AMERICAN EXPRESS CO — Director's Dealing 2004

Dec 20, 2004

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: AMERICAN EXPRESS CO (AXP)
CIK: 0000004962
Period of Report: 2004-12-16

Reporting Person: SCHICK THOMAS A (EVP-Corp. Affairs)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2004-12-16	Common Shares	M	96845	$51.844	Acquired	263023	Direct
2004-12-16	Common Shares	S	94668	$56.00	Disposed	168355	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2004-12-16	Employee Stock Option (right to buy)	$51.844	M	96845	Disposed	2005-02-27	Common Shares (96845)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Shares	878	Indirect

Footnotes

F1: Shares held in reporting person's account under the Company's Incentive Savings Plan as of December 16, 2004. This plan uses unit accounting, and the number of shares that a participant is deemed to hold varies with the unit price of the Company pooled stock fund.