<DOCUMENT>
<TYPE>EX-99.2
<SEQUENCE>4
<FILENAME>rsnotes.txt
<DESCRIPTION>EXHIBIT 99.2
<TEXT>
<Page>
                                                                EXHIBIT 99.2











                                      2001
                            FOURTH QUARTER/FULL YEAR
                               EARNINGS SUPPLEMENT






THE ENCLOSED SUMMARY SHOULD BE READ IN CONJUNCTION WITH THE TEXT AND
STATISTICAL TABLES INCLUDED IN AMERICAN EXPRESS COMPANY'S (THE "COMPANY" OR
"AXP") FOURTH QUARTER 2001 EARNINGS RELEASE.


------------------------------------------------------------------------------
THIS SUMMARY CONTAINS CERTAIN FORWARD-LOOKING STATEMENTS WHICH ARE SUBJECT TO
RISKS AND UNCERTAINTIES AND SPEAK ONLY AS OF THE DATE ON WHICH THEY ARE MADE.
IMPORTANT FACTORS THAT COULD CAUSE ACTUAL RESULTS TO DIFFER MATERIALLY FROM
THESE FORWARD-LOOKING STATEMENTS, INCLUDING THE COMPANY'S FINANCIAL AND OTHER
GOALS, ARE SET FORTH ON PAGE 22 HEREIN AND IN THE COMPANY'S 2000 10-K ANNUAL
REPORT, AND OTHER REPORTS, ON FILE WITH THE SECURITIES AND EXCHANGE
COMMISSION.
------------------------------------------------------------------------------

<Page>

                            AMERICAN EXPRESS COMPANY
                               FOURTH QUARTER 2001
                                   HIGHLIGHTS


o  Fourth quarter diluted EPS of $0.22 declined 56%, net revenues (managed
   basis) decreased 2%, and ROE was 11%. Results for the quarter were
   negatively impacted by the previously announced restructuring charge of
   $279MM ($179MM after-tax).

   - Excluding the restructuring charge, diluted EPS of $0.36, which came in
     within the pre-announced range of $0.34 to $0.36 per share, declined 28%.


o  Compared with the fourth quarter of 2000:

   - Worldwide billed business declined 6% on particularly weak travel-related
     spending;
   - TRS' worldwide lending balances on a managed asset basis of $36.0B were
     up 13%;
   - Worldwide cards in force increased 7%, up 3.5MM from last year; and,
   - AEFA assets owned, managed and administered of $253B were 8% lower than
    last year reflecting substantial market depreciation during the year.


o  American Express further expanded its products and services during the
   quarter as it:

   - Introduced new products at American Express Financial Advisors:
     --Three proprietary mutual funds:
       - AXP Mid Cap Value, which will primarily invest in stocks of companies
         with capitalizations in the range of the Russell Mid Cap Value Index;
       - AXP Large Cap Equity, which will invest in companies with market
         capitalizations greater than $5B and will be managed with a bias
         towards value; and
       - AXP U.S. Government Mortgage Fund, which will invest mostly in
         mortgage-backed securities.

     --Two subadvised mutual funds:
       - AXP Partners Select Value Fund, subadvised by Gabelli Asset
         Management Company; and
       - AXP Partners Small Cap Core Fund, subadvised by Pilgrim Baxter &
         Associates Ltd. and Wellington Management Company, LLP.

     --Two new term life insurance products, 15-year and 20-year policies,
       which are also convertible to permanent life insurance.

   - Signed an agreement with BSB Bank & Trust Company (Binghamton, NY) to
     acquire the credit card portfolio of BSB Bank & Trust, consisting of
     nearly 7,000 active consumer and business accounts with receivables of
     approximately $11.2 million.

   - Acquired two co-branded card portfolios -- the Gold and Classic Credit
     Cards of SOGO department store and the credit card of UNY department
     store from ORIX Asia Limited in Hong Kong, the first portfolio
     acquisition outside the U.S., which will bring in more than 78,000 cards
     in Hong Kong.

   - Announced the American Express Business Card in Thailand, specially
     designed to help small and medium enterprises better manage and save on
     everyday business expenses.

   - Announced the formation of the Mobile Payment Forum, created with JCB
     Co., Ltd., MasterCard International and Visa International, which will
     develop a framework for standardized secure mobile payments and address
     current mobile commerce issues.

   - Enhanced American Express Brokerage through new online features,
     including:
     --A state-of-the-art portfolio analysis tool;
     --E-signature capability for online applications;
     --Enhanced equity research;
     --Direct deposit capabilities for brokerage accounts;
     --The ability to download account information to Quicken and Microsoft
       Money; and
     --An FDIC-insured sweep option.


                                       1
<Page>





                            AMERICAN EXPRESS COMPANY
                          FOURTH QUARTER 2001 OVERVIEW
                                  CONSOLIDATED
                                   (UNAUDITED)

<Table>
<Caption>
(millions, except per share amounts)                                 Quarters Ended                       Percentage
                                                                      December 31,                        Inc/(Dec)
                                                        ------------------------------------------     -----------------
                                                                   2001               2000
                                                                   ----               ----
<S>                                                              <C>                <C>                   <C>
CONSOLIDATED REVENUES:
      Net (managed basis)                                        $5,590             $5,714                   (2)%
                                                                 ======             ======
      GAAP reporting basis                                       $5,871             $6,067                   (3)
                                                                 ======             ======

NET INCOME:
      Reported                                                     $297               $677                  (56)
      Restructuring charge                                          179                  -                    -
                                                                   ----               ----
        Adjusted net income                                        $476               $677                  (30)
                                                                   ====               ====

EPS:
      Reported - Basic                                            $0.22              $0.51                  (57)
                                                                  =====              =====
      Reported - Diluted                                          $0.22              $0.50                  (56)
                                                                  =====              =====

      Adjusted - Diluted                                          $0.36              $0.50                  (28)
                                                                  =====              =====
</Table>


o    Results reflect the negative effect of a previously announced
     restructuring charge to cover severance and the related expenses of
     eliminating approximately 6,800 jobs, as well as the cost of
     consolidating real estate facilities to reflect the reduced staffing
     levels.

     -   Excluding the restructuring charge, net income would have been
         $476MM, 30% lower than last year and diluted EPS would have been
         $0.36, 28% lower, reflecting weaker economic and market conditions.

     -   The restructuring charge of $279MM ($179MM after-tax) includes $187MM
         for severance relating to the elimination of approximately 6,800
         jobs, and $92MM of other charges primarily relating to the
         consolidation of real estate facilities. The expense savings for 2002
         resulting from these initiatives is expected to be approximately
         $280MM, a portion of which will flow through to earnings in the form
         of improved operating expenses. The rest is expected to be reinvested
         back into business areas with attractive growth potential. These
         charges are further discussed within each operating segment's
         overview. The charge, planned employee reductions and estimated cost
         savings by segment are as follows:

<Table>
<Caption>
                                   Restructuring Charge                                          Cost Savings
                               ------------------------------         Employee           -------------------------------
        ($MM)                    Pretax          After-tax           Reductions              2002              2003
                               ------------    --------------   ---------------------    -------------     -------------
<S>                              <C>             <C>                 <C>                     <C>               <C>
        TRS                       $219              $140                6,200                $245              $315
        AEFA                        45                29                  400                  20                45
        AEB                         12                 8                  100                   5                10
        Corporate &
          Other                      3                 2                  100                  10                10
                                  ----              ----                -----                ----              ----
             Total                $279              $179                6,800                $280              $380
                                  ====              ====                =====                ====              ====
</Table>

         --   The above reduction in force is in addition to approximately
              7,700 positions, which have been or are in the process of being
              eliminated through the 3Q '01 restructuring charge and other
              reengineering activities. The total number of jobs to be
              eliminated of approximately 14,500 represents approximately 16%
              of the workforce as of the beginning of 2001. These activities,
              in addition to other reengineering programs, have generated
              gross realized savings in excess of $1B during 2001, before
              reinvestment back into the businesses.


o    CONSOLIDATED REVENUES: Net revenues declined due to lower billed
     business volumes, lower spreads on AEFA's investment portfolio, weaker
     travel revenues, as well as lower management and distribution fees. These
     items were partially offset by an increase in cards in force, higher
     cardmember lending spreads and loan balances and greater insurance
     revenues.


