American International Group (NYSE: AIG), once the world's largest insurer, is selling assets outside the U.S. to repay a government bailout. The Carlyle Group, KKR, JC Flowers, and other U.S. private equity firms and Asian financial groups are reported to be interested in AIG's Taiwanese unit Nan Shan Life Insurance Co.

"Everyone hopes this is going to be a fire sale as AIG is in a difficult situation," said a local partner of Standard & Poor's.

Analyst upgrades:

• PepsiCo (NYSE: PEP) was upgraded to Buy from Hold at Deutsche Bank.
• Fortress (NYSE: FIG) was upgraded at Citigroup to Hold from Sell.
• Prudential (NYSE: PUK) was lifted to Overweight from Neutral at JP Morgan.
• Keefe Bruyette upgraded Franklin Resources (NYSE: BEN) to Outperform from Market Perform and added shares to their Best Ideas List on valuation as they see an attractive risk/reward at current levels.
• UBS upgraded ASML Holding (NASDAQ: ASML) to Buy from Neutral on valuation as they believe the company remains a market leader.
• Oppenheimer raised Seattle Genetics (NASDAQ: SGEN) to Outperform from Perform on valuation following the recent weakness as they expect positive clinical news flow beginning in December.

Analyst downgrades:

• UBS downgraded U.S. Steel (NYSE: X) to Sell from Buy and lowered its target to $30 from $60 citing deteriorating U.S. conditions and concerns about the company's high fixed costs in a falling steel price environment.
• Royal Dutch Shell (NYSE: RDS.A) was downgraded to Underperform from Neutral at Credit Suisse.
  
• China Unicom (NYSE: CHU) was lowered to Underweight from Neutral at JP Morgan.

Analyst upgrades:

• Whole Foods (NASDAQ: WFMI) was upgraded to Neutral from Sell at UBS.
  
• Archer Daniels Midland (NYSE: ADM) was upgraded to Equal Weight from Underweight at Barclays.
• AutoZone (NYSE: AZO) was raised to Buy from Neutral at Merrill Lynch.
• B. Riley upgraded S&T Bancorp (NASDAQ: STBA) to Buy from Neutral and lowered its target to $35 from $38 on valuation, as they believe the sell-off post-Q3 results is overdone.
  
• Jefferies upgraded GSI Commerce (NASDAQ: GSIC) to Buy from Hold on valuation after Q4 revenue guidance was reset lower. The firm lowered their target to $13 from $18.
  
• JP Morgan upgraded shares of DHT Maritime (NYSE: DHT) and General Maritime (NYSE: GMR) to Overweight from Neutral on the company's valuation and dividend stability.

Analyst downgrades:

• HSBC cut Prudential (NYSE: PUK) to Neutral from Overweight as they believe capital has eroded and debt refinancing is increasingly difficult.
  
• Freeport McMoRan (NYSE: FCX) was downgraded to Neutral from Buy at Goldman.
  
• Logitech (NASDAQ: LOGI) was lowered to Hold from Buy at Citigroup and to Neutral from Outperform at Credit Suisse.

MOST NOTEWORTHY: MSC Industrial, Prudential plc and GrafTech were today's noteworthy upgrades:

• William Blair upgraded shares of MSC Industrial (NYSE: MSM) to Outperform from Market Perform on valuation and improved execution following the company's Q2 results.
  
• Keefe Bruyette raised Prudential plc (NYSE: PUK) to Outperform from Underperform as they believe the company's targets will be exceeded.
  
• Oppenheimer upgraded GrafTech (NYSE: GTI) to Outperform from Perform based on strong fundamentals, improving margins, and a strong 2008 order book.

OTHER UPGRADES:

• HFF Inc. (NYSE: HF) was raised to Overweight from Equal Weight at Morgan Stanley.
  
• Lehman raised Canadian Natural (NYSE: CNQ) to Overweight from Equal Weight.

MOST NOTEWORTHY: The European insurance industry, Deutsche Telekom and Aruba Networks were today's noteworthy downgrades:

• Bear Stearns downgraded the European insurance industry to Market Weight from Overweight on concerns the companies are exposed to risky assets following the U.S. subprime mortgage collapse. In conjunction with the sector downgrade, Bear Stearns downgraded ING (NYSE: ING) to Underperform from Peer Perform and Prudential plc (NYSE: PUK) to Peer Perform from Outperform.
  
• JP Morgan downgraded shares of Deutsche Telekom (NYSE: DT) to Underweight from Neutral on concerns over increased competition and U.S. market risks.
  
• Jefferies downgraded shares of Aruba Networks (NASDAQ: ARUN) to Hold from Buy and lowered their target to $13 from $21, as they believe recent delays of 802.11n could impact FY09 sales and potential market share gains and that the valuation is rich at current levels.

OTHER DOWNGRADES:

• Lehman downgraded Vodafone (NYSE: VOD) to Equal Weight from Overweight.
  
• B. Riley downgraded Quiksilver (NYSE: ZQK) to Neutral from Buy.
  
• Marshall & Ilsley (NYSE: MI) was downgraded to Sell from Neutral at Merrill Lynch.

MOST NOTEWORTHY: Wal-Mart Stores, Magna International, EchoStar Communications, Westell Technologies and SiRF Technology were today's noteworthy upgrades:

• Rochdale upgraded shares of Wal-Mart Stores (NYSE: WMT) to Buy from Hold citing improved outlook for margins and ROIC.
• CIBC World Markets resumed coverage and upgraded shares of Magna International (NYSE: MGA) to Sector Outperformer from Sector Performer as they believe higher multiples are warranted due to the company's improving earnings power and cash flow generation.
  
• Oppenheimer upgraded shares of EchoStar Communications (NASDAQ: DISH) to Buy from Neutral as they believe recent events add $4-$6 per share to their valuation analysis.
  
• Westell Technologies (NASDAQ: WSTL) was upgraded to Outperform from Neutral at Baird. The firm believes Westell is taking the right steps to improve its market position and financial performance.
  
• Credit Suisse upgraded SiRF Technology Holdings (NASDAQ: SIRF) to Outperform from Neutral, expecting the stock to benefit from a strong holiday season at electronic retailers.

OTHER UPGRADES:

• Goldman upgraded Campbell Soup Company (NYSE: CPB) to Neutral from Sell and Emerson Electric (NYSE: EMR) to Buy from Neutral.
  
• Keefe Bruyette upgraded Oriental Financial Group (NYSE: OFG) to Outperform from Market Perform.
  
• Prudential plc (NYSE: PUK) was raised to Outperform from Peer Perform.
  
• Wachovia upgraded Kindred Healthcare Inc (NYSE: KND) to Market Perform from Underperform.

Citigroup Inc. (NYSE:C) may not be able to control expenses, but its sure can buy companies. The big U.S. financial service company has just bought British online banking outfit Egg from Prudential (NYSE:PUK). The price was apparently £575 million. For 2006, Egg lost £145 million from operations.

Citi seems to be taking a tack opposite to what most of its investors want. The company's stock has sharply underperformed U.S. rivals including Bank of America (NYSE:BAC), JP Morgan Chase & Co. (NYSE:JPM) and Goldman Sachs Group (NYSE:GS).

Citi's CEO, Mr. Prince, has shown little or no adroitness at cutting costs, something the market has been calling for over the past several quarters.

But, he can spend the bank's money on acquisitions like a real pro.

Douglas A. McIntyre is a partner at 24/7 Wall St.