AMERICAN EXPRESS CO — Director's Dealing 2012

May 4, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: AMERICAN EXPRESS CO (AXP)
CIK: 0000004962
Period of Report: 2012-05-03

Reporting Person: GILLIGAN EDWARD P (Vice Chairman)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-05-03	Common Stock	M	10282	$39.876	Acquired	267023	Direct
2012-05-03	Common Stock	M	195351	$43.977	Acquired	462374	Direct
2012-05-03	Common Stock	S	191141	$60.9196	Disposed	271233	Direct
2012-05-03	Common Stock	S	20000	$60.894	Disposed	251233	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-05-03	Employee Stock Option (Right to Buy)	$39.876	M	10282	Disposed	2013-07-28	Common Stock (10282)	Direct
2012-05-03	Employee Stock Option (Right to Buy)	$43.977	M	195351	Disposed	2014-01-26	Common Stock (195351)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	1616	Indirect

Footnotes

F1: The reported disposition represents the sale of shares to cover the cost of exercise and withholding tax obligations arising from the stock options exercises reported above and the sale of 50% of the net shares acquired from these exercises; Mr. Gilligan will retain the balance of the net shares in accordance with the Company's retention guidelines for executive officers.

F2: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $60.78 to $61.24. 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: The reported disposition represents the sale of shares acquired from restricted stock vestings and/or stock option exercises in prior years.

F4: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $60.38 to $60.93. 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.

F5: These options became exercisable in four equal annual installments beginning on date shown as "Date Exercisable."