                                       2
<Page>

                            AMERICAN EXPRESS COMPANY
                          FOURTH QUARTER 2001 OVERVIEW
                              CONSOLIDATED (CONT'D)
                                   (UNAUDITED)



o    CONSOLIDATED EXPENSES: Rose due to the restructuring charge, larger
     provisions for losses and higher other operating expenses. These
     increases were partially offset by lower marketing costs, a decline in
     human resource expenses, and other reengineering activities and expense
     control initiatives.


o    SHARE REPURCHASES: There were no share repurchases during 4Q '01. Since
     the inception of repurchase programs in September 1994, 357.2MM shares
     have been acquired. The decision to curtail share repurchases during the
     second half of 2001 was previously announced as a result of the negative
     impact of the second quarter charges related to AEFA's investment
     portfolio on book equity.


<Table>
<Caption>
                                                                           Millions of Shares
                                                       ---------------------------------------------------------
     -   AVERAGE SHARES:                                      4Q '01              3Q '01           4Q '00
                                                              ------              ------           ------
<S>                                                           <C>                 <C>              <C>
         Basic                                                1,329               1,324            1,322
                                                              =====               =====            =====
         Diluted                                              1,336               1,335            1,355
                                                              =====               =====            =====
     -   ACTUAL SHARES:
         Shares outstanding - beginning of period             1,336               1,324            1,329
         Repurchase of common shares                              -                   -               (6)
         Net settlements - 3rd party share
           purchase agreements                                   (8)                 11                -
         Employee benefit plans, compensation
           and other                                              3                   1                3
                                                              -----               -----            -----
         Shares outstanding - end of period                   1,331                1,336           1,326
                                                              =====                =====           =====
</Table>



                               CORPORATE AND OTHER

o    The net expense of $45MM in 4Q '01 compared with $41MM in 4Q '00 and
     $52MM in 3Q '01. Included in the 4Q '01 results are $3MM ($2MM after-tax)
     of costs related to the previously discussed restructuring charge.


                                      3
<Page>

                            AMERICAN EXPRESS COMPANY
                          FOURTH QUARTER 2001 OVERVIEW
                             TRAVEL RELATED SERVICES
(preliminary)
                              STATEMENTS OF INCOME
                           (UNAUDITED, MANAGED BASIS)

<Table>
<Caption>
                                                                        Quarters Ended                       Percentage
(millions)                                                               December 31,                        Inc/(Dec)
                                                            ---------------------------------------      ------------------
                                                                      2001                    2000
                                                                      ----                    ----
<S>                                                                 <C>                     <C>              <C>
Net revenues:
     Discount revenue                                               $1,913                  $2,062               (7)%
     Net card fees                                                     426                     417                2
     Lending:
          Finance charge revenue                                     1,156                   1,090                6
          Interest expense                                             289                     448              (35)
                                                                    ------                  ------
               Net finance charge revenue                              867                     642               35
     Travel commissions and fees                                       334                     442              (25)
     TC investment income                                               94                      95               (1)
     Other revenues                                                    893                     885                1
                                                                    ------                  ------
          Total net revenues                                         4,527                   4,543                -
                                                                    ------                  ------
Expenses:
     Marketing and promotion                                           282                     314              (10)
     Provision for losses and claims:
          Charge card                                                  343                     262               31
          Lending                                                      605                     432               40
          Other                                                         81                      19               #
                                                                    ------                  ------
               Total                                                 1,029                     713               44
                                                                    ------                  ------
     Charge card interest expense                                      335                     383              (13)
     Human resources                                                   918                   1,046              (12)
     Other operating expenses                                        1,548                   1,446                7
     Restructuring charge                                              219                       -                -
                                                                    ------                  ------
          Total expenses                                             4,331                   3,902               11
                                                                    ------                  ------
Pretax income                                                          196                     641              (69)
Income tax provision                                                    26                     171              (85)
                                                                    ------                  ------
Net income                                                            $170                    $470              (64)
                                                                    ======                  ======
</Table>

# Denotes variance in excess of 100%.

Note: Unless indicated otherwise, the following discussion addresses the
      "managed basis" Statements of Income. The GAAP Statements of Income are
      also included in the Company's Earnings Release.

o    Net income declined 64% reflecting the effect of the restructuring
     charge, as well as weak economic conditions.
     -    Excluding the restructuring charge, net income declined 34%.

o    Net revenues declined slightly as lower discount revenue and travel
     commissions and fees, reflecting continued weakness in the economy,
     particularly within the Corporate travel arena, were partially offset by
     increased cards in force and growth in cardmember loans outstanding.

o    The higher expenses reflect the previously mentioned restructuring
     charge, as well as greater provisions for losses and increased other
     operating expenses, which were partially offset by reduced marketing and
     promotion costs, lower human resource expenses and expense control
     initiatives.
     -    TRS recorded a restructuring charge of $219MM ($140MM after-tax) in
          the quarter. The largest component of this charge is $150MM in
          severance costs for the elimination of approximately 6,200 jobs. The
          majority of these eliminations relate to staff reductions in the
          travel businesses and reflect the sharp slowdown in that sector
          since September 11. The remaining charge of $69MM primarily reflects
          costs to consolidate various facilities.

o    The pretax margin was 4.3% in 4Q '01, down from 14.1% last year due to
     the effect of weaker revenue conditions and the restructuring charge this
     year.

o    The effective tax rate was 13% in 4Q '01 versus 22% in 3Q '01 and 27% in
     4Q '00. The decline this quarter reflects the restructuring charge and
     weaker revenue conditions, which created a relatively higher Travelers
     Cheque tax benefit contribution during the quarter.


                                      4
<Page>

                            AMERICAN EXPRESS COMPANY
                          FOURTH QUARTER 2001 OVERVIEW
                        TRAVEL RELATED SERVICES (CONT'D)

o    DISCOUNT REVENUE: Lower billed business and a lower discount rate yielded
     a 7% decrease in discount revenue.

     -    The average discount rate in 4Q '01 was 2.66% versus 2.67% in 3Q '01
          and 2.69% in 4Q '00. The declines reflect the cumulative impact of
          stronger than average growth in the lower rate retail and other
          "everyday spend" merchant categories (e.g., supermarkets,
          discounters, etc.), as well as significantly weaker T&E spending.

