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Aig Life Of Bermuda Inactive

Filed: 2 Mar 11, 12:00am

The Securities and Exchange Commission has not necessarily reviewed the information in this filing and has not determined if it is accurate and complete.
The reader should not assume that the information is accurate and complete.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM D

Notice of Exempt Offering of Securities

OMB APPROVAL
OMB Number:3235-0076
Estimated average burden
hours per response:4.00

1. Issuer's Identity

CIK (Filer ID Number)Previous Names
XNone
Entity Type
0001448930
XCorporation
  Limited Partnership
  Limited Liability Company
  General Partnership
  Business Trust
  Other (Specify)

Name of Issuer
AIG LIFE OF BERMUDA LTD
Jurisdiction of Incorporation/Organization
BERMUDA
Year of Incorporation/Organization
XOver Five Years Ago
  Within Last Five Years (Specify Year)
  Yet to Be Formed

2. Principal Place of Business and Contact Information

Name of Issuer
AIG LIFE OF BERMUDA LTD
Street Address 1Street Address 2
THE CHARTIS BUILDING29 RICHMOND ROAD
CityState/Province/CountryZIP/PostalCodePhone Number of Issuer
PEMBROKEBERMUDAHM 08441-298-5311

3. Related Persons

Last NameFirst NameMiddle Name
CummingsDon
Street Address 1Street Address 2
2929 Allen Parkway
CityState/Province/CountryZIP/PostalCode
HoustonTEXAS77019
Relationship:XExecutive OfficerXDirector  Promoter

Clarification of Response (if Necessary):

Director, Chairman of the Board and Chief Executive Officer
Last NameFirst NameMiddle Name
Herbert, Jr.RobertFrank
Street Address 1Street Address 2
2727-A Allen Parkway
CityState/Province/CountryZIP/PostalCode
HoustonTEXAS77019
Relationship:XExecutive OfficerXDirector  Promoter

Clarification of Response (if Necessary):

Director, Senior Vice President and Chief Financial Officer
Last NameFirst NameMiddle Name
CubbonStephenGeorge
Street Address 1Street Address 2
The Chartis Building29 Richmond Road
CityState/Province/CountryZIP/PostalCode
PembrokeBERMUDAHM 08
Relationship:XExecutive OfficerXDirector  Promoter

Clarification of Response (if Necessary):

Director, President and Deputy Chairman
Last NameFirst NameMiddle Name
BergquistLars
Street Address 1Street Address 2
The Chartis Building29 Richmond Road
CityState/Province/CountryZIP/PostalCode
PembrokeBERMUDAHM 08
Relationship:XExecutive OfficerXDirector  Promoter

Clarification of Response (if Necessary):

Director and Executive Vice President
Last NameFirst NameMiddle Name
JenningsKyle
Street Address 1Street Address 2
2929 Allen Parkway
CityState/Province/CountryZIP/PostalCode
HoustonTEXAS77019
Relationship:  Executive OfficerXDirector  Promoter

Clarification of Response (if Necessary):

Director
Last NameFirst NameMiddle Name
FarrokhiFarideh
Street Address 1Street Address 2
2727-A Allen Parkway
CityState/Province/CountryZIP/PostalCode
HoustonTEXAS77019
Relationship:XExecutive Officer  Director  Promoter

Clarification of Response (if Necessary):

Vice President and Treasurer
Last NameFirst NameMiddle Name
PhilipAnthony
Street Address 1Street Address 2
The Chartis Building29 Richmond Road
CityState/Province/CountryZIP/PostalCode
PembrokeBERMUDAHM 08
Relationship:XExecutive Officer  Director  Promoter

Clarification of Response (if Necessary):

