AMERICAN EXPRESS CO — Director's Dealing 2004

Nov 5, 2004

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: AMERICAN EXPRESS CO (AXP)
CIK: 0000004962
Period of Report: 2004-11-03

Reporting Person: LINEN JONATHAN S (Member, Global Leadership Team)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2004-11-03	Common Shares	M	150000	$15.417	Acquired	749327	Direct
2004-11-03	Common Shares	F	79727	$54.455	Disposed	669600	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2004-11-03	Employee Stock Option (right to buy)	$15.417	M	150000	Disposed	2006-02-25	Common Shares (150000)	Direct
2004-11-03	Employee stock option (right to buy)	$54.455	A	79727	Acquired	2006-02-25	Common Shares (79727)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Shares	45635	Indirect
Common Shares	34500	Indirect

Footnotes

F1: Shares held in reporting person's account under the Company's Incentive Savings Plan as of October 29, 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.

F2: These options vested in three equal annual installments beginning on the date shown as "Date Exercisable."