Filed by: American General Corporation
                              Pursuant to Rule 425 under the Securities Act of
                              1933
                              Subject Company: American General Corporation
                              Commission File No:  001-07981



Prudential plc and American General Corporation (the "Company") will be
filing a proxy statement/prospectus and other relevant documents concerning
the proposed transaction with the SEC. INVESTORS ARE URGED TO READ THE
PROXY STATEMENT/PROSPECTUS WHEN IT BECOMES AVAILABLE AND ANY OTHER RELEVANT
DOCUMENTS FILED WITH THE SEC BECAUSE THEY WILL CONTAIN IMPORTANT
INFORMATION ON THE PROPOSED TRANSACTION. Investors will be able to obtain
the document free of charge at the SEC's website (www.sec.gov). In
addition, documents filed with the SEC by the Company may be obtained free
of charge by contacting the Company, 2929 Allen Parkway, Houston, Texas,
77019, Attention: Investor Relations (tel.: (713) 522-1111). INVESTORS
SHOULD READ THE PROXY STATEMENT/PROSPECTUS CAREFULLY WHEN IT BECOMES
AVAILABLE BEFORE MAKING ANY VOTING OR INVESTMENT DECISION.

The Company and its directors and executive officers may be deemed to be
participants in the solicitation of proxies from Company shareholders. The
directors and executive officers of the Company include: J. Evans Attwell,
Brady F. Carruth, W. Lipscomb Davis Jr., J. Edward Easler II, Larry D.
Horner, Richard J.V. Johnson, Morris J. Kramer, Michael E. Murphy, Michael
J. Poulos, Robert E. Smittcamp, Anne M. Tatlock, Robert M. Devlin, Mark S.
Berg, James P. Corcoran, David W. Entrekin, Frederick W. Geissinger, John
A. Graf, John V. LaGrasse, Rodney O. Martin Jr., Nicholas R. Rasmussen,
Gary D. Reddick and Richard W. Scott. Collectively, as of February 28,
2001, the directors and executive officers of the Company beneficially
owned approximately 2% of the outstanding shares of the Company's common
stock. Shareholders may obtain additional information regarding the
interests of such participants by reading the proxy statement/prospectus
when it becomes available.


March 28, 2001

Dear Fellow Employees:

Earlier in March, we announced American General's decision to merge with
Prudential plc, a leading international financial services organization
headquartered in London. At this time I would like to outline the immediate
next steps that we are taking, and how you can communicate your questions
regarding the proposed merger.

First, let me emphasize the historic nature of the merger. It will be the
financial services and insurance industry's largest-ever trans-Atlantic
merger and will create the sixth-largest insurance company in the world.
Our two organizations share complementary businesses, yet I firmly believe
that the synergies we will achieve extend beyond increasing market share
and revenue opportunities. We also share a common purpose and set of
values. The synergies among our people are critical for our future growth,
and we will continue our progress in building a strong performance culture
that recognizes that people are our greatest asset.

We will continue to communicate with you regarding the merger. Beginning in
April, our intranet site, AGNet, will offer a special section dedicated to
providing up-to-date information about our merger with Prudential. You also
will:

     o   Receive a special online issue of Around AG dedicated to the
         merger;

     o   Have access to an online Question & Answer also available through
         AGNet; and

     o   Participate in employee meetings that will be scheduled in
         upcoming months.

Your participation and continued contributions are critical to the success
of this endeavor and the day-to-day operations of American General. Your
questions can be submitted by calling In-Touch, our anonymous toll-free
service, at 1-877-MY-INPUT, PIN # AGFG. And, beginning in April, you can
also submit your questions through the online Question & Answer form via
AGNet.

This year marks the 75th anniversary of American General, and we can all
take pride in the progress we've made in creating an outstanding company.
This year also marks a new era for our company, and we have an exciting
opportunity to shape its future. We are taking a bold step toward realizing
our goal to become a world leader in financial services. Thank you for your
dedication and service to our customers and communities, to our
shareholders, and to each other.

Best regards,
Robert M. Devlin