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AMERICAN EXPRESS CO Director's Dealing 2007

Feb 15, 2007

29774_dirs_2007-02-14_e714934d-0894-4130-a556-7872a4e55f9f.zip

Director's Dealing

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SEC Form 5/A — Form 5/A

Issuer: AMERICAN EXPRESS CO (AXP)
CIK: 0000004962
Period of Report: 2006-12-31

Reporting Person: Cox L Kevin (EVP, Human Resources)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2006-04-04 Common Stock F 4504 $52.71 Disposed 26341 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2006-01-26 Phantom Stock Units $0 J 19 Acquired Common Stock (19) Direct

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock 19 Indirect

Footnotes

F1: Shares held in reporting person's account under the Company's Incentive Savings Plan. 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: The phantom stock coverts into common stock on a one-for-one basis.

F3: The reported phantom stock units were acquired under the Company's Supplemental Retirement Plan on 1/26/2006, 4/21/2006, 7/20/2006, and 10/27/2006, at prices ranging from $51.79 to $58.86 per share.

F4: The units are to be settled following the reporting person's retirement or other termination of service.