AMERICAN EXPRESS CO — Director's Dealing 2014

Jan 31, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: AMERICAN EXPRESS CO (AXP)
CIK: 0000004962
Period of Report: 2014-01-29

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-01-29	Common Stock	A	28448	$85.55	Acquired	756473	Direct
2014-01-29	Common Stock	F	14671	$85.55	Disposed	741802	Direct
2014-01-29	Common Stock	A	22077	$85.55	Acquired	763879	Direct
2014-01-29	Common Stock	F	11386	$85.55	Disposed	752493	Direct
2014-01-29	Common Stock	A	22077	$85.55	Acquired	774570	Direct
2014-01-29	Common Stock	D	22077	$85.55	Disposed	752493	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	26148	Indirect
Common Stock	4158	Indirect
Common Stock	59122	Indirect
Common Stock	67568	Indirect
Common Stock	2850	Indirect
Common Stock	23557.25	Indirect

Footnotes

F1: Shares acquired pursuant to the vesting of Restricted Stock Units (i.e., "performance units") previously granted to the reporting person.

F2: The reported disposition represents the surrender of shares to satisfy tax obligations arising from the vesting of Restricted Stock Units.

F3: The transactions reported represent a simultaneous deemed acquisition of shares from the issuer and disposition of such shares to the issuer in respect of Restricted Stock Units (i.e., performance units) granted to the reporting person on January 29, 2013 which were settled in cash upon vesting on January 29, 2014.

F4: Shares held in reporting person's account under the Company's Retirement 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.