          --   We believe the AXP value proposition is strong. However, as
               indicated in prior quarters, continued changes in the mix of
               business, the continued shift to electronic data capture,
               volume related pricing discounts, and selective repricing
               initiatives will probably result in some rate erosion over
               time.
<Table>
<Caption>
                                                                            Quarters Ended                  Percentage
                                                                             December 31,                    Inc/(Dec)
                                                                   ----------------------------------    ------------------
                                                                           2001               2000
                                                                           ----               ----
<S>                                                                      <C>                <C>             <C>
        Card billed business (billions):
             United States                                                $55.8              $59.0                (6)%
             Outside the United States                                     18.6               20.0                (7)
                                                                          -----              -----
             Total                                                        $74.4              $79.0                (6)
                                                                          =====              =====

        Cards in force (millions):
             United States                                                 34.6               33.3                 4
             Outside the United States                                     20.6               18.4                12
                                                                          -----              -----
             Total                                                         55.2               51.7                 7
                                                                          =====              =====

        Basic cards in force (millions):
             United States                                                 26.8               26.3                 2
             Outside the United States                                     15.6               13.9                12
                                                                          -----              -----
             Total                                                         42.4               40.2                 6
                                                                          =====              =====

        Spending per basic card in force (dollars) (a):
             United States                                               $2,073             $2,266                (9)
             Outside the United States                                   $1,469             $1,724               (15)
             Total                                                       $1,897             $2,113               (10)
</Table>

(a) Proprietary card activity only.

-    BILLED BUSINESS: The 6% decrease in billed business resulted from lower
     spending per basic cardmember worldwide, which was partially offset by
     growth in cards in force. Generally weaker economic conditions during the
     quarter drove a lower level of spending, particularly within the travel
     related categories.
     --   U.S. billed business decreased 6% reflecting 1% growth within the
          consumer card business on 10% higher transaction volume, a 6%
          decrease within small business services and a 24% decline within
          Corporate Services.
          -    Spending per basic card in force declined 9% reflecting the
               economic and industry factors cited above and the dilutive
               effect of strong card growth over recent years.
     --   Excluding the impact of foreign exchange translation:
          -    Total billed business outside the U.S. was down 5% reflecting
               general weakness across all regions as declines ranged from 3%
               in Asia to 9% in Latin America.
          -    Spending per proprietary basic card in force outside the U.S.
               declined 13% reflecting the same factors present within the
               U.S.
     --   Network partnership and Purchasing Card volumes sustained their
          relatively stronger performance, growing during the quarter.
     --   U.S. non-T&E related volume categories (which represented
          approximately 67% of 4Q '01 U.S. billed business) continued to grow
          during the quarter, increasing 5%, but were offset by a 21% decrease
          in T&E volumes.
     --   Airline related volume, which represented approximately 10% of total
          U.S. volumes during the quarter, declined approximately 30%
          worldwide as both the average airline charge and transaction volume
          were down double digits.
     --   Monthly volumes versus last year declined approximately 10% in
          October, 6% in November and 2% in December. While the sequential
          monthly reduction in the Worldwide Billed Business decline during
          the quarter is encouraging, it also reflects the seasonally lower
          impact of airline volumes during the latter part of the quarter.

-    CARDS IN FORCE worldwide rose 7% versus last year.
     --   U.S. cards in force declined slightly during the quarter reflecting
          more selective consumer card and small business services acquisition
          activities as the year progressed in light of economic conditions.
     --   Outside the United States, 400K cards in force were added during the
          quarter on continued proprietary card and network card growth.


                                      5
<Page>

                            AMERICAN EXPRESS COMPANY
                          FOURTH QUARTER 2001 OVERVIEW
                        TRAVEL RELATED SERVICES (CONT'D)

o    NON-AMEX BRANDED STATISTICS: Total cards in force and billed business
     exclude activities on Non-Amex Branded cards (Visa and Eurocards) issued
     in connection with joint venture activities. These are reported as
     separate line items within TRS' selected statistical information.

<Table>
<Caption>
                                                                Quarters Ended                    Percentage
                                                                 December 31,                     Inc/(Dec)
                                                       ---------------------------------        ---------------
                                                               2001                2000
                                                               ----                ----
<S>                                                            <C>                 <C>            <C>
     Cards in force (millions)                                  0.7                 0.6                6%
     Billed business (billions)                                $0.9                $1.1              (22)
</Table>


o    NET CARD FEES: Rose 2% as the increase in cards in force was offset by
     the mix shift toward lower and no fee products. The average fee per card
     in force of $34 in 4Q '01 and 3Q '01 declined from $35 in 4Q '00.

o    NET FINANCE CHARGE REVENUE: Rose 35% on 16% growth in average worldwide
     lending balances.

     -    The yield on the U.S. portfolio rose to 9.6% in 4Q '01 from 7.7% in
          4Q '00 and 8.8% in 3Q '01 as a decrease in the proportion of the
          portfolio on introductory rates and the benefit of lower funding
          costs, which lag in their effect on finance charge revenue, were
          partially offset by the evolving mix of products toward more
          lower-rate offerings.

o    TRAVEL COMMISSIONS AND FEES: Declined 25% on a 40% contraction in travel
     sales due to the effects of the terrorist attacks on 9/11 and the
     previously existing weaker corporate travel environment. The revenue
     earned per dollar of sales increased (10.2% in 4Q '01 versus 9.2% in 3Q
     '01 and 8.0% in 4Q '00), reflecting new fees related to the migration to
     transaction-based customer relationships, which were partially offset by
     continued efforts by airlines to reduce distribution costs and by
     corporate clients to contain travel and entertainment expenses.

o    TC INVESTMENT INCOME: Was down 1% as a higher average investment was
     offset by a decline in the pretax yield. TC sales declined 9% in the
     quarter.

o    OTHER REVENUES: Increased 1% due to higher card-related fees and larger
     insurance premiums, which were offset by significantly lower interest
     income on investment and liquidity pools held within card funding
     vehicles.

o    MARKETING AND PROMOTION EXPENSES: Decreased 10% as the Company continued
     to rationalize certain marketing efforts in light of the weaker business
     environment.

o    OTHER PROVISIONS FOR LOSSES: Increased substantially due in part to
     reserve additions related to credit exposures to travel industry service
     establishments and insurance claims and benefits from the crash of Flight
     #587.

o    CHARGE CARD INTEREST EXPENSE: Was down 13% due to a lower effective cost
     of funds and lower billed business volumes.

o    HUMAN RESOURCE EXPENSES: Decreased 12% versus last year as a result of a
     lower average number of employees and lower levels of incentive
     compensation.
     -    The employee count at 12/01 of 71,900 was down approximately 3,000,
          or 4%, versus last year and down approximately 2,600 versus last
          quarter, reflecting the previously discussed reengineering
          initiatives.

o    OTHER OPERATING EXPENSES: Were up 7% as higher costs related to customer
     service activity growth and cardmember loyalty programs, as well as
     write-downs of certain strategic corporate venture investments, were
     partially offset by reengineering initiatives and cost containment
     efforts.


                                      6
<Page>

                            AMERICAN EXPRESS COMPANY
                          FOURTH QUARTER 2001 OVERVIEW
                        TRAVEL RELATED SERVICES (CONT'D)

o    CREDIT QUALITY:

     -    As a result of the weaker economy, overall credit quality
          deteriorated modestly in the quarter, but remained at relatively
          attractive levels versus historical comparisons.

     -    The provision for losses on charge card products rose 31% due to the
          higher past due and write-off levels versus last year.

     -    The lending provision for losses was 40% above last year on growth
          in outstanding loans and the weaker credit environment.

