AMERICAN EXPRESS CO — Director's Dealing 2003

Dec 23, 2003

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: AMERICAN EXPRESS CO (AXP)
CIK: 0000004962
Period of Report: 2003-12-22

Reporting Person: AMBLE JOAN LORDI (Senior Vice President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2003-12-22	Common Shares	A	92000.000	—	Acquired	92000.000	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2003-12-22	Employee stock option (right to buy)	$47.305	A	95000.000	Acquired	2013-12-22	Common Shares (95000.000)	Direct

Footnotes

F1: These shares represent a restricted stock award which will vest in 7 installments over 10 years subject to continuous employment.

F2: These options will vest in four equal annual installments beginning on the date shown as "Date Exercisable."