Sec Form 4 Filing - AMERICAN INTERNATIONAL GROUP INC @ CLEARBRIDGE AMERICAN ENERGY MLP FUND INC. - 2018-11-16

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person AMERICAN INTERNATIONAL GROUP INC 2. Issuer Name and Ticker or Trading Symbol CLEARBRIDGE AMERICAN ENERGY MLP FUND INC. [ CBA] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner _____ Officer (give title below) X __ Other (specify below) See Remarks (Last) (First) (Middle) 175 WATER STREET 3. Date of Earliest Transaction (MM/DD/YY) 11/16/2018 (Street) NEW YORK, NY10038 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) _____ Form filed by One Reporting Person __ X __ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Series A Mandatory Redeemable Preferred Stock 11/16/2018 J( 1 ) 30 D 0 I Held through subsidiaries ( 2 ) Series B Mandatory Redeemable Preferred Stock 11/16/2018 J( 1 ) 70 D 0 I Held through subsidiaries ( 3 ) 4.51% Series C Senior Secured Notes due October 15, 2023 11/16/2018 J( 1 ) 16,887,467.92 ( 4 ) D 0 I Held through subsidiaries ( 5 ) 4.66% Series D Senior Secured Notes due October 15, 2025 11/16/2018 J( 1 ) 22,643,477.92 ( 4 ) D 0 I Held through subsidiaries ( 6 )

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other AMERICAN INTERNATIONAL GROUP INC 175 WATER STREET NEW YORK, NY10038 See Remarks Lexington Insurance Co 99 HIGH ST, FLOOR 23 BOSTON, MA02110-2378 See Remarks United States Life Insurance Co in the City of New York 175 WATER STREET NEW YORK, NY10038 See Remarks AMERICAN GENERAL LIFE INSURANCE CO 2727-A ALLEN PARKWAY HOUSTON, TX77019 See Remarks Signatures /s/ Geoffrey N. Cornell, Authorized Signatory of American International Group, Inc. 11/16/2018 Signature of Reporting Person Date /s/ Tanya Kent, Authorized Signatory of Lexington Insurance Company 11/16/2018 Signature of Reporting Person Date /s/ Julie A. Cotton Hearne, Authorized Signatory of The United States Life Insurance Company in The City of New York 11/16/2018 Signature of Reporting Person Date /s/ Julie A. Cotton Hearne, Authorized Signatory of American General Life Insurance Company 11/16/2018 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Disposed of pursuant to merger agreement between the issuer and ClearBridge Energy Midstream Opportunity Fund Inc. ("EMO") in exchange for an equivalent security of EMO at the effective time of the merger as described below. ( 2 )Immediately prior to the effective time of the merger, Lexington Insurance Company ("Lexington") and The United States Life Insurance Company in The City of New York ("USLIC"), each an indirect wholly owned subsidiary of American International Group, Inc. ("AIG"), directly held 10 shares and 20 shares, respectively, of the Series A Mandatory Redeemable Preferred Stock (the "Series A MRPS"). AIG is an indirect beneficial owner of the Series A MRPS. In connection with the merger, such Series A MRPS were converted into 10 shares and 20 shares, respectively, of the Series D Mandatory Redeemable Preferred Stock of EMO having identical terms. ( 3 )Immediately prior to the effective time of the merger, American General Life Insurance Company ("AGLIC") and Lexington, each an indirect wholly owned subsidiary of AIG, directly held 47 shares and 23 shares, respectively, of the Series B Mandatory Redeemable Preferred Stock (the "Series B MRPS"). AIG is an indirect beneficial owner of the Series B MRPS. In connection with the merger, such Series B MRPS were converted into 47 shares and 23 shares, respectively, of the Series E Mandatory Redeemable Preferred Stock of EMO having identical terms. ( 4 )The amount shown reflects a cash dollar value. ( 5 )Immediately prior to the effective time of the merger, AGLIC and American Home Assurance Company ("AHAC"), each an indirect wholly owned subsidiary of AIG, directly held $11,525,696.92 principal amount and $5,361,771.00 principal amount, respectively, of the 4.51% Series C Senior Secured Notes due October 15, 2023 (the "Series C Notes"). AIG is an indirect beneficial owner of the Series C Notes. In connection with the merger, the obligations under such Series C Notes were assumed by EMO. ( 6 )Immediately prior to the effective time of the merger, AGLIC, AHAC, USLIC and The Variable Annuity Life Insurance Company ("VALIC"), each an indirect wholly owned subsidiary of AIG, directly held $3,000,260.87 principal amount, $7,189,304.00 principal amount, $2,264,347.83 principal amount and $10,189,565.22 principal amount, respectively, of the 4.66% Series D Senior Secured Notes due October 15, 2025 (the "Series D Notes"). AIG is an indirect beneficial owner of the Series D Notes. In connection with the merger, the obligations under such Series D Notes were assumed by EMO.

Remarks: Filed pursuant to Section 30(h) of the Investment Company Act of 1940.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

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