Secretary

4. Industry Group

  Agriculture
Banking & Financial Services
  Commercial Banking
XInsurance
  Investing
  Investment Banking
  Pooled Investment Fund
Is the issuer registered as
an investment company under
the Investment Company
Act of 1940?
  Yes  No
  Other Banking & Financial Services
  Business Services
Energy
  Coal Mining
  Electric Utilities
  Energy Conservation
  Environmental Services
  Oil & Gas
  Other Energy
Health Care
  Biotechnology
  Health Insurance
  Hospitals & Physicians
  Pharmaceuticals
  Other Health Care
  Manufacturing
Real Estate
  Commercial
  Construction
  REITS & Finance
  Residential
  Other Real Estate
  
Retailing
  
Restaurants
Technology
  Computers
  Telecommunications
  Other Technology
Travel
  Airlines & Airports
  Lodging & Conventions
  Tourism & Travel Services
  Other Travel
  
Other

5. Issuer Size

Revenue RangeORAggregate Net Asset Value Range
  No Revenues  No Aggregate Net Asset Value
  $1 - $1,000,000  $1 - $5,000,000
  $1,000,001 - $5,000,000  $5,000,001 - $25,000,000
  $5,000,001 - $25,000,000  $25,000,001 - $50,000,000
  $25,000,001 - $100,000,000  $50,000,001 - $100,000,000
XOver $100,000,000  Over $100,000,000
  Decline to Disclose  Decline to Disclose
  Not Applicable  Not Applicable

6. Federal Exemption(s) and Exclusion(s) Claimed (select all that apply)

  Rule 504(b)(1) (not (i), (ii) or (iii))  Rule 505
  Rule 504 (b)(1)(i)XRule 506
  Rule 504 (b)(1)(ii)  Securities Act Section 4(5)
  Rule 504 (b)(1)(iii)XInvestment Company Act Section 3(c)
  Section 3(c)(1)  Section 3(c)(9)  
  Section 3(c)(2)  Section 3(c)(10)
  Section 3(c)(3)  Section 3(c)(11)
  Section 3(c)(4)  Section 3(c)(12)
  Section 3(c)(5)  Section 3(c)(13)
  Section 3(c)(6)  Section 3(c)(14)
XSection 3(c)(7)

7. Type of Filing

XNew NoticeDate of First Sale2010-03-12  First Sale Yet to Occur
  Amendment

8. Duration of Offering

Does the Issuer intend this offering to last more than one year?
XYes  No

9. Type(s) of Securities Offered (select all that apply)

  Equity  Pooled Investment Fund Interests
  Debt  Tenant-in-Common Securities
  Option, Warrant or Other Right to Acquire Another Security  Mineral Property Securities
  Security to be Acquired Upon Exercise of Option, Warrant or Other Right to Acquire SecurityXOther (describe)
Global Estate Manager III Variable Universal Life Insurance. The date of first sale was in previous years and is unknown.

10. Business Combination Transaction

Is this offering being made in connection with a business combination transaction, such as a merger, acquisition or exchange offer?
  YesXNo

Clarification of Response (if Necessary):

11. Minimum Investment

Minimum investment accepted from any outside investor$500,000USD

12. Sales Compensation

Recipient
Recipient CRD NumberXNone
Insurance Distributors InternationalNone
(Associated) Broker or DealerXNone
(Associated) Broker or Dealer CRD NumberXNone
Insurance Distributors InternationalNone
Street Address 1Street Address 2
c/o HSBC International Mgmt (Bermuda)Contin. Bldg. Ste 2509, 25 Church Street
CityState/Province/CountryZIP/Postal Code
HamiltonBERMUDAHM 12
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
  All States
XForeign/non-US

Recipient
Recipient CRD NumberXNone
Insurance Placement Ser. (Bermuda), Ltd.None
(Associated) Broker or DealerXNone
(Associated) Broker or Dealer CRD NumberXNone
Insurance Placement Ser. (Bermuda), Ltd.None
Street Address 1Street Address 2
c/o Appleby Mgmt. (Bermuda)Argyle House, 41A Cedar Ave.
CityState/Province/CountryZIP/Postal Code
HamiltonBERMUDAHM 12
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
  All States
XForeign/non-US