     -    Reserve coverage ratios at more than 100% of past due balances
          remained strong.

     -    WORLDWIDE CHARGE CARD:

          --   The write-off rate increased from the historically low levels
               achieved last year and 3Q '01. Past due rates also rose versus
               last year but fell versus last quarter. The increases mostly
               reflect economic conditions, but also the impact of lower
               volumes and a reduced receivable base on the calculation.

<Table>
<Caption>
                                                                                   12/01            9/01            12/00
                                                                             --------------     ------------    -------------
<S>                                                                                <C>              <C>             <C>
               Loss ratio, net of recoveries                                       0.47%            0.45%            0.36%
               90 days past due as a % of receivables                               2.9%             3.0%             2.3%
</Table>

          --   Reserve coverage of past due accounts remained strong.

<Table>
<Caption>
                                                                                   12/01            9/01            12/00
                                                                             --------------     ------------    -------------
<S>                                                                              <C>              <C>               <C>
               Reserves (MM)                                                     $1,032           $1,026             $964
               % of receivables                                                     3.9%             4.1%             3.3%
               % of past due accounts                                               136%             136%             142%
</Table>

     -    U.S. LENDING:

          --   The write-off and past due rate increased from last quarter and
               last year. The lagged write-off rate actually declined slightly
               versus 3Q '01.

<Table>
<Caption>
                                                                                   12/01            9/01            12/00
                                                                             --------------     ------------    -------------
<S>                                                                                <C>              <C>             <C>
               Write-off rate, net of recoveries                                   5.9%              5.6%             4.4%
               30 days past due as a % of loans                                    3.3%              3.2%             2.8%
</Table>

          --   The lending reserve balance increased during the quarter.

<Table>
<Caption>
                                                                                   12/01            9/01            12/00
                                                                             --------------     ------------    -------------
<S>                                                                              <C>              <C>               <C>
               Reserves (MM)                                                     $1,077           $1,018             $820
               % of total loans                                                    3.4%              3.3%             2.9%
               % of past due accounts                                              101%              101%             104%
</Table>


                                      7
<Page>

                            AMERICAN EXPRESS COMPANY
                          FOURTH QUARTER 2001 OVERVIEW
                       AMERICAN EXPRESS FINANCIAL ADVISORS

(preliminary)                 STATEMENTS OF INCOME
                                   (UNAUDITED)

<Table>
<Caption>
(millions)                                                               Quarters Ended                   Percentage
                                                                          December 31,                    Inc/(Dec)
                                                                 -------------------------------      -------------------
                                                                      2001                 2000
                                                                     -----                -----
<S>                                                                  <C>                  <C>             <C>
Revenues:
     Investment income                                                $549                 $546                1%
     Management and distribution fees                                  603                  722              (17)
     Other revenues                                                    299                  273                9
                                                                     -----                -----
          Total revenues                                             1,451                1,541               (6)
     Provision for losses and benefits:
          Annuities                                                    256                  251                2
          Insurance                                                    168                  134               26
          Investment certificates                                       78                   90              (14)
                                                                     -----                -----
               Total                                                   502                  475                6
                                                                     -----                -----
          Total net revenues                                           949                1,066              (11)
                                                                     -----                -----
Expenses:
     Human resources                                                   455                  540              (16)
     Other operating expenses                                          229                  182               26
     Restructuring charge                                               45                    -                -
                                                                     -----                -----
          Total expenses                                               729                  722                1
                                                                     -----                -----
Pretax income                                                          220                  344              (36)
Income tax provision                                                    57                  102              (44)
                                                                     -----                -----
Net income                                                            $163                 $242              (33)
                                                                     =====                =====
</Table>

o    Net income declined 33% reflecting the effect of the restructuring charge
     and the continuing effect of the weak economy and financial markets.
     -    AEFA recorded a restructuring charge of $45MM ($29MM after-tax)
          during the quarter. This charge reflects $20MM of severance for the
          elimination of approximately 400 jobs and $25MM related to facility
          consolidation costs.
     -    Excluding this charge, net income declined 21%.

o    Net revenues declined 11% reflecting:
     -    Lower spreads on investment portfolio products, mostly reflecting
          the impact of the portfolio repositioning activities to improve
          overall credit quality discussed as part of our 2Q '01 results;
     -    Reduced management fees from lower average managed asset levels;
     -    A decrease in mutual fund-related distribution fees from weaker
          sales levels; partially offset by
     -    Higher advice services fees.

o    The substantial pretax margin decline reflects the relatively weaker
     revenue environment and the negative impact of the restructuring charge
     this year.

o    The effective tax rate was 26.0% in 4Q '01, versus 25.2% in 3Q '01 and
     29.6% in 4Q '00. The decline versus last year reflects the relatively
     greater impact this quarter of tax credits from affordable housing
     project investments due to the substantially lower level of pretax
     income.

o    ASSETS OWNED, MANAGED AND ADMINISTERED:

<Table>
<Caption>
                                                                                                        Percentage
    (billions)                                                         December 31,                      Inc/(Dec)
                                                            ----------------------------------         ---------------
                                                                 2001                  2000
                                                                 ----                  ----
<S>                                                             <C>                  <C>                <C>
    Assets owned (excluding separate accounts)                  $44.2                 $41.3                   7%
    Separate account assets                                      27.3                  32.3                 (16)
    Assets managed                                              148.4                 167.0                 (11)
    Assets administered                                          33.4                  34.4                  (3)
                                                               ------                ------
                   Total                                       $253.3                $275.0                  (8)
                                                               ======                ======
</Table>


                                      8
<Page>

                            AMERICAN EXPRESS COMPANY
                          FOURTH QUARTER 2001 OVERVIEW
                  AMERICAN EXPRESS FINANCIAL ADVISORS (CONT'D)

o    ASSET QUALITY:

     -    Except for modest deterioration within the high-yield market sector,
          which was in line with our expectations, asset quality remains
          strong.
     -    Non-performing assets relative to invested assets were 0.1% and were
          250% covered by reserves, including those related to the impairment
          of high-yield securities.
     -    High-yield investments totaled $1.3B at 12/31/01, down from $1.4B at
          9/30/01, and represented approximately 4% of AEFA's portfolio. Going
          forward, AEFA targets a level that is more in line with industry
          averages of approximately 7%.
          --   As previously reported, in October, the Company completed a
               transaction which securitized a large portion of its rated CDO
               securities. The transaction has the following consequences:
               -    Pools the performance of 44 separate CDO securities
                    allowing recognition of the investment return related to
                    the overall performance of the portfolio. The ability to
                    evaluate future cash flows at the portfolio level, rather
                    than on a security-by-security basis, should increase the
                    predictability of future earnings; and,
               -    Monetizes a small portion of the CDO securities by selling
                    notes in this structure to third-party investors.
     -    The SFAS No. 115 related mark-to-market adjustment on the portfolio
          (reported in assets pretax) was appreciation of $224MM at 12/01 and
          $717MM at 9/01 versus depreciation of ($655MM) at 12/00.

o    INVESTMENT INCOME:

     -    Gross investment income increased 1% as higher invested assets were
          partially offset by a lower average yield, mostly due to the
          repositioning of the portfolio. In addition, the value of options
          hedging outstanding stock market certificates and equity indexed
          annuities increased on appreciation in the S&P 500 this year versus
          depreciation last year, which was offset in the related provisions.
     -    Average invested assets of $35.2B (excluding unrealized
          appreciation/depreciation) rose 7% versus $32.8B in 4Q '00.
     -    The average yield on invested assets was 6.4% versus 7.2% in 4Q '00.
     -    Underlying spreads within the insurance and annuity products were
          down versus last year and last quarter, while spreads for
          certificates were up versus last year and last quarter.

o    MANAGEMENT AND DISTRIBUTION FEES: The decrease of 17% was due to lower
     average assets under management and weaker mutual fund sales, reflecting
     the continued negative impact of weak equity market conditions.

