AMERICAN EXPRESS CO — Director's Dealing 2006

Feb 15, 2006

SEC Form 3/A — Form 3/A

Issuer: AMERICAN EXPRESS CO (AXP)
CIK: 0000004962
Period of Report: 2005-05-02

Reporting Person: Squeri Stephen J (EVP, Chief Information Officer)

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	63779	Direct
Common Stock	4271	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Employee Stock Option (Right to Buy)	$43.755	2006-02-25	Common Stock (7973)		Direct
Employee Stock Option (Right to Buy)	$29.302	2008-02-22	Common Stock (23800)		Direct
Employee Stock Option (Right to Buy)	$33.403	2013-01-26	Common Stock (63000)		Direct
Employee Stock Option (Right to Buy)	$36.49	2012-01-27	Common Stock (70000)		Direct
Employee Stock Option (Right to Buy)	$53.565	2008-02-22	Common Stock (5209)		Direct
Employee Stock Option (Right to Buy)	$53.565	2007-02-23	Common Stock (689)		Direct
Employee Stock Option (Right to Buy)	$35.292	2009-02-21	Common Stock (21000)		Direct
Employee Stock Option (Right to Buy)	$50.24	2014-01-25	Common Stock (66000)		Direct
Employee Stock Option (Right to Buy)	$44.465	2011-02-25	Common Stock (65000)		Direct
Employee Stock Option (Right to Buy)	$29.302	2008-02-22	Common Stock (9100)		Direct
Employee Stock Option (Right to Buy)	$52.285	2015-01-23	Common Stock (83000)		Direct
Employee Stock Option (Right to Buy)	$43.667	2010-02-27	Common Stock (24000)		Direct
Employee Stock Option (Right to Buy)	$57.969	2010-07-23	Common Stock (12000)		Direct
Employee Stock Option (Right to Buy)	$51.065	2008-02-22	Common Stock (16481)		Direct
Employee Stock Option (Right to Buy)	$53.565	2007-07-27	Common Stock (2011)		Direct
Employee Stock Option (Right to Buy)	$42.42	2007-02-23	Common Stock (7420)		Direct
Phantom Stock Units	$0		Common Stock (345)		Direct

Footnotes

F1: The phantom stock converts into common stock on a one-for-one basis.

F2: The units are to be settled following the reporting person's retirement or other termination of service.

F3: This filing has been amended to show the reporting person's holdings in employee benefit plans that were omitted from the original filing.