michael
Cc: Fiechter, JonathanDisabled ; Sarah.Dahlgren@ny.frb.org
Subject: Re: Update call.
Mr. Hsu:
Friday, Jan. 16:

2:00pm· 3:00pm or 4:00pm - 5:00pm.
Julie Dolan
Executive Assistant
Bank Supervision
Phone: 212-720-5857
Blackberry:~
www,newyo~
MlchaeI.Hsu@do.treas.gov To Sarah.Dahlgre~@ny.f(b.org
cc Jonathan.Ffechter@do.treas.gov
01/15/200901:31 PM SUbject Update call
Happy new yeari
Fyi, Jim Lambright (CIO) and his AIG team maybe joining in as well.
Thanks,
-mike
T000310
Office: 212-720-2566
Cell:'"
From: Danielle Vicente~

Sent: 03/05/2009 08:37~
To: Danielle Vicente
T000345
Mcnulty, Amy
•
From: Hsu, Michael
To: 'Danielie,Vicente@ny,frb,arg'; 'Jim.Mahoney@ny.frb.org'; 'Stephanie.Helier@ny.frb.org';
'Jennifer.Wolgemuth@ny.frb.org'; 'Mlchael.S.Gibson@frb.gov'; 'Rich.Ashton@frb.gov';
'Kieran.Falion@frb.gov'; 'Apri1.C.Snyder@frb.gov'; 'DominicALabitzky@frb.gov'; Tae,
Michael; Ferlazzo, Ronald
Cc: Morse, Duane; Haeger Sharon; Surry, Steven
Subject: RE: Updated AIG presentation
(b) (5)
Dani, Jim, Stephanie and team,
If you'd ilke to discuss further, give me a ring (202·622·77721 or we can set up a group call.
Thanks,
-mike
From: Danielie,Vlcente@ny,frb,org [mailto:Danielle.Vicente@ny,frb.orgj

Sen~: Thursday, March OS, 20098:47 PM
To: Jlm,Mahoney@ny,frb,org; Stephanle.Heller@nyJrb.org; Jennifer.Wolgemuth@ny.frb.org; 1"1lchael.S,Gibson@frb,gov;
Rich.Ashton@frb,gov; Kieran.Fallon@frb.gov; Apri1.C.Snyder@frb.gov; DominicALabitzky@frb.gov; Hsu, Michael; Tae,
Michael; Ferlazzo, Ronald
SUbject: Updated AIG--'presentation
. (b) (5)
Please find attached an updated presentation on the AI~that includes essentially the same infonnation as the previous
version but fleshes out some ofthe ideas. (b) (5)
Dani
Danielle Vicente
Office: 212·720·2566
Cell:~
From: Danielle V i c e n t _
Sent: 03105/2D09 08:3~
To: Danielle Vicente
T000346
McCarthy, Mary (Contractor)
Sent: Sunday, Maich 29, 2009 9:12 AM
To: Jaconl, Kri$ten
SUbJect: Re: Call tomorrow?
Froll1: Jaconl, Kristen

Sel'lt:Sun Mar 29 00:08:412009
.Subject: Fw: Call tomorrow?
Plea$e see below.
From: JaConi, Kristen

'---'~"'-'-'-'-'-'-"'""'---"--'""'------'----'-'--'-'--_
.~ _--
...
To: Solomon, Ian
Sent: Sun Mar 29 00:03:06 2009
Subject: Re: Call tomorrow?
From: Solomon, Iail

To: Ferlazzo, Ronald; Jaconi, Kristen; Albrecht, Stephen
Cc: Hsu, Michael; Fitzpayne, AI.stair
Sent: Sat Mar 28 23:37:33 2009
SUbject:: Re: Call tomorroW?
GreaL8.:30 pm Sunday. I will $end around i' memo fo qiscU$$ beforehand, Iwillalsosend around a call-in number. (COS
# available, AI?), Mike, can you let Mar$hall a.nd Beverly ~now the time?
From: FEwlazzo, Ronald

To: Solomon, Ian; Jaconi, Kristen; Albrecht, StePhen
Cc: Hsu, Michael; Fltzpayne, Alastair
Sent: Sat Mar 28 23:33:03 2009
Work$ for me
....._-------_._--
From: Solomon, Ian
To: Jaconi, Kristen; Albrecht, Stephen; Ferlazzo, Ronald
Sent: Sat Mar 28 23:12:42 2009
SUbject:: Re: Call tomorrow?
T000347
Ron. Kristen, Mike, (and Steve) - any conflicts after 8:15 pm tomorrow to talk comp generally and at our favorite
insurance company?
From: Jaconi, Kristen

To: Solomon, Ian; Albrecht, Stephen
Sent: ?at Mar 28 23:04:49 2009
If it were in the evening, I could do 8:15 pm EST or later. Please email me tonight If the call Is to be at 10:30 am EST.
Again, It may be helpful to have Ron Ferlazzo on the call as he is the exec camp deal lawyer. Thank you, Kristen
From: Solomon, Ian

To: Albrecht, Stephen; Jaconi, Kristen
Cc: Hsu, Michael; Fitzpayne, Alastair
Sent: Sat Mar 28 21:15:25 2009
Subject: Fw: Call tomorrow?
Steve and Kristen, Ideally one or both of you could make the cali. Would 10:30 am ET or after 6 pm ET be better? What's
better for you, Mike? Also, I'm inclined to keep It a Treasury call unless one of you feel strongly that frbny needs to be on.
From: Huebner, Marshall S,

To: Hsu, Michael; Chase, Beverly Fanger
Cc: James, Ethan T, ; Solomon, Ian; Albrecht, Stephen; Ferlazzo, Ronald; Jaconl, Kristen
Sent: Sat Mar 28 21:11:12 2009
Happy to do a call tomorrow.
Unfortunately - and I truly apologize - I.am not available between 11 and 6.
Shall we do morning or eve?
Also, does it make sense to have anyone from the Fed (Tom Baxter maybe?) join us?
From: MichaeI.Hsu@do.treas,gov
To: Chase, Beverly Fanger; Huebner, Marshall S.
Cc: James, Ethan T.; lan.Solomon@do,treas.gov ; Stephen.Albrecht@do.treas,gov ; Ronald.Ferlazzo@do,treas,gov ;
Krlsten.Jaconl@do,treas.gov
Sent: Sat Mar 28 18:27:362009
Subject: Call tomorrow?
Marshall and Beverly,
Ian Solomon (cc'd) is on the polley team at UST. H,;'s been working on the comp issue recently wi Albrecht and others.
We would like to have a call sometime tomorrow - erha s aroundnopn or 1 m - to discuss •
Can you be available? Or should we shoot for a different time?
Thanks,
-mike
T000348
From: Chase, Beverly Fanger
To: Albrecht, Stephen; Hsu,Michael
Cc:'James.Hennessy@nyJrb.org' ; Sarah Dahlgren; Huebner, Marshall S. ; James, EthanT.; Wright, John T.
Sent: Sat Mar 2817:49:382009
Sub'ett: WARNING: MESSAGE ENC1<.YPTEDFW:Current Bonus Details
To ensure compliance with requirements imposed by the IRS,weinfoi'm. you that,Unless explicitly pl'Ovided
otherwise, any U.S. federal tax advite contained in this communi<:ation (including any attachmertts) is not
intertdedor written to be used, artd catmot be used, for tbe purpose of (i) avoiding penalties under tbe Illtemal
Revenue Code or (ii)promoting, marketing or recommending to another party any transaction 01' matter
addressed.herein.
*************************
BeverlyF, Chase
Davis I'olk & Wardwell
450 Lexington Avenue
New Yode, New York 10017
chase@dpw.com (email)
212-450-4383 (tel)
212-450~3383 (fax)
*************************
_C""W,_ _ ~""",_~".~"",_,~.'"""".",~_-,,,-_,,
__ """.
. . ,,,,,,,,... ~...,.._ _ !.,-,...,,,."."_w~.,.,.., ,_~"m"'''_''''_~'''.''_'''_' ;'''''~WM'''~' .•"._
Frol11:~[mailto· @aig.com]
Sent:~28, 20095:26 PM
To: 'Sarah.D"hlgren@nyJr" @ey.com; Chase, EleverlY Fanger; J"mes, Eth"nT.;
'william.milr h 0 ,com James.Hennessy@nyJrb;org
at.
Cc: )(6)
Sub)e :
EnCiose.d is our state of play on theinQentiVe data. Ple"SEi see the note belOWlillfviciesa summary is
missing. Please pass this along to whomever I missed on the distribution list. -
(b) (6)
Attached is the latest bonus data we have available. It includes Dawn's Non-qualified information.
The report inciudes both the March 2$ t6 May 31 and the June 1 to December 31 periods, The June to December is not
complete as we only required the first period details. If you prefer to only send the March to May period let me know and I
will modify the file,
No weekly payment schedlJles are included nor is the summary as we did nolget Dawn.'s data until late in the day. Also;
as we discussed at about 6pm last evening. we will need to modify the format of the summary to only incllJde true bonus
T000349
programs in the small, medium and large plan groupings. We will keep the N Qual and Retention in their unique buckels
and ad hoc lype programs such as sign on and counter offers, elc in a unique buckel as well.
LeI me know if you need any modification to the attached.
T000350
From: Solomon, Ian

Sent: Sunday, March 29, 2009 12:03 AM
To: Hsu, Michael
If you've got a number that you're sure will be free, that's perfect. I need to get myself a reliably free line.
~_._._---,---'-'-' --,---,
From: Hsu, Michael
To: Solomon, Ian
Sent: Sat Mar 28 23:58:02 2009
. Subject: Roe: Call tomorrow?
Lambright has a number (b) (2) that is aiways open. There is also a Risk number"that I'm pretty
certain will be open then,
Let me know if you want me to secure either,
From: Solomon, Ian

To: Hsu, Michael
Sent: Sat Mar 28 23:53:33 2009
Thanks. Will send around as sooh as I get a number.
From: Hsu, Michael

To: 'marshall.huebner@dpw.com' ; 'beverly.chase@dpw.com'
Cc: 'ethan.james@dpw.com' ; Solomon, Ian; Albrecht, Stephen; Ferlazzo, Ronald; Jaconi, Kristen
Sent: Sat Mar 28 23:39:41 2009
Subject: Re: call tomorrow?
I think we're going to aim for 8:30pm tomorrow night Someone will send around a calendar invite with the dial-in.
From: Huebner, Marshall S.