     -    ASSETS MANAGED:

<Table>
<Caption>
                                                                                                                Percentage
          (billions)                                                                  December 31,              Inc/(Dec)
                                                                          -------------------------------    -----------------
                                                                                  2001              2000
                                                                                  ----              ----
<S>                                                                             <C>               <C>           <C>
          Assets managed for individuals                                         $98.7            $112.0           (12)%
          Assets managed for institutions                                         49.7              55.0           (10)
          Separate account assets                                                 27.3              32.3           (16)
                                                                                ------            ------
                         Total                                                  $175.7            $199.3           (12)
                                                                                ======            ======
</Table>


     --   The decline in managed assets since 12/00 resulted from $24.4B of
          market depreciation, reflecting the 13% decline in the S&P 500
          during the past year, offset in part by $0.8B of net new money.

     --   The $12.4B increase in managed assets during 4Q '01 resulted from
          market appreciation of $11.8B and net inflows of $0.6B.


                                      9
<Page>

                            AMERICAN EXPRESS COMPANY
                          FOURTH QUARTER 2001 OVERVIEW
                  AMERICAN EXPRESS FINANCIAL ADVISORS (CONT'D)


o    PRODUCT SALES:
     -    Total gross cash sales from all products were down 19% versus 4Q '00
          as generally weak sales conditions persisted throughout the quarter.
     -    Mutual fund sales decreased 20% as both proprietary and
          non-proprietary fund sales declined. The largest portion of
          non-proprietary fund sales continued to occur in "wrap" accounts.
          Within proprietary funds:
          --   Bond fund sales grew; sales of equity and money market funds
               declined.
          --   Redemption rates held relatively steady and continued to
               compare favorably with industry levels.
     -    Annuity sales increased 1%, as strong growth in fixed annuity sales
          was offset by a decline in variable annuity sales.
     -    Sales of insurance products fell 3% reflecting lower sales of life
          products, partially offset by higher property-casualty sales, in
          part due to sales through Costco.
     -    Certificate sales increased 21% reflecting particularly strong
          advisor sales, which were partially offset by lower sales of
          certificates sold to clients outside the U.S. through a joint
          venture between AEFA and AEB.
     -    Institutional sales declined 52% versus a relatively strong fourth
          quarter last year, reflecting lower new account additions.
     -    Other sales decreased 24% due to the addition last year of a higher
          level of new 401(k) plan sponsors, partially offset by sales growth
          in limited partnerships and wealth management account activities.
     -    Advisor product sales generated through financial planning and
          advice services were 72% of total sales in 4Q '01 versus 70% in 4Q
          '00.

o    OTHER REVENUES: Were up 9%, primarily on higher life and
     property-casualty insurance premiums and charges.
     -    Financial planning and advice services fees of $27.1MM rose 26%
          versus 4Q '00 reflecting the negative impact during 4Q '00 of a
          change in policy, which deferred revenues and a comparable amount of
          human resource expense. Advice services volumes actually remained
          weak in the quarter, declining 13%.

o    PROVISIONS FOR LOSSES AND BENEFITS: Annuity product provisions increased
     due to the impact of a lower accrual rate and flat inforce levels, which
     was more than offset by the effect of S&P 500 appreciation on equity
     indexed annuities. Insurance provisions rose due to higher inforce
     levels, partially offset by lower accrual rates. Certificate provisions
     decreased as higher inforce levels and the effect on the stock market
     certificate product of depreciation last year and appreciation this year
     in the S&P 500 were offset by lower accrual rates.

o    HUMAN RESOURCES: Expenses declined 16% reflecting lower field force
     compensation-related expenses due to the decline in advisors and the
     impact of lower volumes on advisor compensation, as well as the benefits
     of reengineering and cost containment initiatives within the home office
     where average employees were down 15% versus 4Q '00.
     -    TOTAL ADVISOR FORCE: 11,535 at 12/01; down 1,128 advisors, or (9)%,
          versus 12/00 and up 150 advisors versus 9/01.
          --   The decrease in advisors versus 12/00 reflects reduced
               recruiting activities during the year as we worked to improve
               the advisor platform economics, and higher termination rates
               due to the weaker environment and proactive efforts to
               eliminate unproductive advisors.
               -    Veteran advisor retention rates remain strong.
          --   The increase in advisors during the quarter reflects more
               proactive recruiting and training activities recently as
               actions taken to rebalance the advisor platform economics have
               repositioned AEFA for controlled growth. We expect to continue
               to carefully manage new advisor additions in coming quarters to
               ensure overall field force costs are appropriately controlled
               and advisor production is maximized.
          --   Total production, advisor productivity and client acquisitions
               were down versus last year reflecting the more difficult
               selling environment.
               -    The total number of clients was up 4% and accounts per
                    client were flat. Client retention exceeded 95%.

o    OTHER OPERATING EXPENSES: The increase reflects higher investment
     activities related to the acceleration of various strategic,
     reengineering, technology and product development
     projects, a higher minority interest related to premium deposits (the
     joint venture with AEB) and real estate write-downs from facility
     consolidation.


                                      10
<Page>

                            AMERICAN EXPRESS COMPANY
                          FOURTH QUARTER 2001 OVERVIEW
                              AMERICAN EXPRESS BANK

(preliminary)                  STATEMENTS OF INCOME
                                   (UNAUDITED)

<Table>
<Caption>
(millions)                                                          Quarters Ended                      Percentage
                                                                     December 31,                        Inc/(Dec)
                                                          -----------------------------------      ----------------------
                                                               2001                2000
                                                               ----                ----
<S>                                                            <C>                 <C>                  <C>
Net revenues:
     Interest income                                           $154                $181                      (15)%
     Interest expense                                            65                 122                      (46)
                                                               ----                ----
           Net interest income                                   89                  59                       50
     Commissions and fees                                        49                  52                       (6)
     Foreign exchange income and other revenue                   30                  33                      (11)
                                                               ----                ----
          Total net revenues                                    168                 144                       16
                                                               ----                ----
Expenses:
     Human resources                                             62                  60                        2
     Other operating expenses                                    57                  68                      (17)
     Provision for losses                                        21                   8                       #
     Restructuring charge                                        12                   -                        -
                                                               ----                ----
          Total expenses                                        152                 136                       11
                                                               ----                ----
Pretax income                                                    16                   8                       #
Income tax provision                                              7                   2                       #
                                                               ----                ----
Net income                                                       $9                  $6                       44
                                                               ====                ====
</Table>

# Denotes variance in excess of 100%.

o    AEB recorded a restructuring charge of $12MM ($8MM after-tax) primarily
     reflecting $7MM of severance for approximately 100 employees.
     -    Excluding the effect of the restructuring charge, net income of
          $17MM almost tripled last year's amount.

o    Revenues grew 16% as higher net interest income was partially offset by
     weaker foreign exchange and other revenue and lower commissions and fees.
     AEB's two individual oriented businesses continued to grow, despite a
     more difficult market environment, as Private Banking client holdings
     rose 19% and client volumes in Personal Financial Services (PFS)
     increased 9%. Revenues within Corporate Banking declined as we continued
     to de-emphasize these activities.
     -    Net interest income rose 50% due to higher consumer loans and lower
          funding costs, partially offset by decreases in Corporate Banking.
     -    Commissions and fees were down 6% from lower results in Corporate
          Banking.
     -    Foreign exchange income and other revenue decreased 11% as higher
          revenue from premium deposits (the joint venture with AEFA) was more
          than offset by lower earnings from other joint ventures and lower
          Corporate Banking-related revenue.

o    Human resource expenses rose 2% primarily due to merit and benefit
     related cost increases, partially offset by a lower employee level.

o    Other operating expenses decreased 17% largely due to lower technology
     costs and T&E expenses.

o    The provision for losses increased primarily due to PFS loan growth.

o    AEB remained "well-capitalized".

