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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
(Rule 13d-102)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED
PURSUANT TO RULE 13d-2(b)
Amendment No. 2
American Financial Group, Inc.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
025932-104
December 31, 2007
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
þ Rule 13d-1(b)
o Rule 13d-(c)
o Rule 13d-1(d)
* The remainder of this cover page shall be filled out for a reporting persons initial
filing on this form with respect to the subject class of securities, and for any subsequent
amendment containing information which would alter the disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be deemed to be filed
for the purpose of Section 18 of the Securities Exchange Act of 1934 (Act) or otherwise
subject to the liabilities of that section of the Act but shall be subject to all other provisions
of the Act (however, see the Notes).
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1 |
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NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) Wilmington Trust Corporation 51-0328154 |
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2 |
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
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(a) o |
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(b) o |
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3 |
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SEC USE ONLY |
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4 |
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CITIZENSHIP OR PLACE OF ORGANIZATION |
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Delaware corporation |
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5 |
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SOLE VOTING POWER |
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NUMBER OF |
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325 |
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SHARES |
6 |
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SHARED VOTING POWER |
BENEFICIALLY |
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OWNED BY |
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7,838,439 |
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EACH |
7 |
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SOLE DISPOSITIVE POWER |
REPORTING |
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PERSON |
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0 |
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WITH: |
8 |
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SHARED DISPOSITIVE POWER |
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250 |
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9 |
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
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7,838,764 |
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10 |
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* |
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o N/A |
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11 |
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) |
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6.8 % |
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12 |
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TYPE OF REPORTING PERSON |
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HC |
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1 |
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NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Wilmington Trust Company, solely in its fiduciary capacity 51-0055023 |
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2 |
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
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(a) þ |
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(b) o |
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3 |
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SEC USE ONLY |
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4 |
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CITIZENSHIP OR PLACE OF ORGANIZATION |
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Delaware banking corporation |
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5 |
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SOLE VOTING POWER |
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NUMBER OF |
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0 |
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SHARES |
6 |
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SHARED VOTING POWER |
BENEFICIALLY |
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OWNED BY |
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7,838,439 |
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EACH |
7 |
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SOLE DISPOSITIVE POWER |
REPORTING |
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PERSON |
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0 |
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WITH: |
8 |
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SHARED DISPOSITIVE POWER |
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0 |
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9 |
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
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7,838,439 |
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10 |
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* |
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o N/A |
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11 |
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) |
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6.8 % |
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12 |
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TYPE OF REPORTING PERSON* |
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BK |
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1 |
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NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) Wilmington Trust FSB, solely in its fiduciary capacity 52-1877389 |
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2 |
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
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(a) þ |
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(b) o |
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3 |
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SEC USE ONLY |
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4 |
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CITIZENSHIP OR PLACE OF ORGANIZATION |
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Delaware banking corporation |
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5 |
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SOLE VOTING POWER |
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NUMBER OF |
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325 |
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SHARES |
6 |
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SHARED VOTING POWER |
BENEFICIALLY |
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OWNED BY |
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0 |
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EACH |
7 |
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SOLE DISPOSITIVE POWER |
REPORTING |
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PERSON |
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0 |
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WITH: |
8 |
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SHARED DISPOSITIVE POWER |
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250 |
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9 |
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
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325 |
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10 |
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* |
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o N/A |
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11 |
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) |
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0.0 % |
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12 |
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TYPE OF REPORTING PERSON* |
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BK |
CUSIP 025932-104
Item 1(a). Name of Issuer:
American Financial Group, Inc.
Item 1(b). Address of Issuers Principal Executive Offices:
580 Walnut Street
9th Floor East
Cincinnati, Ohio 45202
Item 2(a). Name of Person Filing:
Wilmington Trust Corporation, Wilmington Trust Company and
Wilmington Trust FSB
Item 2(b). Address of Principal Business Office, or if None, Residence:
1100 North Market Street
Wilmington, DE 19890
Item 2(c). Citizenship:
Wilmington Trust Corporation is a Delaware corporation;
Wilmington Trust Company is a Delaware banking corporation;
Wilmington Trust FSB is a Federal Savings Bank.