Cc: James, Ethan T. ; Solomon, Ian; Albrecht, Stephen; Ferlazzo, Ronald; Jaconi, Kristen
Sent: Sat Mar 28 21:11:12 2009
Unfortunately - and I truly apologize - I am not available between 11 and 6.
From: Michael.Hsu@do.treas.gov .
T000351
Cc: James, Ethan T.; Ian.Solomon@do.treas.gov ; Stephen.Albre0ht@do.treas.gov ; Ronald.Ferl:nzo@do.treas.gov ;
Kristen.Ja0<;mi@do.treas.gov
sent: Sat Mar 28 18;27:36 2009
Ian Solomon (cc'd) is on the policy team at UST. He's been working on the camp issue recently wi Albrecht and others.
Thanks,
-mike
Froni: Chase, BeVerly Fanger

To: Albrecht, Stephen; Hsu, Michael
Cc: 'James.Hennessy@nyJrb.org' ; Sarah Dahlgren; Huebner, Marshall S. ; James, Ethan T. ; Wright, John T.
Sent: Sat f'-'1ar 2817:49:382009
Sub"ect: WARNING: MESSAGE ENCRYPTED. FW:. Current Bonus Details
To ensurecompllance with tequiremetitsimposed l)y the IRS, we inform youthat, unle~sexplicit1yprovided

otherwise, any U.S.federal tax advice contained inthi~ communic"tion (including any attachments) is not
intended Qr written to be u~ed,and cannot be used, for the purpose of (i) avoiding penalties under theInternal
Revenue c;ode or (ii) pron'loting, n'larketingorrecon'lmetiding to another party any trafiSaction or matter
addressed herein.
*************************
Beverly F, Chase
Davis Polk & Wardwell
New YOl'k, New York 10017
2J2-450-4·3.83 (t"l)
2\;2-450-3383 (f"x)
****'*********************
From: [mailto @aig.comJ
Sent: Saturday, March 28, 2009 5:26 PM
To:'Sarah.Dahlgren@ny.frb.or <. martha.cook@ey.com; Chase, Beverly Fanger; .James, Ethan T.;
'wil' <. ;)ames.Hennessy@nyJrb.or"
Cc (b) (6)
SubJect:
Enclosed Is our stale a/play On the incen!lve data. Please sel3 the notehelow.rovldes a summary of what is
missing. Please paS's this along to whomever I missed on the distribution list. •
T000352
From: (b) (6)
sen~8 200911'04 AM
T o : _ ; (b) (6)
Subject: Current Bonus Details
(b) (6)
Attached is the latest bonus data we have availabie. It includes Dawn's Non-qualified information.
The report Includes both the March 23 to May 31 and the June 1 to December 31 periods. The June to December is not
will modify the file.
No weekly payment schedules are included nor is the summary as we did not get Dawn's data until late in the day. Also,
as we discussed at about 6pm last evening, we will need to modify the format of the summary to only include true bonus
programs in the smali, medium and large plan groupings. We will keep the N Qual and Retention in their unique buckets
and ad hoc type programs such as sign on and counter offers, etc in a unique bucket as well.
Let me know if you need any modification to the attached.
T000353
McCarthy. Mary (Contractor)
From: Huebner, Marshall S. [marshall.huebner@dpw.com]
To: Solomon, Ian; Hsu, Michael; Chase, Beverly Fanger
Cc: James, Ethan T.; Albrecht, Stephen; Ferlazzo, Ronald; Jaconi, KristenDisabled
Subject: RE: Call tomorrow?
Of course it is. You are the client!
From: Ian.Solomon@do.treas.gov [mailto:lan.Solomon@do.treas.gov]

To: Huebner, Marshall S.; MichaeI.Hsu@do.treas.gov; Chase, Beverly Fanger
Cc: James, Ethan T.; Stephen.Albrecht@do.treas.gov; Ronald.Ferlazzo@do.treas.gov; KristenJaconi@do.treas.gov
I'd prefer this call to be with Treasury staff only if fhat's ok. Thanks.

Sent: Sat Mar 28 23:57:42 2009
ok. should tom bexter or others from the fed join if they can?
From: Michael.Hsu@do.treas.gov [mailto:Michael.Hsu@do.treas.govj

To: Huebner,Marshall S.; Chase, Beverly Fanger
Cc: James, Ethan T.; Ian.Solomon@do.treas.gov; Staphen.Albrecht@do.treas.gov; Ronald.Ferlazzo@do.treas.gov;
Kristen.Jaconi@do.treas.gov
I think we're going to aim for 8:30pm tomorrow night. Someone will send around a calendar invite with the dial-in.

Cc: James, Ethan T. ; Solomon, Ian; Albrecht, Stephen; Ferlazzo, Ronald; Jaconl, Kristen
Sent: Sat Mar 28 21:11:12 2009
SUbject: Re: Call tomorrow?
Also, does it make sense to have anyone from the Fed (Tom' Baxter maybe?) join us?
From: Michael.Hsu@do.treas.gov
T000354
Cc: James, Ethan T.; IanSolomon@do.treas.gov ; Stephen.Albrecht@do.treas.gov ; Ronald.Ferlazzo@do.treas.gov ;
Kristen.JaConi@do.treas.gov
Sent: Sat Mar 28 18:27:36 2009
SUbject: Call tomorrow?
Ian Solomon (cc'd) is on the policy team at UST. He's been working on the comp issue recently wi Albrecht and others.
Thanks,
-mike

To: AlbreCht, stephen; Hsu, Michael . ..
Cc: 'James.Hennessy@nyJrb.org' ; Sarah Dahlgten ; Huebner, Marshall S, ; James, Ethan T, ; Wright, John T.
Sent: Sat Mar 28 17:49:38 2009
Sub'ect: WARNING: MESSAGE ENCRYPTED FW: Current Bonus Details
To enSllte c.ompli(lnce with requirements imposed by the 1M; we inform YOll that, mliess explicitly provided
.otherwise, any U.s. federal tax advic<;: contained inthiscon:mlUnication(including any altacl11J1ents) is not
intended Of written to be llsed, and cannot be used, for the plirpose of(i) avoidingpenaltiesulldet the Internal
Revenue Code or(ii) proi:llOting, marketing 01' recommending to anothetpal'ty any transaction·()f matter
addressed heteilh
*#***********************
BeverlyF.,Chase
New York, New York 10017
212·450.4383 (tel)
212'-450-3383 (fax)
**********f.******i******
From: • [lnailto"'@aig.coml
Sellt:Saturday, March 28, 2009S:26 PM
To: 'Sarah.Dahlgren@nyJrb.or @ey,com; Chase, Beverly Fanger; James, EthanT.;
'william.mur hOS .com', James.Hennessy@ny.frb.org
Cc: • (b) (6)
SUbject:
Enclosed is our state of play on the incentive data. f'leasesee the note belowiilioVides a summary of what is
missing. Please pass this along to whomever I missed on the distribution list
(b) (6)
T000355
From: (b) (6)
Sen~8 200911'04 AM
T o : _ ; (b) (6)
(b) (6)
The report includes both the March 23 to May 31 and the June 1 to December 31 periods. The June to December is not
No weekly payment schedules are included nor is the summary as we did not get Dawn's data until late in the day. Also, .
programs in the small, medium and large plan groupings. We will keep the N Qual and Retention in their unique buckets
T000356
From: Huebner, Marshall $. [marshaILhuebner@dpw.com]
To: Solomon, Ian; Hsu, Michael; Chase, Beverly Fanger
Co: James, Ethan T; Albrecht, Stephen; Ferlazzo, Ronald; Jaconl, KristenDisabled
Of course it is. You are the client!
From: Ian.Solomon@do.treas.gov [mailto:lan.Solomon@do,treas.gov]

Sent: Sunday, March 29, 2009 12:00 AM .
To: Huebner, Marshall S,; MichaeI.Hsu@do.treas.gov; Chase, Beverly Fanger
Cc: James, Ethan T.; Stephen,Albrecht@do.treas.gov; Ronald,Ferlazzo@do.treas.gov; Kristen.Jaconi@do.treas.gov
I'd prefer this call to be with Treasury staff only if that's ok. Thanks,
-------,,~,-_.-_.
---•._---_.... ..
_" __._------,,--_._--.-
Sent: Sat Mar 28 23:57:42 2009 -
Subject: RE: call tomorrow?
ok. should tom baxter or others from the fed join If they can?
From: Michael.Hsu@do.treas.gov [mailto:Michael.Hsu@do.treas.gov]

To: Huebner, Marshall S,; Chase, Beverly Fanger
Cc: James, Ethan T.; Ian.5olomon@do.treas.gov; stephen.Albrecht@do.treas.gov; Ronald.Ferlazlo@do.treas.gov;
Kristen.Jaconi@do.treas.gov .
i think we're going to aim for 8:30pm tomorrow night. Someone will send around a calendar invite with the dial-in.