<Table>
<Caption>
                                       12/01                9/01           12/00            Well-Capitalized
                                  ---------------    -------------    --------------    ---------------------
<S>                               <C>                <C>              <C>               <C>
     Tier 1                            11.1%                9.9%           10.1%                  6.0%
     Total                             12.2%               10.6%           11.4%                 10.0%
     Leverage Ratio                     5.3%                5.4%            5.9%                  5.0%
</Table>


                                      11
<Page>

                            AMERICAN EXPRESS COMPANY
                          FOURTH QUARTER 2001 OVERVIEW
                         AMERICAN EXPRESS BANK (CONT'D)
o    EXPOSURES
     -    AEB's loans outstanding were $5.3B at 12/01 and 12/00, and $5.6B at
          9/01. Activity since 12/00 included a $900MM decrease in corporate
          banking loans, a $100MM decrease in financial institution loans and
          a $1.0B increase in consumer and private banking loans, including
          the transfer of approximately $200MM of collateralized loans from
          Corporate Banking. Compared to 9/01, corporate banking loans
          decreased by $300MM and financial institution loans decreased by
          $100MM, while consumer and private banking loans increased by
          $100MM. As of 12/01, consumer and private banking loans comprised
          60% of total loans versus 55% at 9/01 and 41% at 12/00; corporate
          banking loans comprised 18% of total loans versus 22% at 9/01 and
          34% at 12/00; and financial institution loans comprised 22% of total
          loans at 12/01, 23% at 9/01 and 25% at 12/00.

     -    In addition to the loan portfolio, there are other banking
          activities, such as forward contracts, various contingencies and
          market placements, which added approximately $7.3B to the credit
          exposures at 12/01, $8.0B at 9/01 and $7.4B at 12/00. Of the $7.3B
          of additional exposures at 12/01, $5.3B were relatively less risky
          cash and securities related balances.

<Table>
<Caption>
       ($ in billions)                                                          12/31/01
                                                    ------------------------------------------------------------------
                                                                                   Net
                                                                               Guarantees                                 9/30/01
                                                                FX and             And                      Total          Total
       Country                                       Loans    Derivatives      Contingents    Other(1)    Exposure(2)    Exposure(2)
       -------                                       -----    -----------      -----------    -----       --------       --------

<S>                                                  <C>      <C>              <C>            <C>         <C>            <C>
       Hong Kong                                      $1.1             -             $0.1      $0.1           $1.3            $1.2
       Indonesia                                         -             -                -         -            0.1             0.1
       Singapore                                       0.5             -              0.1       0.1            0.7             0.7
       Korea                                           0.1             -                -       0.1            0.2             0.3
       Taiwan                                          0.2             -                -       0.1            0.3             0.3
       Japan                                             -             -                -       0.2            0.2             0.1
       Other                                           0.1             -                -       0.1            0.1             0.1
                                                      ----          ----             ----      ----          -----            ----
           Total Asia/Pacific Region (2)               2.1             -              0.2       0.7            3.0             2.9
                                                      ----          ----             ----      ----          -----            ----

       Chile                                           0.1             -                -         -            0.2             0.3
       Brazil                                          0.3             -                -         -            0.3             0.4
       Mexico                                          0.1             -                -         -            0.1             0.1
       Argentina (3)                                     -             -                -         -            0.1             0.1
       Peru                                              -             -                -         -              -             0.1
       Other                                           0.4             -              0.2       0.1            0.8             0.7
                                                      ----          ----             ----      ----          -----            ----
           Total Latin America (2)                     0.9           0.1              0.3       0.2            1.4             1.6
                                                      ----          ----             ----      ----          -----            ----

       India                                           0.3             -              0.1       0.3            0.7             0.7
       Pakistan                                        0.1             -                -       0.1            0.2             0.2
       Other                                             -             -                -       0.1            0.2             0.2
                                                      ----          ----             ----      ----          -----            ----
           Total Subcontinent (2)                      0.4             -              0.1       0.5            1.1             1.1
                                                      ----          ----             ----      ----          -----            ----

       Egypt                                           0.2             -                -       0.2            0.4             0.4
       Other                                           0.1             -                -         -            0.2             0.2
                                                      ----          ----             ----      ----          -----            ----
           Total Middle East and Africa (2)            0.3             -                -       0.2            0.6             0.6
                                                      ----          ----             ----      ----          -----            ----

           Total Europe (2)                            1.4             -              0.4       2.5            4.4             5.0

           Total North America (2)                     0.3             -              0.2       1.6            2.1             2.3
                                                     -----         -----            -----     -----         ------           -----

       Total Worldwide (2)                            $5.3          $0.2             $1.3      $5.8          $12.6           $13.6
                                                     =====         =====            =====     =====          =====           =====
</Table>

     (1) Includes cash, placements and securities.
     (2) Individual items may not add to totals due to rounding.
     (3) Total exposures to Argentina at 12/31/01 were $56MM, which includes
         loans of $25MM.

     Note: Includes cross-border and local exposure and does not net local
           funding or liabilities against any local exposure.


                                      12
<Page>

                           AMERICAN EXPRESS COMPANY
                          FOURTH QUARTER 2001 OVERVIEW
                         AMERICAN EXPRESS BANK (CONT'D)



o    Total non-performing loans of $123MM were down from $133MM at 9/01 and
     $137MM at 12/00 as a result of decreases within the Corporate Banking
     business. The decreases in both periods are due to loan payments and
     write-offs, mostly in Indonesia, partially offset by net downgrades of
     the risk status of various loans.

o    Other non-performing assets were $22MM at 12/01 versus $2MM at 9/01 and
     $24MM at 12/00. The increase from 9/01 reflects additional risks
     surrounding certain contingent liabilities, which are almost fully
     reserved. Since 12/00, payments/maturities and write-offs, mainly in
     Indonesia, were offset by the addition of those contingent liabilities.

o    AEB's total reserves at 12/01 of $148MM compared with $149MM at 9/01 and
     $153MM at 12/00 and are allocated as follows:

<Table>
<Caption>
     (millions)                                          12/01         9/01          12/00
                                                     ----------    ---------     ---------
<S>                                                  <C>           <C>           <C>
     Loans                                                $128         $144           $137
     Other Assets, primarily derivatives                     4            3             14
     Other Liabilities                                      16            2              2
                                                          ----         ----           ----
          Total                                           $148         $149           $153
                                                          ====         ====           ====
</Table>


     -    Reserve coverage of non-performing loans of 104% at 12/01 compared
          with 108% at 9/01 and 100% at 12/00.


o    Management formally reviews the loan portfolio and evaluates credit risk
     throughout the year. This evaluation takes into consideration the
     financial condition of the borrowers, fair market value of collateral,
     status of delinquencies, historical loss experience, industry trends and
     the impact of current economic conditions. As of December 31, 2001,
     management considers the loss reserve to be appropriate.


