American General Life Insurance Form 4 KAYNE ANDERSON MIDSTREAM/ENERGY FUND / ANNUITY LIFE INSURANCE CO /TX/ VARIABLE ownership change

SEC Form 4

FORM 4

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
or Section 30(h) of the Investment Company Act of 1940

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

1. Name and Address of Reporting Person^*

AMERICAN INTERNATIONAL GROUP INC

(Last) (First) (Middle)

175 WATER STREET

(Street)

NEW YORK NY 10038

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
KAYNE ANDERSON MIDSTREAM/ENERGY FUND, INC. [ KMF ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
	Officer (give title below)	X	Other (specify below)
See Remarks

3. Date of Earliest Transaction (Month/Day/Year)
09/24/2015

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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 B Mandatory Redeemable Preferred Shares	12/24/2015		J(1)		133,333	D	$25.5	266,667	I	Held through subsidiaries(2)
Series B Mandatory Redeemable Preferred Shares	02/16/2016		J(1)		266,667	D	$25.5	0	D
Series C Mandatory Redeemable Preferred Shares	02/16/2016		J(1)		150,000	D	$25.5	1,050,000	I	Held through subsidiaries(3)
3.93% Series A Senior Unsecured Notes due March 3, 2016	09/24/2015		J(4)		5,454,545.45	D	$5,498,181.81	$4,545,454.55	I	Held through subsidiaries(5)
3.93% Series A Senior Unsecured Notes due March 3, 2016	09/29/2015		J(4)		3,636,363.64	D	$3,665,454.55	$909,090.91	I	Held through subsidiaries(5)
3.93% Series A Senior Unsecured Notes due March 3, 2016	12/07/2015		J(6)		909,090.91	D	$914,545.46	0	D
4.62% Series B Senior Unsecured Notes due March 3, 2018	12/07/2015		J(7)		2,250,000	D	$2,400,750	$6,750,000	I	Held through subsidiaries(8)
4.62% Series B Senior Unsecured Notes due March 3, 2018	12/14/2015		J(9)		3,000,000	D	$3,195,000	$3,750,000	I	Held through subsidiaries(8)
4.62% Series B Senior Unsecured Notes due March 3, 2018	01/12/2016		J(10)		2,850,000	D	$3,040,950	$900,000	I	Held through subsidiaries(8)
4.62% Series B Senior Unsecured Notes due March 3, 2018	02/18/2016		J(1)		900,000	D	$918,000	0	D
4.00% Series C Senior Unsecured Notes due March 22, 2022	12/14/2015		J(1)		4,000,000	D	$4,080,000	$6,000,000	I	Held through subsidiaries(11)
4.00% Series C Senior Unsecured Notes due March 22, 2022	02/18/2016		J(1)		1,800,000	D	$1,836,000	$4,200,000	I	Held through subsidiaries(12)
3.46% Series E Senior Unsecured Notes due July 30, 2021								$15,000,000	I	Held through subsidiaries(13)

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 (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	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 (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (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: 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

1. Name and Address of Reporting Person^*

AMERICAN INTERNATIONAL GROUP INC

(Last) (First) (Middle)

175 WATER STREET

(Street)

NEW YORK NY 10038

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

AMERICAN HOME ASSURANCE CO

(Last) (First) (Middle)

175 WATER STREET

(Street)

NEW YORK NY 10038

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

United States Life Insurance Co in the City of New York

(Last) (First) (Middle)

175 WATER STREET

(Street)

NEW YORK NY 10038

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

AMERICAN GENERAL LIFE INSURANCE CO

(Last) (First) (Middle)

2727-A ALLEN PARKWAY

(Street)

HOUSTON TX 77019

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

VARIABLE ANNUITY LIFE INSURANCE CO /TX/

(Last) (First) (Middle)

2727-A ALLEN PARKWAY

(Street)

HOUSTON TX 77019

(City) (State) (Zip)

Explanation of Responses:

1. The reported disposition was pursuant to a mandatory redemption by the issuer at a price equal to 102.0% of the face value of the redeemed securities.