Sent: Sat Mar 28 21:11:12 2009
Unfortunately· and I truly apologize - I am not available between 11 and 6.
Also. does it make sense to have anyone from the Fed (Tom Baxter maybe?) join us?
From: MidlaeI.Hsu@do.treas.gov
T000357
Cc: Jam~s, Ethan T.; lan.S(llomon@do.tr~as.gov
.
; St~phen.Albr~cht@do.treas.gov ; Ronald.Ferlazzo@do.treas.gov ;
Krist~h.Jaconi@do.tr~as.gov
Sent: Sat Mar 28 18:27.:36 2009
Subject: call tomorrow?
Marshall and B~verly.

Ian Solomoh (cc'd) is on the policy team at UST. He's been working on the comp issue recently wi Albrecht and others.
Can yOLl be available? Or shouid we shoot for a different time?

Thanks,
· -mike
F'rom: Chase, Beverly Fanger

To: Albrecht,Stephen; Hsu, Mlcha~1 . . '
Cc: ']qmes.Hennessy@ny.frb.org' ; Sarah Dahlgren ; Huebn~r, MarShall S. ; James, IOlhan T. ; Wright, john T.
Sent: Sat Mar 28 17.:49:38 2009
· Sub"ect: WARNING: MESSAGE ENCRYPTED FW:CurrehtBoniJsDetaiis
To ensure compliance with requirements imposed by the IRS, we inform you that, upless ex:pJicitly provided
· otherwise, any lJ$. federallaxadvice contained in this communication(incJuding anY attachments) is not
intended or written to be used, ~Uld cannot he used, for the purpose of (i) avoiding penalties under the Internal
· Revenue Code or (ii) protnoting,tnarketiJig or recommending. to ahother party any transactiohot matter
addressed herein. .
*************************
· Beverly F. Chase .
Davis Pdlk & Wardwell
450 LeXingtcm Avenue
chase@dpw:com (email)
21H50-4383 (tel)
212-450-3383 (fax)
** ********* *******' ****.* **
@aig.com]
@ey.com;Chase, Beverly Fang~r; Jarh~s; Ethan T.;

James,H~nn~ssy@hy.frb.org
(b) (6)
Enclosed is our state of play onthe incentive data, Please see the note below w rovides a summary of what is
missing. Please pass this along to whomever I missed on the distribution list.
(b) (6)
T000358
From: (b) (6)
Sent:' Saturda
To:
(b) (6)
No weekly payment schedules are Included nor is the summary as we did not get Dawn's data until late in the day. Also,
programs in the small, medium and large plan groupings. We will keep the N Qual and Retention In their unique buckets
T000359
From: Solomon, Ian
Sent: Sunctay, March 29, 200912:00 AM
To: 'm"rshall.hueOner@ctpw.cpm': Hsu, Michael; 'beverly.chase@ctpw.com'
Cc: 'ethan,james@ctpw.com': Albrecht, Stephen: Ferlazzo, Ronald; Jaconl, KrlstenDisabled
Subject: Re: Call tomorroW?
I'd prefer this call to be with Tre"sury staff only If th"t's ok. Thanks.

--------
To: Hsu, Michael; ChaSe, Beverly F"nger
cc:James, ["than T, ; Solomon, Ian; Albrecht, Stephen; Ferlazzo, Rbnald; JacOni, Kristen
Sent: Sat Mar 2823:57:42 2009
Subject: RE: Call tomorroW?
ok. should tom baxter or others from the red join if they can?
From: Mlc;hael.Hsu@do,treas.gbv [mailtb:MIChael,H$(J@do,treas.gov]

S!"ilt: Saturday, March 28, 2009 11:40 PM
To: Huebner, Marshall S.; Chase, 8everlyFahger
ec: James, EthanT,; lan.Solomon@do,treas,gC>l/; Stephen.Albrecht@do.treas.gov; Ronald.Ferlazzo@do.treas.gov;
Krlsten.Jaconl@do.treas,gov
I think We're going to aim for 8:30pm tomorrow night. Someone Will send around a ca;"ndar inVite with the dl,,;'in.
From: Huebn"r, Marshall S,

To: HSUi Michael; Chase, Beverly Fanger
Cc: James, Ethan T, ; SOlomon, Ian; Albrecht, Stephen; Ferlazzo, Ronald; Jaconl, krlsten
Sent: Sat Mar 28 21:11:12 2009
Subj!"ct: Re:tall tomorrow?
H"ppy to do a call tomorrow.
Unfor!un"tely - and I trUly apologize - I am not available betw""n 11 and 6.
Also, dbes it make seNse to h"ve anyone from the Fed (Tom Baxter mayM?) join Us?
From: Michael.Hsu@do,treas.gov
To: Chase, Bevetly Fanger; HuebNer, Marshail S,
ec: James, Ethan T.; lan,Solomon@do.treas,gov ; Stephen.Albrecht@do.treas.gov; Ronald.Fetlazzo@do.treas.go\l ;
Kristen,Jaconi@do.treas.gov
Sent: Sat Mar 28 18:27:36 2009
Ian Solomon (cd'd) Is orlthe policy team "t UST. H&'s been working on thecomp issue recentlyW/Albrecht and others.
We wbuld ilke to have a c"i1 sometime tomorroW -- perhaps around noon or 1pm - to d i S C U S S _
(b) (5)
T000360
Can you l)e availal)le? Or should we shoot for a different time?
Thanks,
-mike

To:.Albrecht, stephen; Hsu, Michael
Cc: 'Jall1es.Hennessy@nyJrb.org' ; Sarah Dahlgren; Huebner, Marshall S. ; James, Ethan T. ; Wright, John T.
Sent: SafMar 2817:49:382009
Sub'ecb WARNING : MESSAGE ENCRYPTED .fIN: Current Bonus Details
To ensure compliance with requirements imposed by the IRS, we infonn youthat, unless explicitly provided
otherwise,any D.S. federal tax advice contained in this conmlUnication (incl\lding any attaclunents) is not
intended or vyritten to be used, and cannot be used, for tlle pJirpose of (i) av{)idipg penalties\lllder the Intern.al
Reven\le Code or (ii) promoting, marketing orrecommending to another party any transaction or matter
addressed herein.
*************************
Beverl)' F. Chase
450 Lexington Avenne
New York, New Y{)rk 10017
chase@dpw,cOln (email)
21:2-450-4383 (tel)
212-450"3383 (fax)
** ******* ***-*************
From:' • @aig.com]
To: 'Sarah,Dahlgren@nyJrb.or '. martha,cook@ey.com; Chase, Beverly Fanger; James, Ethan r.;
'william.mur h 05 .com' James.Hennessy@nyJrb.org
Cc:' ()(6)
Subject: fIN: Current Bonus
.
Enclosed is our state of play on the Incentive data. Please see the note l)elowwhich provides a summary of what is
missing. Ple"se pass thisalorig to whomever I missed on the distribution l i s t "
T000361
will modify the fil". .
T000362
From: Huebner, Marshall S. [marshall.huebner@dpw.comj

Sent: Saturday, March 28, 2009 11 :58 PM
Cc: James, Ethan T.; Solomon, Ian; Albrecht, Stephen; Ferlazzo, Ronald; Jaconi, KristenDisabled
ok. should tom baxter or others from the fed join if they can?
From: MichaeI.Hsu@do.treas.gov [mailto:MichaeI.Hsu@do.treas.gov]

To: Huebner, Marshall S.; Chase, Beverly Fanger
Cc: James, Ethan T.; Ian.Solomon@do.treas.gov; Stephen.Albrecht@do.treas.gov; Ronald.Ferlazzo@do.treas.gov;
Kristen.Jaconl@do.treas.gov
I think we're going to aim for 8:30pm tomorrow night. Someone will send around a calendar invite with the dial-in.

Sent: Sat Mar 28 21:11:12 2009
From: MichaeI.Hsu@do.treas.gov
Cc:James, Ethan T.; Ian.Solomon@do.treas.gov ; Stephen.Albrecht@do.treas.gov ; Ronald.Ferlazzo@do.treas.gov ;
Sent: Sat Mar 28 18:27:36 2009
Ian Solomon (cc'd) is on the policy team at UST. He's been working on the comp i~sue recently wi Albrecht and others.
Thanks,
-mike
T000363
To: Albrecht, Steph"n; Hs~, Michael
Cc: 'Jarnes.Hennessy@nyJrb.org' ; Sarah Dahlgren ; H~ebner, MarshallS. ; Jarnes,. Ethan T. ; Wright, John T.
Sent: Sat Mar 2817:49:382009
Sub'ect: WARNING: MESSAGEENCR'fPTED fIN: Current Bonus Details
Toensute compliance with requil'ements imposed by the IRS, we inforni YOIl that, unless explicitly provided
otherwise, any U.S. federal tax adviGe contained in this communication (including any attachments} is not
intended or written to be used, andcanl\ot be. used, for the pwpose of (I) avoiding penalties under the Internal
Revenue Code or (Ii) promoting, marketing or recommending to another party any transaction or matter
addressed herein.
*************************
Beverly F. Chase
New¥ork,New¥ork 10017
212-450-43113 (tel)
212-450-33113 (fax)
**.** '* **'****.*** ***,* *****'* *
From:' • [mail~@alg.cbmJ
Sent: Saturday, March 28, 20095:26 PM
To:'Sarah.Dahlgren@ny,frb.or '; martha,COoK@ey.com; Chase, Beverly Fanger; James, Ethan T.;
'william.mur h o5@ ,. James.Hennessy@ny,ftb.org
Cc: ) (6)
SiJbja :
Enclosed is our state of play on the .incentive data.. Please see ll1enote below_ovides a summary of Wh.at Is
missing. Please pass this along to whomever Imissed on the distribution list.
(b) ( 6)
Attached is the latest bonus data we. have available. It includes Dawn's Non-qualified ihfbrmation.
The report inciudes both the March 23 to May 31 and the June 1 to Decernbei31 periods. The June to Decemb"r is not
complete as we only reqUired the first period details. If you prefer to only send the March to M.,y period let me .know and I
No Weekly payment schedules are inclUded not is thesurnmary asWe dk! notget DaWn's data unlillate in the day. Also,
as we discussed at about 6pm last evening, we will need to. modify the .format oUhe summary to only include true bonus
T000364
and ad hoc type programs ·such as sign on and counter offers, etc in a unique bucket as well.
T000365