                                      13
<Page>

                           AMERICAN EXPRESS COMPANY
                            FULL YEAR 2001 OVERVIEW
                                 CONSOLIDATED
                                  (UNAUDITED)

<Table>
<Caption>
(millions, except per share amounts)                                   Years Ended                         Percentage
                                                                      December 31,                         Inc/(Dec)
                                                        ------------------------------------------      -----------------
                                                                   2001                  2000
                                                                   ----                  ----
<S>                                                             <C>                   <C>               <C>
CONSOLIDATED REVENUES:
      Net (managed basis)                                       $21,359               $22,085                 (3)%
                                                                =======               =======
      GAAP reporting basis                                      $22,582               $23,675                 (5)
                                                                =======               =======

NET INCOME:
      Reported                                                   $1,311                $2,810                (53)
      Restructuring charges                                         411                     -                  -
      September 11th items                                           65                     -                  -
                                                                -------               -------
      Adjusted net income                                        $1,787                $2,810                (36)
                                                                =======               =======

EPS:
      Reported - Basic                                            $0.99                 $2.12                (53)
                                                                =======               =======
      Reported - Diluted                                          $0.98                 $2.07                (53)
                                                                =======               =======

      Adjusted - Diluted                                          $1.34                 $2.07                (35)
                                                                =======               =======
</Table>

o    Results reflect the negative effect of various items related to the
     terrorist attacks of 9/11 and restructuring charges to cover severance
     and related expenses of eliminating approximately 12,900 jobs, the cost
     of consolidating real estate facilities to reflect the reduced staffing
     levels and other charges relating to the exit of certain business lines.
     -    The $98MM ($65MM after-tax) of one-time costs and business
          interruption losses in the third quarter related to the September
          11th terrorist attacks include provisions related to credit
          exposures to travel industry service establishments, insurance
          claims, and waived finance charges and late fees.

          --   The Company has also incurred costs of approximately $58MM
               since September 11th, which are expected to be covered by
               insurance and, consequently, did not impact the results. These
               include the cost of duplicate facilities and equipment
               associated with the relocation of offices in lower Manhattan
               and certain other business recovery expenses. Costs associated
               with the damage to the Company's offices, extra operating
               expenses and business interruption losses are still being
               evaluated. To-date, approximately $30MM of such costs relating
               to our portion of the repair of our headquarters building have
               been identified. The company expects that a substantial portion
               of these costs and losses will be covered by insurance.

     -    The total restructuring charges of $631MM ($411MM after-tax) -
          $352MM ($232MM after-tax) in 3Q '01 and $279MM ($179MM after-tax)
          in 4Q '01 - include $369MM for severance and $262MM of other charges.
          The savings for 2002 resulting from these initiatives is expected to
          be approximately $605MM, a portion of which will flow through to
          earnings in the form of improved operating expense margins. The rest
          is expected to be reinvested back into business areas with
          high-growth potential. These charges are further discussed within
          each operating segment's overview. The combined charges, planned
          employee reductions and estimated cost savings by segment are as
          follows.

<Table>
<Caption>
                                   Restructuring Charges                                          Cost Savings
                               -----------------------------          Employee           -------------------------------
                                 Pretax          After-tax           Reductions              2002              2003
                               ------------     -------------    --------------------    -------------     -------------
<S>                            <C>              <C>              <C>                     <C>               <C>
        TRS                       $414              $267               10,900                 $495             $575
        AEFA                       107                70                1,300                   60               95
        AEB                         96                65                  500                   30               45
        Corporate &
          Other                     14                 9                  200                   20               25
                                ------            ------               ------               ------           ------
             Total                $631              $411               12,900                 $605             $740
                                ======            ======               ======               ======           ======
</Table>

     -    Excluding the effect of the restructuring charges and the 9/11
          costs, diluted EPS was $1.34, down 35% versus last year.

o    Results also include $182MM ($132MM after-tax), recorded in 1Q '01 and
     $826MM ($537MM after-tax), recorded in 2Q '01, of losses related to the
     writedown and sale of certain high-yield securities and the reduction of
     the risk profile within AEFA's investment portfolio. 2000's results
     reflect approximately $123MM of such losses.


                                      14
<Page>

                           AMERICAN EXPRESS COMPANY
                            FULL YEAR 2001 OVERVIEW
                             CONSOLIDATED (CONT'D)


o    CONSOLIDATED REVENUES: Net revenues declined due to lower spreads on
     AEFA's investment portfolio, which reflect the investment losses and
     portfolio repositioning mentioned above, weaker travel revenues, as well
     as lower management and distribution fees. These items were partially
     offset by an increase in cards in force, larger loan balances and greater
     insurance premiums.


o    CONSOLIDATED EXPENSES: Rose due to the previously mentioned charges,
     larger provisions for losses and higher operating expenses. These
     increases were partially offset by lower marketing costs, a decline in
     human resource expenses, and other reengineering activities and expense
     control initiatives.


o    AVERAGE SHARES:
<Table>
<Caption>
                                                                             Millions of Shares
                                                              ----------------------------------------------
                                                                           2001             2000
                                                                           ----             ----
<S>                                                                        <C>              <C>
     Basic
                                                                           1,324            1,327
                                                                           =====            =====
     Diluted
                                                                           1,336            1,360
                                                                           =====            =====



o    ACTUAL SHARE ACTIVITY:

     Shares outstanding - beginning of period                              1,326            1,341
     Repurchase of common shares                                             (14)             (25)
     Net settlements - 3rd party share purchase agreements                    12                -
     Employee benefit plans, compensation and other                            7               10
                                                                           -----            -----
     Shares outstanding - end of period                                    1,331            1,326
                                                                           =====            =====
</Table>





                              CORPORATE AND OTHER

o    The 2001 net operating expense was $187MM compared with $180MM in 2000.
     -    Both 2001 and 2000 include a $46MM ($39MM after-tax) Lehman Brothers
          preferred dividend based on its earnings.
     -    2001 also reflects $14MM ($9MM after-tax) of costs related to the
          previously discussed restructuring charges.