Recipient
Recipient CRD NumberXNone
New Castle Consultants (Cayman), Ltd.None
(Associated) Broker or DealerXNone
(Associated) Broker or Dealer CRD NumberXNone
New Castle Consultants (Cayman), Ltd.None
Street Address 1Street Address 2
c/o Royal Bank Canada-T. McCarthy24 Shedden Rd, PO Box 1586
CityState/Province/CountryZIP/Postal Code
Georgetown, Grand Cayman KYCAYMAN ISLANDS1-1110
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
  All States
XForeign/non-US

Recipient
Recipient CRD NumberXNone
Northstar Group (Bermuda), Ltd.None
(Associated) Broker or DealerXNone
(Associated) Broker or Dealer CRD NumberXNone
Northstar Group (Bermuda), Ltd.None
Street Address 1Street Address 2
11 Victoria StreetPO Box HM 255
CityState/Province/CountryZIP/Postal Code
HamiltonBERMUDAHM AX
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
  All States
XForeign/non-US

Recipient
Recipient CRD NumberXNone
Peter M. Williams Worldwide, Ltd.None
(Associated) Broker or DealerXNone
(Associated) Broker or Dealer CRD NumberXNone
Peter M. Williams Worldwide, Ltd.None
Street Address 1Street Address 2
PO Box 146Wickams Cay 1, Trident Chambers
CityState/Province/CountryZIP/Postal Code
Road Town, TortolaVIRGIN ISLANDS, BRITISH00000
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
  All States
XForeign/non-US

Recipient
Recipient CRD NumberXNone
PPLI International, Ltd.None
(Associated) Broker or DealerXNone
(Associated) Broker or Dealer CRD NumberXNone
PPLI International, Ltd.None
Street Address 1Street Address 2
Clarendon House2 Church Street
CityState/Province/CountryZIP/Postal Code
HamiltonBERMUDAHM 11
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
  All States
XForeign/non-US

Recipient
Recipient CRD NumberXNone
Quellos (Bermuda), Ltd.None
(Associated) Broker or DealerXNone
(Associated) Broker or Dealer CRD NumberXNone
Quellos (Bermuda), Ltd.None
Street Address 1Street Address 2
c/o Codon Services, Ltd.Clarendon House, 2 Church Street
CityState/Province/CountryZIP/Postal Code
HamiltonBERMUDAHM 11
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
  All States
XForeign/non-US

Recipient
Recipient CRD NumberXNone
Rushmore International Consulting, Ltd.None
(Associated) Broker or DealerXNone
(Associated) Broker or Dealer CRD NumberXNone
Rushmore International Consulting, Ltd.None
Street Address 1Street Address 2
c/o Holowesko & Co, Attn: Rushmore InterPO Box N 7776-348
CityState/Province/CountryZIP/Postal Code
NassauBAHAMAS00000
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
  All States
XForeign/non-US

Recipient
Recipient CRD NumberXNone
Sterling Resources, Ltd.None
(Associated) Broker or DealerXNone
(Associated) Broker or Dealer CRD NumberXNone
Sterling Resources, Ltd.None
Street Address 1Street Address 2
c/o Appleby, Canons Court22 Victoria St., SPO Box HM 1179
CityState/Province/CountryZIP/Postal Code
HamiltonBERMUDAHM EX
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
  All States
XForeign/non-US

Recipient
Recipient CRD NumberXNone
Stern Capital LimitedNone
(Associated) Broker or DealerXNone
(Associated) Broker or Dealer CRD NumberXNone
Stern Capital LimitedNone
Street Address 1Street Address 2
c/o Watford Srvs, 3 Mangrove Bay RoadPO Box MA320
CityState/Province/CountryZIP/Postal Code
Sandys ParishBERMUDAMA BX
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
  All States
XForeign/non-US