Sent: Saturday, March 28,200911:58 PM
To: Hsu, Michael; Chase, Eleverly Fanger
Cc: James, Ethan T.; Solomon, Ian; Albrecht, Stephen; Ferlazzo, Ronald; Jatonl, KrlstenDisabled
ok, should tom baxter or others from the fed join if they can?
From: MlchaeJ.Hsu@do,treas,gov [mailto:MlchaeJ.Hsu@do,treas,govj

To: Huebner, Marshall S.; Chase, Beverly Fanger
Cc: James, Ethan T.; lan,Solomon@do.treas,gov; Stephen.Albrecht@do.treas.gov; Ronald.Ferlazzo@do.treas.gov;
KrlstenJaconl@do.treas.gov
I think we're going to aim for 8:30pm tomorrow night Someone will send around a calendar Invite With the dial-in.
......:._~-~------"--_."-,_ . _._--
Cc: James, Ethan T. ; Solomon, Ian; Albrecht, Stephen; Feriazzo, Ronald; Jaconi, Kristen
Sent: Sat Mar 28 21:11:12 2009
Happy to do a call tomorrow,
From: MichaeJ.Hsu@do.treas.gov
Cc: James, Ethan T.; lan.Solomon@do.treas.gov ;Stephen,Albrecht@do.treas.gov ; Ronald.Ferlazzo@do,treas.gov ;
KrlstenJaconi@do.treas.gov
Sent: Sat Mar 28 18:27:36 2009
Ian Solomon (cc'd) is on the policy team at UST. He's been working on the camp issue recently wi Albrecht and others.
We would like to have a call sometime tomorrow - erha s around noon or 1 m -- to discuss •
Thanks,
-mike
T000366
From: Chase, eeverly Fanger
To: Albrecht; Stephen; Hsu, Michael
Ce: 'James,Hennessy@ny,frb,org' ; Sarah Dahlgren; Huelmer,MarshaIiS.; James, EthanT. ; Wright, John T.
Sent: Sat Mar 2B 17:49:3B 2009
G: E
To ensure compliance with requirementsimposed. by the n{S~\Ve inform you that, unless explicitly provided
otherwise, any U.S. federal tax advice contained in this communication (including any attachments) is not
intended or written to be used, and canhot be used, for the pUrpose of 0) avoiqing penalties under the Internal
Revenue Code or (ii) promoting, mal'keting or recommending to another party any transaction or matter
addressed herein.
*************************
Beverly F. Chase
212·450-4383 (tel)
2.J2·450~3383 (fax)
***'*****************~****
-.- '~. _ ~ ...• , ~-_._ .. '--"'."
-:..-
(b) '(6)
.. " , aig.com]
_, ~, - ,-~.." , ~ "~ ,_." """'.'- _.._" "".. ~~,-_.
(b) (6) From:_[mailto
Sent: ur ay, arc 2B,200 . :
To:. 'Sarah.Dahlgren@nY.frb. @ey.com; Chase, Bev~rly Fanger; James, Ethan T.;
'william.mu h 05@e .com'· James.Hennessy@nyJrb.org
(b) (6) Ce (b) (6)
Su
Enclosed is our state of play on the incentive data. Please see the note below.oVides a summary of what is
missing, Piease pass tllis along to whomever I missed on the distribution list.
. (b) (6)
F r o m : _ (b)16T"""
sen_t:~OO9a~
To: (b) (6)
SUJ :ur I
_ (b) (6)
Attached is the lat,est bonus data we have available. It includes Dawn's Non-qualifiad information,
. The report inciudes both the March 23 to May31 .and the June 1 to December 31 p~riods. The JuneloDecember is not
complete as we only required the first period details, If you prefer to oniy send thE! March to May period let me know and I
Noweekly payment schedules are included nor is the summary as we did not get Dawn's data until late in the day, Also,
as we discussed at about 6pm last evening. we Will need to modify the format of the summary to only include true bOnuS
T000367
programs in the small, medium and large plan groupings. We will keep the N Qual and Retention in theif unique buckets
T000368
From: Solomon, Ian

To: Hsu, Michael
Thanks. Will send around as soon as I get a number.
From: Hsu, Michael

To: 'marshall.huebner@dpw.com' ; 'beverly.chase@dpw.com'
Cc: 'ethan.james@dpw.com' ; Solomon, Ian; Albrecht, Stephen; Ferlazzo, Ronald; Jaconi, Kristen
Sent: Sat Mar 28 23:39:41 2009
I think we're going to aim for 8:30pm tomorrow night. Someone will send around a calendar invite with the dial-In.

Sent: Sat Mar 28 21:11:12 2009
Unfortunately - and I trUly apologize - I am not available between 11 and 6.
Cc: James, Ethan T.; lan.Solomon@do.treas.gov ; Stephen.Albrecht@do.treas.gov ; Ronald,Ferlazzo@do.treas.gov ;
Kristen.Jaconl@do.treas.gov .
Sent: Sat Mar 28 18:27:36 2009
SUbject: Call tomorrow?·
Ian Solomon (cc'd) is on the policy team at UST. He's been working on the comp issue recently wI Albrecht and others.
We would like to have a call Sometime tomorrow -- erha s around noon or 1 m - to discuss •
Thanks,
-mike
T000369
To: Albrllcht, Stephen; !isu, Micha~1
Ce: 'James;Hennessy@ny.frb.org' ; Sarah Dahlgren; Huebner, Marshall S. ; James, Ethan T. ; Wright, John T.
Sent: Sat Mar28 17:49:382009
Sub'ed: WARNING:MESSAGE.ENCRYPTED FW: Current Bonus Details
To ensure compliance with requirements imposed by the IRS, we inform yoti that, unless explicitly proVided
otherwise, any U.S..federal t~ advice contained in this communication (inchlding any attachments).isnot
intended or written to be used, i'\hd Ci'\IDlOt be used, for th.e purpose of (i) avoiding penalties lmdet the1ntenial
Revenue Code or (ii) promoting, marketing or recommending to another party any transaction or matter
addressed herein.
*************************
Bewrly F. Chase
212"450"4383 (tel)
212450"3383 (fax)
,. ******-***************'****
From:' • [mailto' •
Sent: Saturday, March 28, 2009 5:26PM
To: 'Sarah.Dahlgren@ny.frb @ey.com; Chase, Beverly Fanger; James, Ethan T.;
'wllllam.m·· " James.Hennessy@ny.frb.org
Ce: (b) (6)
SOble :
Enclos.edis our state of play on the incentive d"ta: PleaSe seethe. not~ belOw"oVides a summary of what is
missmg. Please pass th,s along to whomever 1missed on the d,stnbubon list.
(b) (6)
Attached is the latest bonus data we h,weavailable. Ilimoludes. DaWn's Non-qualified information.
Th.e report includes both the March 23 to ME'Y 31 and the JUne. 1 to December 31 periods. The June to December is not
complete "s we only reqUired the first period details. If you prefer to only send the March to M"y period let me know and I
No weekly payment sch",dule.s are irjcluded nor is theSqmmery as w'" did not get Dawn's data untillate intheday. AlSO,
as we di.scussed at "bout 6pm I"st evening, we will need to modify the format of the summary to only include true bonus
prog",msin theSinall, medium "nd I"rge plan groupings. We will keep the N Qual Md Retention in their unique buckets
T000370
T000371
From: Hsu, Michael

To: 'marshall,huebner@dpw,com'; 'beverly,chase@dpw,com'
Cc: 'ethan,james@dpw,com'; Solomon, Ian; Albrecht, Stephen; Ferlazzo, Ronald; Jaconi,
KrlstenDisabled
I-think we're going to aim for 8:30pm tomorrow night. Someone will send around a calendar invite with the dial-in,

CC: James, Ethan T. ; Solomon, Ian; Albrecht, Stephen; Ferlazzo, Ronald; Jaconi, Kristen
Sent: Sat Mar 2821:11:122009
SUbject: Re: call tomorrow?
Happy to do a call tomorrow,
Unfortunately - and I truly apologize - I am not available between 11 and 6,
CC: James, Ethan T.; Ian.SoJomon@do.treas.gov ; Stephen.Albrecht@do.treas,gov ; Ronald.Feriazzo@do.treas.gov ;
Sent: Sat Mar 28 18:27:362009
Ian Solomon (cc'd) is on the policy team at UST. He's been working on the comp issue recently wi Albrecht and,others,
We would like to have a call sometime tomorrow -- erha s around noon or 1 m -- to discuss •
Thanks,
-mike

