AMERICAN EXPRESS CO — Director's Dealing 2008

Feb 14, 2008

SEC Form 5 — Annual Statement of Changes in Beneficial Ownership

Issuer: AMERICAN EXPRESS CO (AXP)
CIK: 0000004962
Period of Report: 2007-12-31

Reporting Person: Linville Judson C (CEO, U.S. Consumer Division)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2007-07-25	Phantom Stock Units	$	J	23	Acquired		Common Stock (23)	Direct

Footnotes

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

F2: The reported phantom stock units were acquired under the Company's Supplemental Retirement Plan.

F3: The units are to be settled upon the reporting person's retirement or other termination of service.

F4: Includes phantom stock units acquired pursuant to a dividend reinvestment feature of the Company's Supplemental Retirement Plan.