Item 2(d). Title of Class of Securities:
Common Stock
Item 2(e). CUSIP Number:
025932-104
Item 3. If This Statement is Filed Pursuant to Rule 13d-1(b), or 13d-2(b) or (c), Check
Whether the Person Filing is a:
(a) |
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o Broker or dealer registered under Section 15 of the Exchange Act. |
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(b) |
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þ Bank as defined in Section 3(a)(6) of the Exchange Act. |
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Wilmington Trust Company, Wilmington Trust FSB
are each Banks and are each direct, wholly-owned subsidiaries of Wilmington Trust
Corporation. |
(c) |
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o Insurance company as defined in Section 3(a)(19) of the Exchange Act. |
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(d) |
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o Investment company registered under Section 8 of the Investment Company Act. |
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(e) |
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o An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E); |
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(f) |
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o An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F); |
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þ A parent holding company or control person in accordance with
Rule 13d-1(b)(1)(ii)(G); |
Wilmington Trust Corporation is a Parent Holding Company.
(h) |
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o A savings association as defined in Section 3(b) of the
Federal Deposit Insurance Act; |
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(i) |
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o A church plan that is excluded from the definition
of an investment company under Section 3(c)(14) of the
Investment Company Act; |
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þ Group, in accordance with Rule 13d-1(b)(1)(ii)(J). |
Wilmington Trust Corporation, Wilmington Trust Company, and
Wilmington Trust FSB are a Group.
Item 4. Ownership.
Provide the following information regarding the aggregate number and percentage of the class
of securities of the issuer identified in Item 1.
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(a) Amount beneficially owned: |
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Wilmington Trust Corporation: |
7,838,764 shares |
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Wilmington Trust Company: |
7,838,439 shares |
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Wilmington Trust FSB: |
325 shares |
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(b) Percent of class: |
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Wilmington Trust Corporation: |
6.8% |
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Wilmington Trust Company: |
6.8% |
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Wilmington Trust FSB: |
0.0% |
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(c) Number of shares as to which Wilmington Trust Corporation, Wilmington Trust
Company and Wilmington Trust FSB have:
(i) Sole power to vote or to direct the vote 325 shares
(ii) Shared power to vote or to direct the vote 7,838,439 shares
(iii) Sole power to dispose or to direct the disposition of 0 shares
(iv) Shared power to dispose or to direct the disposition of 250 shares
Item 5. Ownership of Five Percent or Less of a Class.
If this statement is being filed to report the fact that as of the date hereof the reporting person
has ceased to be the beneficial owner of more than five percent of the class of securities, check
the following
o
Item 6. Ownership of More Than Five Percent on Behalf of Another Person.
Not applicable.
Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being
Reported on by the Parent Holding Company.
Wilmington Trust Company: BK
Wilmington Trust FSB: BK
Item 8. Identification and Classification of Members of the Group.
Wilmington Trust Corporation: HC
Wilmington Trust Company: BK
Wilmington Trust FSB: BK
Item 9. Notice of Dissolution of Group.
Not applicable.
Item 10. Certifications.
By signing below I certify that, to the best of my knowledge and belief, the securities
referred to above were acquired and are held in the ordinary course of business and were not
acquired and are not held for the purpose of or with the effect of changing or influencing the
control of the issuer of the securities and were not acquired and are not held in connection with
or as a participant in any transaction having that purpose or effect.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the
information set forth in this statement is true, complete and correct.
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February 13, 2008
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WILMINGTON TRUST CORPORATION
WILMINGTON TRUST COMPANY
WILMINGTON TRUST FSB |
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By: |
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Michael A. DiGregorio |
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Senior Vice President |
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Note. Schedules filed in paper format shall include a signed original and five copies of the
schedule, including all exhibits. See Rule 13d-7(b) for other parties for whom copies are to be
sent.
Attention. Intentional misstatements or omissions of fact constitute federal criminal
violations (see 18 U.S.C. 1001).