To: Albrecht, stephen; Hsu, Michael
Cc: 'James.Hennessy@ny.frb.org' ; Sarah Dahlgren; Huebner, Marshall S. ; James, Ethan T. ; Wright, John T.
Sent: Sat Mar 28 17:49:382009
Sub'ect: ARNING: MESSAGE ENCRYPTED FW: Current Bonus Details
(b) (5)
T000372
To ensure compliance with requirements i111posed by the IRS, we inform you that, unless expliCitly provided
otherwise,arty U.S. federal tax advice contained in this. corrmlUniCation (including any attilchments) is not
intended or written to be used, and cannot be used, for the purpose of (i) avoiding penalties under the Internal
Revenue Code or (ii) promoting, marketing or reconmlending to another party any transaction or matter
addressed herein.
*************************
Beverly F. Chase
450 LexiJ:)gton Avenue
212-450-4383 (tel)
212-450-3383 (fax)
**'***********************
From:' • [mailto @aig.com]
Sent:Saturd<JY, March 2$, 2009 5:26 PM
To: 'Sarah.Dahlgren@nyJrb '. martha.cook@ey.com; Chase, Beverly Fanger; James, Eth<Jn T.;
'.WiII_m' James.Hennassy@ny.frb.org
Cc: • (b) (6)
Subject: FW: Current Bonus
Enclosed is out state of play on the incentive data. Ple.ase see the note belOWjU'rOVideS a swmmary of what is
missing. Please pass this along to whomever I missed on the dis.tribution list.
(b) (6)
Attached is the latest bonus data we have available. Itihcludes Dawn's Non.qualified infOrmation.
The report inclUdes both the March 23 to May 31 and the June 1 to December 31 periods. The June to December is not
complete as we only reqUired the first period details. If yow prefer to only send the March to May periOd let me know and I
will modify the file. -
No weekly payment schedwles are inclwded nor is the summary as we did not getDawn's data unlillate in the day. Also,
as we discussed at about 6pm last evening, we will need to modify the format of the swmmary to only inclwde true bonus
programs in the small. mediUm and large plan groupings. We will keep the N Qwal and Retention in their wnique bwckets
and ad hoc tyPe programs swchas sign on and counter offers. etc ina unique bucket as well.
T000373
From: Hsu, Michael
To: Solomon, Ian; Ferlazzo, Ronald; Jaconi, Kristen; Albrecht, Stephen
Cc: FItzpayne, Alastair
Will do.
You have their emalls right? Can include them on the invite.
From: Solomon, Ian

To: Ferlazzo, Ronald; Jaconl, Kristen; Albrecht, Stephen
Sent: Sat Mar 28 23:37:33 2009
Great. 8:30 pm Sunday. I will send around a memo to discuss beforehand. I will also send around a call-in number. (COS
# available, AI?). Mike, can you let Marshall and Beverly know the lime?
From: Ferlazzo, Ronald

To: Solomon, Ian; Jaconl, Kristen; Albrecht, Stephen
ce: Hsu, Michael; Fltzpayne, Alastair
Sent: Sat Mar 28 23:33:03 2009
Works for me
From: Solomon, Ian

To: Jaconl, Kristen; Albrecht, Stephen; Ferlazzo, Ronald.
Cc: Hsu, Michael; FItzpayne, Alastair
Sent: Sat Mar 28 23: 12:42 2009
Ron, Kristen, Mike, (and Steve) -- any conflicls after 8:15 pm tomorrow to talk comp generally and at our favorite
Insurance company?
- - - - ._,---_..__.._--,._. -----._---_._-
From: Jaconl, Kristen
Sent: sat Mar 28 23:04:49 2009
If it were In the evening, I could do 8: 15 pm EST Dr later_ Please email me tonight if the call is to be al1 0:30 am EST.
Again, it may be helpful to have Ron Ferlazzo on the call as he is lhe exec comp deal lawyer. Thank you, Kristen
From: Solomon, Ian

T000374
Sent: Sat Mar 28 21:15:25 2009
SUbject: Fw: caB tomorrow?
Steve end Kristen, ideaBy one or both of you couid make the caii. Would 10:30 am ET or after 6 pm ET be better? What's
better for you, Mike? Also, I'm inclined to keep it a Treasury call unless one of you feel strongly that frbny needs to be on.
From: Huebner, MarshaB S.

Sent: Sat Mar 28 21:11:122009
-_.'------",,-'-•..-.-'-'.•- '
_.~--,

Cc: James, Ethan T.; Ian.Solomon@do.treas.gov ; Stephen.Albrecht@do.treas.gov ; Ronald.Ferlazzo@do.treas.gov ;
Sent: Sat Mar 28 18:27:36 2009
We would like to have a call sometime tomorrow -- erha s around noon or 1 m - to discuss •
Can you ba available? Or should we shoot for a different time?
Thanks,
-mike

Cc: 'James.Hennessy@ny.frb,org' ; Sarah Dahlgren; Huebner, Marshall S. ; James, Ethan T. ; Wright, John T.
Sent: Sat Mar 28 17:49:38 2009
T000375
To ensure compliance with requiren1ents imposed by the IRS, we inform you that, unless explicitly provided
otherwise, any U.S. federal taxlldvice Gontllined in this comn1\lnication (indudfug any attachments)is not
intended or written to be used, and c.annot be used, for the purpose 9f(i) avoiding penalties under theInternal
Revenue Code or (ii) promoting, marketing or recommending to another paliy any transaGtion or matter
addressed herein. .
*•• **********************
Beverly F. Chase
212-45Q-4383 (tel)
212-450-3:583 (fax)
*************************
Frain: [mailto (b) (6)· , @aig.cOm]
T(): 'Sarah.Dahlgren@ny.fr!:l. '. ey.com; Chase, Beverly Fanger; James, Ethan T.;
'william.mur h 5@ .cOm'; James,Hennessy@hy.frb.org
Cc: ) (6)
Subject: fIN: Current BonUs Det
EnClOs$d Isourstate of play Oh thE! IncentivE! data. Please see the note bE!ldW.iirOVides a summary of what is
missing. Please pass this along to Whomever I missed on the distribution list •
,
__..".";"';'-"'·M""'~""'''''-''''-''''''('''''-'-'''-·~"'''''''_;'',,,,,,-,,,,,-~,,,,,~~~ ,,,,,,,,~,,,,,~;,,~,",,.,o.;.,~.,...;.,~,,,,;.~,,.;,,,,,.;.;,,.;.., ..... ;,,,..~_.,,,,,-.;...,,, ",,,,-:;,~,;,;,..,,,,,
Attached is the latest bOhUS data We have available.. It inCludes Dawn's Non-qualified information.
The report includes both the March 23 to May 31 and the JUne 1 to December 31 periods. The June to December is not
complete as.we only required @,first period details. If you prefer to bnly send the March to May period let me know and I
No weekly payment schedules are included nor is the summary aswe did not get Dawn's data untillaie in the day. Also,
as we discussed at about6pn1lastevehing, we will need to modify the form"t of the summary toohly include true bonus
programs in .the small, medium and large plan \lroupings. We will keep the N Qual and Retention in their unique buckets
and ad hoc type programs such as sign on and counter offers, etc in a unique bucket "S well.
T000376
From: Solomon, Ian

To: Ferlazzo, Ronald; Jaconi, Kristen; Albrecht, Stephen
Great. 8:30 pm Sunday. I will send around a memo to discuss beforehand. I will also send around a call·in number. (COS
# available, AI?). Mike, can you let Marshall and Beverly know the time?

To: Solomon, Ian; Jaconi, Kristen; Albrecht, Stephen
Sent: Sat Mar 28 23:33:03 2009
Works for me
From: Solomon, Ian

Cc: Hsu, Michael; F1tzpayne, Alastair
Sent: Sat Mar 28 23:12:42 2009
Ron, Kristen, Mike, (and Steve)·· any conflicts after 8:15 pm tomorrow to talk comp generally and at our favorite
insurance company?

Cc: Hsu, Michael; Frtzpayne, Alastair
Sent: Sat Mar 28 23:04:49 2009
If it were in the evening, I could do 8:15 pm EST or later. Please email me tonight if the call is to be at 10:30 am EST.
Again, it may be helpful to have Ron Ferlazzo on the call as he is the exec camp deal lawyer. Thank you, Kristen
From: Solomon, Ian

Sent: Sat Mar 28 21:15:25 2009
Steve and Kristen, ideally one or both of you could make the call. Would 10:30 am ET or after 6 pm ET be better? What's
--_ -. - - - '
.From: Huebner, Marshall S.
Cc: James, Ethan T. ; Solomon, Ian; Albrecht, Stephen; Ferlazzo, Ronald; Jaconl, Kristen
T0003??
Sent: Sat Mar 28 21:11:12 2009
Unfortunately- and I truly apologize - I am not available between 11 and 6.
Also, does It make sense to have anyone from the Fed (Tom Baxter maybe?) join us?
------------'------_._-_.._-
cc: James, Ethan T.; Ian.Solomon@do.treas.gov ; Stephen.Albrecht@do.treas.gov ; Ronald.Ferlazzo@do.treas,gov ;
Krlsten.Jaconi@do.treas.gov
Sent: Sat Mar 28 18:27:36 2009
We would like to have a call sometime tomorrow -- erha s around noon or 1 m - to discuss •
Thanks,
-mike
--- --..,....,------
.....
Sent: Sat Mar 28 17:49:38 2009
Sub'ect: WARNING: MESSAGE ENCRYPTED fW: Current Bonus Details
To ensure compliance with requirements imposed by the IRS, we inform you that, unless explicitly provided
Revenue Code or (ii) promoting, marketing or recommending to anotller party any transaction or matter
addressed herein.
*************************
Beverly F. Chase
t000378
212-450-4383 (tel)
212-450-3383 (fax)
*************************
@alg.com]
@ey.com; Chase, BeverlY Fanger; James; Ethan T.;