2. The Variable Annuity Life Insurance Company ("VALIC"), a wholly owned subsidiary of American International Group, Inc. ("AIG"), directly held the reported shares of the Series B Mandatory Redeemable Preferred Shares (the "Series B MRPS"). AIG was an indirect beneficial owner of the Series B MRPS.

3. After giving effect to the redemption on February 16, 2016, American General Life Insurance Company ("AGLIC"), an indirect wholly owned subsidiary of AIG, American Home Assurance Company ("AHAC"), an indirect wholly owned subsidiary of AIG, and United Guaranty Mortgage Insurance Company ("UGMIC"), a former indirect wholly owned subsidiary of AIG, directly held 698,250 shares, 341,250 shares and 10,500 shares, respectively, of the Series C Mandatory Redeemable Preferred Shares (the "Series C MRPS"). On July 11, 2016, as part of an exchange of securities baskets, UGMIC transferred 10,500 shares of the Series C MRPS to AHAC. AIG is an indirect beneficial owner of the Series C MRPS.

4. The reported disposition was pursuant to a mandatory redemption by the issuer at a price equal to 100.8% of the face value of the redeemed securities.

5. The United States Life Insurance Company in the City of New York ("USLIC"), an indirect wholly owned subsidiary of AIG, directly held the reported principal amount of the 3.93% Series A Senior Unsecured Notes due March 3, 2016 (the "Series A Notes"). AIG was an indirect beneficial owner of the Series A Notes.

6. The reported disposition was pursuant to a mandatory redemption by the issuer at a price equal to 100.6% of the face value of the redeemed securities.

7. The reported disposition was pursuant to a mandatory redemption by the issuer at a price equal to 106.7% of the face value of the redeemed securities.

8. AGLIC directly held the reported principal amount of the 4.62% Series B Senior Unsecured Notes due March 3, 2018 (the "Series B Notes"). AIG was an indirect beneficial owner of the Series B Notes.

9. The reported disposition was pursuant to a mandatory redemption by the issuer at a price equal to 106.5% of the face value of the redeemed securities.

10. The reported disposition was pursuant to a mandatory redemption by the issuer at a price equal to 106.7% of the face value of the redeemed securities.

11. After giving effect to the redemption on December 14, 2015, AIG Property Casualty Company ("APCC"), also an indirect wholly owned subsidiary of AIG, and VALIC directly held $2,400,000.00 and $3,600,000.00 principal amount, respectively, of the 4.00% Series C Senior Unsecured Notes due March, 22, 2022 (the "Series C Notes"). AIG is an indirect beneficial owner of the Series C Notes.

12. After giving effect to the redemption on February 18, 2016, APCC and VALIC directly hold $1,680,000.00 principal amount and $2,520,000.00 principal amount, respectively, of the Series C Notes. AIG is an indirect beneficial owner of the Series C Notes.

13. AHAC, USLIC and VALIC directly hold $4,875,000.00 principal amount, $9,875,000.00 principal amount and $250,000.00 principal amount, respectively, of the 3.46% Series E Senior Secured Notes due July 30, 2021 (the "Series E Notes"). AIG is an indirect beneficial owner of the Series E Notes.

Remarks:

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

	/s/ Geoffrey N. Cornell, Authorized Signatory of American International Group, Inc.	04/28/2017
	/s/ Julie A. Cotton Hearne, Authorized Signatory of American General Life Insurance Company	04/28/2017
	/s/ Martin J. Bogue, Authorized Signatory of American Home Assurance Company	04/28/2017
	/s/ Julie A. Cotton Hearne, Authorized Signatory of The Variable Annuity Life Insurance Company	04/28/2017
	/s/ Julie A. Cotton Hearne, Authorized Signatory of The United States Life Insurance Company in The City of New York	04/28/2017
	** Signature of Reporting Person	Date
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