Recipient
Recipient CRD NumberXNone
TJE & AssociatesNone
(Associated) Broker or DealerXNone
(Associated) Broker or Dealer CRD NumberXNone
TJE & AssociatesNone
Street Address 1Street Address 2
Templeton Bldg, 330 West Bay St.Lyford Cay PO Box N-7776
CityState/Province/CountryZIP/Postal Code
NassauBAHAMAS00000
State(s) of Solicitation (select all that apply)
Check “All States” or check individual States
  All States
XForeign/non-US

13. Offering and Sales Amounts

Total Offering AmountUSD
orXIndefinite
Total Amount Sold$931,013,553USD
Total Remaining to be SoldUSD
orXIndefinite

Clarification of Response (if Necessary):

14. Investors

  
Select if securities in the offering have been or may be sold to persons who do not qualify as accredited investors, and enter the number of such non-accredited investors who already have invested in the offering.
Regardless of whether securities in the offering have been or may be sold to persons who do not qualify as accredited investors, enter the total number of investors who already have invested in the offering:
92

15. Sales Commissions & Finder's Fees Expenses

Provide separately the amounts of sales commissions and finders fees expenses, if any. If the amount of an expenditure is not known, provide an estimate and check the box next to the amount.

Sales Commissions$0USD
XEstimate
Finders' Fees$1,523,299USD
XEstimate

Clarification of Response (if Necessary):

16. Use of Proceeds

Provide the amount of the gross proceeds of the offering that has been or is proposed to be used for payments to any of the persons required to be named as executive officers, directors or promoters in response to Item 3 above. If the amount is unknown, provide an estimate and check the box next to the amount.

$0USD
  Estimate

Clarification of Response (if Necessary):

Signature and Submission

Please verify the information you have entered and review the Terms of Submission below before signing and clicking SUBMIT below to file this notice.

Terms of Submission

In submitting this notice, each issuer named above is:
  • Notifying the SEC and/or each State in which this notice is filed of the offering of securities described and undertaking to furnish them, upon written request, in the accordance with applicable law, the information furnished to offerees.*
  • Irrevocably appointing each of the Secretary of the SEC and, the Securities Administrator or other legally designated officer of the State in which the issuer maintains its principal place of business and any State in which this notice is filed, as its agents for service of process, and agreeing that these persons may accept service on its behalf, of any notice, process or pleading, and further agreeing that such service may be made by registered or certified mail, in any Federal or state action, administrative proceeding, or arbitration brought against the issuer in any place subject to the jurisdiction of the United States, if the action, proceeding or arbitration (a) arises out of any activity in connection with the offering of securities that is the subject of this notice, and (b) is founded, directly or indirectly, upon the provisions of:  (i) the Securities Act of 1933, the Securities Exchange Act of 1934, the Trust Indenture Act of 1939, the Investment Company Act of 1940, or the Investment Advisers Act of 1940, or any rule or regulation under any of these statutes, or (ii) the laws of the State in which the issuer maintains its principal place of business or any State in which this notice is filed.
  • Certifying that, if the issuer is claiming a Rule 505 exemption, the issuer is not disqualified from relying on Rule 505 for one of the reasons stated in Rule 505(b)(2)(iii).

Each Issuer identified above has read this notice, knows the contents to be true, and has duly caused this notice to be signed on its behalf by the undersigned duly authorized person.

For signature, type in the signer's name or other letters or characters adopted or authorized as the signer's signature.

IssuerSignatureName of SignerTitleDate
AIG LIFE OF BERMUDA LTDJENNIFER P. POWELLJennifer P. PowellAssociate General Counsel2011-03-02

Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.

* This undertaking does not affect any limits Section 102(a) of the National Securities Markets Improvement Act of 1996 ("NSMIA") [Pub. L. No. 104-290, 110 Stat. 3416 (Oct. 11, 1996)] imposes on the ability of States to require information. As a result, if the securities that are the subject of this Form D are "covered securities" for purposes of NSMIA, whether in all instances or due to the nature of the offering that is the subject of this Form D, States cannot routinely require offering materials under this undertaking or otherwise and can require offering materials only to the extent NSMIA permits them to do so under NSMIA's preservation of their anti-fraud authority.