James.Hennessy@nyJrb.org
(b) (6)
Enclo.s"d i~ our ~tate of plaY on the incentive data. Plea~e ~ee the notebelow~rovide~a~ummary of what i~
mi~~ing, Plea~e pass this along to whomever I mis~ed on the di~tribution Ii~t. _
seJl_
From
To: •
Subject: CurrentBonus Details
Attached i~ the latest bonu~ data we have available. It includes DaWn'~ Non-qualified information.
The report inclUdes both the March 23 tOMay 31 and the June 1 to December 3.1 periods. The JUnfi to December is not
complete as wfionly requirfid the first period details, If you prefer to only send the March to May Period let me know and I
No weekly payment schedules are included nor is the summary aswe did not get DaWn's data. until late> in the day, Also,
a~ we discu~~ed at about 6pm last evening, w'" will need 10 modify theforrnat of thfi ~ummary to <;mlyincludetri.le> bonu~
program~ in the> ~mall, medium and largeplan grouph.,gs, \iVe will keep theN Qual and Re>t"ntion in th",iri.lnique buckets
and ad hoc type program~ such a~~ign on and counter offer~, etc in a unique l:iuci<et as well.
Lelme know if you need any modification to the attached.
T000379
Sent: Saturday, March 28,200911:33 PM
To: Solomon, Ian; Jaconi, Kristen; Albrecht, Stephen
Cc: Hsu, Michael; Filzpayne, Alastair
Works for me
From: Solomon, Ian

Cc: Hsu, Michael; Filzpayne, Alastair
Sent: Sat Mar 2823:12:422009
Ron, Kristen, Mike, (and Steve) - any conflicts after 8:15 pm tomorrow to talk comp generally and at our favorite
insurance company?
, From: Jaconi, Kristen

Sent: Sat Mar 28 23:04:49 2009
Again, it may be helpful to have Ron Ferlazzo on the call as he is the exec camp deal lawyer. Thank you, Kristen
From: Solomon, Ian

--------"-~' -------
Sent: Sat Mar 28 21:15:25 2009

Sent: Sat Mar 28 21:11:12 2009
Subject: Re: cau tomorrow?
Unfortunately - and I truly apologize '- I am not available between 11 and 6.
T000380
From: Michae1.Hsu@do.treas.gov
T9: c:hase, Beverly Fahgeri Huebner, Marshall S.
Cc: James, Ethan T.; lan.$olomon@do.treas.gov i Stephen.Albrecht@do.treas.go\{ ; Ronald.Ferlazzo@do.treas.gov ;
Kristeh.JacOhi@do.treas.go\{
Sent: Sat Mar 2:8 18:2:7:36 2:009
Marshall and Beverly.
Ian Solomon (cc'd) is on the policy team at U$T He's been working on the camp iSSUe recently wi Albrecht and others.
Can you be available? Or shouldwe shoot fora different lime?
Thanks,
"mike
To ensure compliance withrequi~ements imposed by th(j IRS, We inform. you that,llnless eXplicitly provided
otherwise, any U.S. fegeraltaxadvice cQntained in this comm\1nicatiQn (including any attachments) is not
intended or written to bellsed, and cannot be used, for thepurpose of(i) avoidingpenalties under the Internal
addressedhetein..
**** ******* **** ** *** **-***
Beverly F. Chase
450 LexingtOh Avenue
New York, New york 10017
212A50A383 (tel)
212A50-3383 (fax)
*****•• *****************~
@ey.comi Chase, Beverly Fanger; James, Ethan T.;

James,Hennessy@ny.frb,org
(b) (6)
T00038I
Enclosed Is bur state of play on the incentive data. Please see the note beloWoVides a summary of what Is
missing. Please pass this along to whomever I missed on the distribution list,
To: iii •
(b) (6)
Attached is the latestbonus datil we have i3Viliiable. It includes Dawn's Non-quaJified Information.
The reportinclUclel> both the Milrch 23 to MilY 31 ancl the June 1 to December 31 periods. The June to December is not
complete as we only required the first period details. If you prefer to only send the March to May period let me knoW and I
wiU modify the file.
No weekly paYment schedules are Include,d nor Is the summary as We did not get Dawn's data until late In the day. Also,
as we disclJssed iltilbout (lpm last evening, we will need to modify the format of the summary to only Include true bonus
programs in, thesmali, medium and lilrge plan groupings. Wewill keep the N QUill and Ret€mtlon In their unique buckets
and ad hoc type progrilms such as "ign on and counter offers, etc In a unique bucket as Well.
Let me know If you need any modification to the attached.
T000382
From: Hsu, Michael
To: Solomon, Ian; Jaconi, Kristen; Albrecht, Stephen; Ferlazzo, Ronald
Cc: Fitipayne, Alastair .
Fine by me.
From: Solomon, Ian

Sent: Sat Mar 28 23:12:42 2009
Ron, Kristen, Mike, (and Steve) - any conflicts after 8:15 pm tomorrow to talk comp generally and at our favorite
insurance company?

Sent: Sat Mar 28 23:04:49 2009
Again, it may be helpful to have Ron Ferlazzo on the call as he is the exec comp deal lawyer. Thank you, Kristen
From: Solomon, Ian

Sent: Sat Mar 28 21:15:252009.
Steve and Kristen, ideally one.or both of you could make the cail. Would 10:30 am ET or after 6 pm ET be better? Whafs
better for you,Mike? Also, I'm inclined to keep it a Treasury call unless one of you feel strongly that frbny needs to be on.

Sent: Sat Mar 28 21:11:12 2009
T000383
From: Michael.Hsu@do.treas.\jov
To: Chase, Beverly Fanger; Huebner, Marshail S.
Cc: Jarnes, EthanT.; Ian.Solomon@dMreas.gov ; Stephen.Albrectlt@do.treas.gov ; Ronald.Ferlazzo@do.treas.gov ;
Sent: Sat Mar 28 18:27:36 2009
Marshall and Beveny,
Ian SolOmon (ee'd) is on the policy team at UST. He's been working on the comp issue recently wI Albrecht and others.
Thanks,
-mike
From: Chase, BeVerly Fan\jer

To: Albredlt, Stepheni Hsu,Michael
Cc: 'Jarnes.Hennessy@nyJrb.org' ; Sarah Dahlgren; Huebner, Marshall S. ; James, Ethan T.; Wright, John T.
Sent; Sat Mar2817:49:3.8 200~
Sub' ecl: WARNING: MESSAGE EiNCRYPTED FW: Current Bon4s Details
To ensure cornpliance with requirements imposed by theIRS, we infonnyou that, unless ex.plicitlyprovided
otherwise, any U.S. federal tax advice contained in this comnlUnication (including any attachments) is not
intended or written to be used, and cannot be used, for the purpose of (i) avoiding.penalties under the Internal
Revenue Code or (ii) promoting, marketing or recommending to another party any transaction or Inatter
addressed herein. .
*************************
Beverly:p. Chase
450 Lexington AverlUe
212.450-4383 (tel)
2IH50-3~83 (fax)
*************************
From [mallto· • J
To; 'Sarah.Dahlgren@nyJrb.or @ey.com; Chase; Beverly Fanger; James, Ethan T.;
'william.mur h .05@e .co James,HenllessY@hy.frb.org
Cc: (b) (6)
Subject:FW: Current BOhus' e ails
T000384
Enclosed is our st.ate of piay on the incentive data, Please see the note below_ovides a summary of what is
missing. Please pass this along to whomever I missed on the distribution list. .
(b) (6)
From
Sent:
To:' •
(b)(6)' '4 .
Attached is the latest bonus data we haye available. It includes Dawn's Non-qualified information.
The report includes both the March 23 to M<jy 31 and t~e June 1 to becem.ber31 periods. Tile ,June to December Is not
complet", as we only required the first period details, If you prefer to only send the March to May period lelme know and I
No weekly payment schedules are included m)r is the summary aswe did norget Dawn's data until late In the day. Also,
as we discusted at about 6pm last eyening; we will need to modify the format of the summary to onlyinclude true bonus
programs in the small, .medium and large plan groupings. We will keep the N Qual and Retention in their unique buckets
and ad hoc type programs such as sign on and counteroffers, etc in a unique bucket as well.
T000385
From: Solomon, Ian
Ron, Kristen, Mike, (and Steve) -- any conflicts after 8:15 pm tomorrow to talk camp generally and at our favorite
Insurance company?
-----_._---_._-------._--------------_.
Sent: Sat Mar 28 23:04:49 2009
If it were in the evening, I could do 8:15 pm EST or later Please email me tonight if the call is to be at 10:30 am EST.
Again, it may be helpful to have Ron Ferlazzo on the call as he is the exec camp deal lawyer Thank you, Kristen .
From: Solomon, Ian

Sent: Sat Mar 28 21:15:252009
Steve and Kristen, Ideally one or both of you could make the call. Would 10:30 am ET or after 6 pm ET be better? What's

To: Hsu, Michael; Chase, BeVerly Fanger
Sent: Sat Mar 28 21:11:12 2009
Sent: Sat Mar 28 18:27:36 2009
T000386
lan Solomon (cn'd) Is on the policy leam at UST He's been working on the camp issue recentlyw/ Albrecht and others.
Can you be available? Or should we shoot for e. different time?

