AMERICAN EXPRESS CO — Director's Dealing 2007

Jan 29, 2007

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: AMERICAN EXPRESS CO (AXP)
CIK: 0000004962
Period of Report: 2007-01-25

Reporting Person: CHENAULT KENNETH I (Director, Chief Executive Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2007-01-25	Common Stock	A	35818	—	Acquired	655027	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2007-01-25	Employee Stock Option (Right to Buy)	$57.77	A	625000	Acquired	2017-01-24	Common Stock (625000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	27600	Indirect
Common Stock	18614	Indirect
Common Stock	53423	Indirect
Common Stock	40764	Indirect
Common Stock	75511	Indirect
Common Stock	100000	Indirect

Footnotes

F1: These options will become exercisable in four equal annual installments (25% on Jan. 25, 2008, 2009, 2010, and 2011, respectively) subject to award requirements including continuous employment.

F2: Restricted Stock Award will vest 100% on Jan. 25, 2008 subject to the Company's achievement of certain financial performance requirements during the vesting period and other award requirements, including continuous employment.

F3: 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.