AMERICAN EXPRESS CO — Director's Dealing 2011

May 2, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: AMERICAN EXPRESS CO (AXP)
CIK: 0000004962
Period of Report: 2011-04-28

Reporting Person: GILLIGAN EDWARD P (Vice Chairman)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-04-28	Common Stock	M	205632	$31.941	Acquired	444134	Direct
2011-04-28	Common Stock	S	186326	$47.8396	Disposed	257808	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2011-04-28	Employee Stock Option (Right to Buy)	$31.941	M	205632	Disposed	2012-01-28	Common Stock (205632)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	1600	Indirect

Footnotes

F1: Of the 205,632 shares acquired pursuant to the employee stock option exercise reported above, approximately 167,020 shares were sold to cover the cost of exercise and withholding taxes. Mr. Gilligan retained 50% of the net shares acquired from this option exercise.

F2: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $47.78 to $47.91. The reporting person undertakes to provide to American Express Company, any security holder of American Express Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within this range.

F3: These options became exercisable in three equal annual installments beginning on the date shown as "Date Exercisable."