Thanks,
-mike

Cc: 'JamesJlennessy@ny.frb.org' ; Sarah
Dahlgren; Huebner, Marshall S. ; James, Ethan T. ; Wright, John T.
Sent: Sat Maq8.17:49:~8.2009
Slib'etl:: WARNING: MESSAGEENC\<'YPTEp r=w: Current BOnus Details
To ensure coinpliancewith requirements imposed by the IRS, we ihform you that, unless explicitly provided
intended or written to be used, and cannot be used, for the plltposeof{i) avoidijlg penalties tmderthe Internal
addressed herein.
*************************
Beverly F. Chase
New¥ork,New ¥orkI0017
chase@dpw.com (eniail)
212-450-4383 (tel)
212-450-3383 (fax)
*************************
From: [mailto' • @aig.com]
Sent: Saturday, Marcil ;18, 20b95:26PM
To: 'Sarah.Pahlgren@ny.frb.o ,. martha.cook@ey.com; Chase, Beverly Fanger; James, Ethan T.;
'wi . Jarn~.Hennessy@ny.frb.org
CC (b) (6)
Su
Enclosed is our state 01 play on the incentive dala. Please see the note below which provides a summary of What is
missing; Please pass this along to Whomever I missed on lhe distribution list. . -
(b) (6)
T000387
(b) (6)
Attached is the latest bonus data we have available. It includes Dawn's Non-qualified information:
The report includes both the March 23 to May 31 and the June 1 to December 31 periods, The June to December is not
No weekly payment schedules are included nor is the summary as we did not get Dawn's data until late In the day. Also,
as we discussed at about 6pm last evening, we will need to modify the format of the summary to only include. true bonus
and ad noc type programs such as sign on and counter offers, etc in a unique bucket as well.
T000388
Cc: Hsu, Michaei; Fitzpayne, Alastair
If it were in the evening, I could do 8:15 pm EST or later. Please email me tonight If the call Is to be at 10:30 am EST.
Again, it may be helpful to have Ron Ferlazzo on the call as he Is the exec comp deal lawyer. Thank you, Kristen
.. _-------_._._--
From: Solomon, Ian
Sent: Sat Mar 28 21:15:252009
Steve and Kristen, ideally one or both of you could make the call. Would 10:30 Bm ET or after 6 pm ET be better? What's
better for you, Mike? Also, I'm inclined to keep It a Treasury call unless one of you feel strongly that frbny needs to be on.

