* Expects to take non-cash charge of $1.2 bln in Q3 (Adds details of deal)

Sept 30 (Reuters) - American International Group said onThursday that it will sell two of its Japan-based lifeinsurance subsidiaries to Prudential Financial Inc for a totalsale price of $4.8 billion.

The sale of AIG Star Life Insurance Co Ltd and AIG EdisonLife Insurance Company marks another step in AIG's program torepay U.S. taxpayers.

The deal comprises $4.2 billion in cash and $0.6 billion inthe assumption of third-party debt, AIG said in a statement.

AIG said it will retain and continue to grow its generalinsurance business in Japan.

AIG expects to take a non-cash pretax goodwill impairmentcharge of about $1.2 billion in the third quarter. (Reporting by Sakthi Prasad in Bangalore; Editing byMuralikumar Anantharaman)