Cc: James, Ethan T, ; Solomon, Ian; Albrecht, Stephen; Ferlazzo, Ronald; Jaconi, Kristen
Sent: Sat Mar 28 21:11:12 2009
From: MlchaeI.Hsu@do.treas.gov
Sent: Sat Mar 28 18:27:36 2009
Can you be available? Or shOUld we shoot for a different lime?
Thanks,
-mike
T000389
To ensure compliance with requirements hnP9sed by the IRS, we inform you that,unless \'xplicitly provided
otherwise, any U.S, federal tax advice contained in this communication(inchiding any attaclunents) is not
intended or written to be used, and cannotbe used, for the purpose of (i) avoiding penalties under the Internal
Revenue Code or (ii) promoting, marketing or recommei1ding to another pm1y any transaction 9r matter
addressed herein. .
*.~**.*******************
Beverly F. Chas\,
NeW-York, New York 10017
212A50·43~3 (tel)
212·450·3383 (fax)
************************~
~~~~;~ ~~;~6~~::~~:·;:'~·'@;i~:~;~J-·---·--········-----·-·--- ..-.- - ----.
To: 'Sarah.Dahlgren@nyJrb. @ey.com; Chase, Beverly F1lnger; James, Ethan T.;
'williarn.rnu .5@e ..com' James.Hennessy@l1yJrb.org
Cc: (:0)( 6)
Subject: FW; CUrrent Bonus Details
Enclosed is our state of playDn theincenllve data. Please see the note belOW_WhiCh
rovides a summary Of What is
missing. Please pass this along to whomever I missed on the distribution list
(h) (6)
From
sen~
.. attirda.· •March 2(>, 20Q911:Q4AM
To: • .• . .... . .. . .
Attached is the late"f bonus d1;,ta we have avaiiable. llincludes Dawn's Non-qualified information.
The report inclUdes both the March 23 to May 31 and the June 1 to December 31 periods. The June to December is not
complete a" we only reqUired the flr"t periOd detail". If you prefer to only "end the March to May period let me know and I
VViIi modify the file.
No weekly payment schedules are included nor i" the summary as we did not get Dawn'" data until late in the day, AI"o,
as we discussed at about6prn last evening, weliVili need to modify the format of the summary to only include true bonus
T000390
T000391
From: Hsu, Michael

To: Solomon, Ian; Albrecht, Stephen; Jaconi, Kristen
Cc: Fltzpayne, Alastair
Keep it to just us with the understanding that frbny will be informed.
I'm flexible.
From: Solomon, Ian

Sent: Sat Mar 28 21:15:25 2009

--_._-------
Cc: James, Ethan T. ; Solonion, Ian; Albrecht, -Stephen; Ferlazzo, Ronald; Jaconl, Kristen
Sent: Sat Mar 28 21:11:12 2009
Unfortunately - and I trUly apologize - I am not available between 11 and 6.
Shall we do moming or eve?
--_._-------.----
To: Chase, Beverly Fanger; Huebner, Marshall S,
ec: James, Ethan T.; Ian.Solomon@do.treas.gov ; Stephen.Albrecht@do.treas.gov ; Ronald.Ferlazzo@do.treas.gov ;
KristenJaconl@do.treas.gov
Sent: Sat Mar 28 18;27:36 2009
We would like to have a call sometime tomorrow.. erha s around noon or 1 m .. to discuss •
Thanks,
-mike
T000392
Sent: Sat Mar 2817:49:382009
Sub'ect: ARNING : MESSAGE ENCRYPTED FW: Current Bonus Details
To ensure compliance with requirements imposed by the IRS, we infonn you that, unless explicitly provided
addressed herein.
*************************
Beverly F. Chase
chase@dpw,com (email)
212-450-4383 (tel)
212-450-3383 (fax)
*******************~*****
From:~[mail~@aig.com]
To: 'Sarah.Dahlgren@ny.frb. ' @ey,com; Chase, Beverly Fanger; James, Ethan T.;
'william,mur hOe .com' Ja'mes.Hennessy@ny.frb.org
C (b) (6)
Subject: FW: Current Bonus Details
Enclosed is our state of play on the incentive data, Please see the note belo~rovides a summary of what is
missing, Please pass this along to whomever I missed on the distribution I I s t _
Ffomllllllllllll
Sent: Saturda March 28 2009 11:04 AM
To:" ..
Attached is the latest bonus data we have available, It includes Dawn's Non-qualified information,
The report includes both the March 23 to May 31 and the June 1 to December 31 periods, The June to December is not
complete as we only required the first period detaiis, If you prefer to only send the March to May period let me know and I
No weekly payment schedules are included nor is the summary as we did not get Dawn's data until late in the day, Aiso,
T000393
programs In the small, medium and large plan groupings. We will keep the N Qual and Retention In their unique buckets
and ad hoc type programs such as sign on and counter offers, etc In a unique bucket as well.
T000394
From: Solomon, Ian
SUbject: Fw: Call tomorrow?
better for you, Mike? Also, I'm Inclined to keep it a Treasury call unless one of you feel strongly that frbny needs to be on.
._.---------_._•._.--._--
Sent: Sat Mar 28 21:11:12 2009
Cc: James, Ethan T.; Ian.5olomon@do.treas.gov ; Stephen.Albrecht@do.treas.gov ; Ronald.Ferlazzo@do.treas.gov ;
Sent: Sat Mar 28 18:27:36 2009
Ian Solomon (cc'd) is on the policy team at UST. He's been working on the comp issue recentiy wi Aibrecht and others.
Thanks,
-mike

Sent: Sat Mar 28 17:49:38 2009
Sub-ect: WARNING: MESSAGE ENCRYPTED FW: Current Bonus Details
T000395
To ensure compliance with requirements imposed by the IRS, we infoml you that, unless explicitly provided
Revenue Code or (ii) promoting, marketing or reeommending to another party any transaetion or matter
addressed herein.
*************************
Beverly F. Chase
ehase@dpw.com (email)
212-450-4383 (tel)
212-450-3383 (fax)
*************************
__..""",...
~"~, ..,. ,.,,,,,..... .... •.'"•..
""".",,,,,,.,"""'""',·b,,~,,, . ,,.•...•
~'.~ '".,.,.,.«,".',.,~" "','".~~,,,. ,,,,,,,,,,,,,,\,,,.,,,~.,,,~ <>,,,,,,",,,,,,",~ ,.".·.,_".""y"."".""~,_.v,'·"'~~.·"u,.,· ... ·",,,,~,.,,, , .• ,.,.~,,",.- ...... <~, .•,., •• ,~," .~,~ __ .,_> ,'_'~~"""'~".~~ __'_"'__ '~
F r o m - , [mail~@alg.com]
Sent: saturday, March 28, 2009 5:26 PM
To: 'Sarah.Dahlgren@nyJrb. ey.com; Chase, Beverly Fanger; James, Ethan T.;
'willlam.mur h com" ames.Hennessy@ny.frb,org
Cc: b) (6)
SUbJe :
Enclosed Is our state of play on the Incentive data. Please see the note belo~ovides a summary of what Is
missing. Please pass this along to whomever I missed on the distribution I I s t . _
(b) (6)
From:,-
Sent: saturda March 28 2009 11:04 AM
To
SUbject: Current Bonus Details
Attached Is the latest bonus data we have available. It includes Dawn's Non-qualified Information.
The report Includes both the March 23 to May 31 and the June 1 to December 31 periods. The June to December Is not
as we discussed at about 6pm last evening, we will need to mOclify the format of the summary to only include true bonus
programs In the small, medium and large plan groupings. We will keep the N Qual and Retention In their unique buckets
.and ad hoc type programs such as sign on and counter offers, etc in a unique bucket as well.
Let me know if you need any modification to the attached,
1000396

Cc: James, Ethan T.; Solomon, Ian; Albrecht, Stephen: Ferlazzo, Ronald; Jaconi, KristenDisabled
Sent: Sat Mar 28 18:27:36 2009
We would like to have a call sometime tomorrow - erba s around noon or 1 m - to discuss •
Thanks,
-mike

Sent: Sat Mar 28 17:49:382009
To ensure compliance with requirements imposed by the IRS, we inform you that, unless explicitly provided.
intended or written to be used, and cannot be used, for the purpose of 0) avoiding penalties under the Internal
Revenue Code or Oi) promoting, marketing or recommending to another party any transaction or matter
addressed herein,
T000397
*************************
Beverly F. Chase
212-450-4383 (tel)
212-450-3383 (fax)
*************************
From: . [mail~@aig.tomJ
Sent: Saturday, March 28, 2009 5:26 PM .
To: 'Sarah.Dahlgren@ny.frb. @ey.com; Chase, Beverly Fanger; James, Ethan T.;
'william.mur h 05@e .com'; JameS.Hehnessy@nyJrb.org
Cc: (b) (6)
Subject: FW: urrent onus
Ehclose(i is out state of play on the incentive data..Please see the note below_ovides a summary of what is
missing. Please PflSS this along to whomever I missed on the distribution list • •
Attached is the latest bonus datfl we have available. ltincludes Dawn's Non..qualified infOrmation.
The report includes both the Mflrch 23 to May 31 and the Juhe.1 to December 31 p~riods. The Jun", to De<::ember is not
complet", as we only require(ithe first period details. If you prefer to only send the March to May period letme knOW and I
wnt modify the file.
No weekly pflymentschedules are inclu(ie(inor is the summary as we did not get paWn's.dflta untillatein the dflY. Also.
flS we disCUssed at about 6pm last evening, we will need to modify the formatofthe summary to only include true bonus
programs in the smflll, mediumahd large plan groupings, We Will keep the N QUai anti Retention in their Unique bUckets
and fld hoc type progrflmS such as sign on and counter offers. etc in fl unique bucket flS well.
Let me know if you need flny modificfltion to the flttached.
T000398
From: Huebner, Marshall S. [marshall.huebner@dpw.comj

Sent: Saturday, March 28, 2009 9: 11 PM
Cc: James, Ethan T.; Solomon, Ian; Albrecht, Stephen; Ferlazzo, Ronald; Jaconi, KristenDlsabled .
Shall we do moming or eve?
From:MichaeI.Hsu@do,treas.gov
To: Chase, Beverly Fanger; Huebner, Marshall S. .
KristenJaconi@do.treas.gov
Sent: Sat Mar 28 18:27:36 2009
Thanks,
-mike

Sent: Sat Mar 28 17:49:38 2009 .
Sub"ect: WARNING: MESSAGE ENCRYPTED FW: Current Bonus Details
addressed herein.
T000399
*************************
Beverly F. Chase
212-450-4383 (tel)
212-450-3383 (fax)
*************************
(b) (6) ~~~:_~w:I~~===;;::~
ai;-;~T(bT(6 ;:- . ;--._.__._.__._._...._._--.._.-.~ . _._.. _..
TO): 'Sarah,Dahlgren@ny.frb. @ey.com; Chas!", Bev!"rly Fanger; James, Ethan T.;
'willi mu h 0 . James.Henn~ssy@ny.frb.org
(b) (6)ee ( ) (6)
SUI»ec :
Enclosed Is our state of play on the incentive data. Please seethe noteblllO.hiCh
rovides a summary of what is
missing. Please pass this along to whomever ImisSlld on the distribution list.
s.e_
---~~
FY()m:
TO)
...
(0) (6)

-._._._-
(0) (6)
--_.. _-_._----
(
_ _ (0)(6)
AttachediS the latestbonus data We have available. It includes Dawn's Non-qualified information.
The report includes both the March 23 to May 31 and the June 1. to December 31 periods. The June to December is not.
complete as we only required the first period details. If you prefer to only send the March to MaY period let me ~now and I
No weekly payment schedules are included norls the summary as we did not get Dawn'3data uritillate In the day. Also,
as we discussed at about 6pmlast evening, We will need to modify the. format of the summary to only include true bOnUS
programs in the small, medium and largeplangroupJngs. We will keep. the N Qual and R.etention in their unique buckets
and ad hoc type programs such as sign on and counter offers, etc ina unique bucket as well.
T000400
From: Chase, Beverly Fanger [beverly.chase@dpw.com]

To: Hsu, Michael; Huebner, Marshall S.
Cc: James, Ethan T.; Solomon, Ian; Albrecht, Stephen; Ferlazzo, Ronald; Jaconi, KristenDisabled
Works for me. I can be flexible tomorrow.
addressed herein.
*******************~*****
Beverly F. Chase
212-450-4383 (tel)
212A50-3383 (fax)
*************************
From: Michael.Hsu@do.treas.gov [mailto:Michael.Hsu@do.treas.gov]
Cc: James, Ethan T.; Ian.Solomon@do.treas.gov; Stephen.Albrecht@do.treas.gov; Ronald.Ferlazzo@do.treas.gov;
KristenJaconi@do.treas.gov
Thanks,
-mike

Sent: Sat Mar 28 17:49:382009
Sub'ect: WARNING: MESSAGE ENCRYPTED
(b) (5)
T000401
Shaw. Karen (Contractor)

To: 'Brown, Tristan'; Tackney, Stephen; 'Cooper, Elizabeth A'; Schaffer, Laurie; 'Lin, Grace C';
Reeder, W Thomas
SUbject: RE: Exchange Agremeent Rider for Executive Compensation Provisions
Thanks Tristan - we're reviewing.
--._-"---"_.._-----"-""---------------
From: Brown, Tristan [mailto:TBrown@stblaw.com]
To: Tackney, Stephen; Cooper, Elizabeth A; Schaffer, Laurie; Lin, Grace C; Albrecht, Stephen; Reeder, W Thomas
Subject: Exchange Agremeent Rider for Executive Compensation Provisions
Steve A:
Best Regards
Tristan
Tristan Brown
Simpson Thacher & Bartlett LLP
2550 Hanover St.
Palo Alto, California 94304
Tel: (650) 251-5140

Fax: (650) 251-5002
tbrown@stblaw.com
IRS Circular 230 Disclosure: To ensure compliance with requirements imposed by the IRS, we inform you that any tax
advice contained in this communication (including any attachments) was not intended or written to be used, and cannot be
used, for the purpose of (i) avoiding tax-related penalties under federal, state or local tax law or (iI) promoting, marketing
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CREW: Department of The Treasury: Regarding AIG Bonuses: 7/15/10 - 2009-03-124 - Binder 1

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CREW: Department of The Treasury: Regarding AIG Bonuses: 7/15/10 - 2009-03-124 - Binder 1

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Gay.

A couple of interesting stories from last night.

(Adds reference to restructuring in third paragraph.)

"We are presently working with the Department of Justice

From: Williams, Andrew

I don't have eoneerns here, let me know if you do.

March 27, 2009

2 Top Executives Leave A.I.G. French Unit

From: Albrecht, Stephen

From: Lambright, James

For alg exec compo

From: Cutter, Stephanie

From: Hsu, Michael

From: Cutter, Stephanie

From: Ed Andrews [mailto:edandr@nytimes,com]

From: Paula Dwyer [mailto:dwyerp@nytimes.com]

For Related News and Information:

--Editors: David Tweed, Robin Meszoly

To contact the reporters on this story:

To contact the editor responsible for this story:

From: Hsu, Michael

From: Tae, Michael

From: Kabaker, Matthew

4,763 to 1. But we got 1!

The Case for Paying Out Bonuses at A.I.G.

It doesn't seem fair.

Everyone from ,Er-f.m"d~]]lo.hiJ.lllJI down seems outraged by this. The president

So as unpalatable as it seems, taxpayers need to keep some of these brainiacs in their

From: James :Hennessy

From: Cutter, Stephanie

What is this? We need your help dissecting this stuff.

From: Hsu, Michael

James HennessyfNYfFRS To .M.i!<.I.lli~..§Y@gg.Jrgg§.,.9..Q.~, .§.tephen.aIQLeachf@doJreas,gov

Here it is, Password isBm (b) (5)

Anything since then?

From: Hsu, Michael

To James,Hennessy@nyJrb.org, Sarah.Oahlgren@ny.frb.org.&t!ban lames@dpw.com

To James.Hennessy@ny-frb.Qrq, Sarah.Dahlgren@nyfib,ora, ethanJalnes@dPWcom

MlchaeI.Hsu@do.treas.gov To James,Hfmnessy@ny.frb.org, Sarah.Dahlgren@ny.frb.org, ethan-iames@dow.com

From: James. Hennessy@ny.frb.org

From: James.Hennessy@ny.frb.org [mailto:James.Hennessy@ny.frb.org]

From: Albrecht, Stephen

Original Message -----

From: Wolfteich, Paul

From: Barofsky, Neil

From: U.S. Department of the Treasury [mailto:subscriptions@subscriptions.treas.govj

e~Yity Capital CefAmltmerlt

Federal Rose,,'e RovelviAg C,odit F-aGility-

Seout#/zatfeR sf ["lie lRSf:Jt=aRSe Gash ,c,'fJvvs

ResbsWRAfj of Oilier Terms

• AIG TOFfFl ~H=teet

MF qblostlsA&-eF problems with-trns su13seFifltion serviss. email 5I:JppoFt@G!QvelelivclY.Goffi.

TAis se"'ise is woviaea to yelf-al-RG-£harge by the U.s. DeGartmeAt of tAe Treas",,!,.

From: Barofsky, Neil

From: Wolfteich, Paul

From: Barofsky, Neil

From: U.S. Department of the Treasury [mailto:subscrlptions@subscriptions.treas.gov]

~1~~iefl..Gu_tive ~erpel"al preferred shares fe, Aew preferrea sRar<Js-'NiU, revised

EqYily Capital CommitmeAt

o--AIG Te,m Sheel

For €tYestie~s-witA-4his sijbsaripuen serviss, email SloJppor:f:@gevElclivorv.Gom.

Tfli&6eFVIse Is Wevi<leelo you at ~e oharge By lhe U.S. DepaflffleAt ofthe TFeas""&

From: Barofsky, Nell