                                      15
<Page>

                           AMERICAN EXPRESS COMPANY
                            FULL YEAR 2001 OVERVIEW
                            TRAVEL RELATED SERVICES

(preliminary)                STATEMENTS OF INCOME
                          (UNAUDITED, MANAGED BASIS)

<Table>
<Caption>
                                                                           Years Ended                     Percentage
(millions)                                                                 December 31,                    Inc/(Dec)
                                                              --------------------------------------    -----------------
                                                                    2001                    2000
                                                                  ------                  ------
<S>                                                               <C>                     <C>           <C>
Net revenues:
     Discount revenue                                             $7,714                  $7,779              (1)%
     Net card fees                                                 1,691                   1,653               2
     Lending:
          Finance charge revenue                                   4,622                   3,977              16
          Interest expense                                         1,484                   1,594              (7)
                                                                  ------                  ------
               Net finance charge revenue                          3,138                   2,383              32
                                                                  ------                  ------
     Travel commissions and fees                                   1,537                   1,821             (16)
     TC investment income                                            394                     387               2
     Other revenues                                                3,628                   3,418               6
                                                                  ------                  ------
          Total net revenues                                      18,102                  17,441               4
                                                                  ------                  ------
Expenses:
     Marketing and promotion                                       1,145                   1,348             (15)
     Provision for losses and claims:
          Charge card                                              1,231                   1,157               6
          Lending                                                  2,243                   1,486              51
          Other                                                      164                     105              57
                                                                  ------                  ------
               Total                                               3,638                   2,748              32
                                                                  ------                  ------
     Charge card interest expense                                  1,476                   1,408               5
     Human resources                                               3,992                   4,126              (3)
     Other operating expenses                                      5,379                   5,098               6
     Restructuring charges                                           414                       -               -
     Disaster recovery charge                                         79                       -               -
                                                                  ------                  ------
          Total expenses                                          16,123                  14,728               9
                                                                  ------                  ------
Pretax income                                                      1,979                   2,713             (27)
Income tax provision                                                 520                     784             (34)
                                                                  ------                  ------
Net income                                                        $1,459                  $1,929             (24)
                                                                  ======                  ======
</Table>

Note: Unless indicated otherwise, the following discussion addresses the
     "managed basis" Statements of Income. The GAAP Statements of Income are
     also included in the Company's Earnings Release.

o    Net income declined 24% reflecting the effect of the restructuring
     charges and the costs related to the 9/11 terrorist attacks, as well as
     generally weaker economic conditions throughout the year.
     -    Excluding these costs and restructuring charges, net income declined
          8%.

o    Net revenues rose 4% from increased cards in force and growth in
     cardmember loans outstanding, which was partially offset by lower
     discount revenue and travel commissions and fees, reflecting overall
     weakness in the economy, especially within the travel and entertainment
     sectors.

o    The higher expenses reflect the previously mentioned restructuring and
     disaster recovery charges, as well as greater provisions for losses and
     increased operating costs, which were partially offset by reduced
     marketing and promotion costs, lower human resource expenses and cost
     control initiatives.
     -    For 2001, TRS recorded restructuring charges of $414MM ($267MM
          after-tax). Included in this charge is $278MM in severance costs for
          the elimination of 10,900 jobs, the largest component of which is
          within the travel business. The remaining charge of $136MM is
          primarily related to facilities consolidation costs.
     -    The September 11th disaster recovery charge includes provisions
          related to credit exposures to travel industry service
          establishments and insurance claims, but excludes approximately $8MM
          of waived finance charges and late fees.

o    On a GAAP reporting basis, TRS recognized net pretax gains of $155MM
     ($101MM after-tax) in 2001 and $142MM ($92MM after-tax) in 2000 related
     to the securitization of $4.3B and $4.0B of U.S. Lending receivables,
     respectively. In 2001, this gain was net of a pretax loss of $25MM ($16MM
     after-tax) related to the maturity of a $1.0B U.S. lending receivable
     securitization in 2Q '01. In both periods, these net gains were offset by
     expenses related to card acquisition initiatives and, therefore, had no
     material impact on net income or total expenses in either period.

     For purposes of the above "managed basis" Statements of Income, which
     present TRS' results as if there had been no securitizations, such net
     gains (reported on the GAAP Statement of Income as a $73MM and a $92MM
     reduction in the Lending Provision for Losses in 2001 and 2000,
     respectively, and increases in Other Revenue and Lending Interest
     Expense) and corresponding growth in Marketing and Promotion and Other
     Operating Expenses have been eliminated.


                                      16
<Page>

                           AMERICAN EXPRESS COMPANY
                            FULL YEAR 2001 OVERVIEW
                       TRAVEL RELATED SERVICES (CONT'D)

o    The pretax margin was 10.9% in 2001 versus 15.6% in 2000 due to the
     impact of the charges discussed above and the weak revenue conditions.

o    The effective tax rate declined to 26% in 2001 from 29% in 2000 on a
     higher relative Travelers Cheque contribution.

o    DISCOUNT REVENUE: Relatively flat billed business and a lower discount
     rate yielded a 1% decrease in discount revenue.
      -  The average discount rate was 2.67% in 2001 versus 2.70% in 2000. The
         decline from last year reflects the cumulative impact of stronger than
         average growth in the lower rate retail and other "everyday spend"
         merchant categories (e.g., supermarkets, discounters, etc.), as well as
         significantly weaker T&E spending during the year.

<Table>
<Caption>
                                                                               Years Ended             Percentage
                                                                               December 31,            Inc/(Dec)
                                                                     ----------------------------    --------------
                                                                            2001          2000
                                                                            ----          ----
<S>                                                                       <C>           <C>          <C>
     Card billed business (billions):
          United States                                                   $224.5        $221.7              1%
          Outside the United States                                         73.5          75.0             (2)
                                                                          ------        ------
          Total                                                           $298.0        $296.7              -
                                                                          ======        ======

     Spending per basic card in force (dollars) (a):
          United States                                                   $8,364        $8,844             (5)
          Outside the United States                                       $5,939        $6,682            (11)
          Total                                                           $7,666        $8,229             (7)
</Table>

(a) Proprietary card activity only.

     -    BILLED BUSINESS: The slight increase in billed business resulted
          from growth in cards in force, partially offset by lower spending
          per basic cardmember worldwide. The lower cardmember spending
          reflects generally weaker economic conditions during the year, as
          well as a significantly lower level of spending, particularly within
          the travel related categories, subsequent to the 9/11 terrorist
          attacks.
          --   U.S. billed business increased 1% reflecting 6% growth within
               the consumer card business on 12% higher transaction volume, a
               2% increase within small business services and an 11% decline
               within Corporate Services.
               -    Spending per basic card in force declined 5%.
          --   Excluding the impact of foreign exchange translation:
               -    Total billed business outside the U.S. rose approximately
                    3% on growth in Europe and Asia, offset by declines in
                    Canada and Latin America.
               -    Spending per proprietary basic card in force outside the
                    U.S. declined 7%.
          --   Network partnership and Purchasing Card volumes sustained their
               stronger growth levels, in excess of the consolidated worldwide
               billed business growth rate.
          --   U.S. non-T&E related volume categories (which represented
               approximately 60% of U.S. billed business during 2001) grew 9%
               versus last year. U.S. T&E related volume declined 9%.
          --   Airline related volume declined 15% on high single digit
               declines in both the average airline charge and transaction
               volumes.

o    NON-AMEX BRANDED STATISTICS: Total billed business excludes activities on
     Non-Amex Branded cards (Visa and Eurocards) issued in connection with
     joint venture activities. These are reported as separate line items
     within TRS' selected statistical information.

<Table>
<Caption>
                                                                              Years Ended                   Percentage
                                                                              December 31,                   Inc/(Dec)
                                                                   ----------------------------------    ------------------
                                                                           2001          2000
                                                                           ----          ----
<S>                                                                        <C>           <C>                <C>
      Billed business (billions)                                           $3.4          $3.2                   7%
</Table>



o     NET CARD FEES: Rose 2% as the increase in cards in force was partially
      offset by the mix shift toward lower and no fee products. The average fee
      per card in force was $34 in 2001 versus $36 in 2000.


                                      17
<Page>

                           AMERICAN EXPRESS COMPANY
                            FULL YEAR 2001 OVERVIEW
                       TRAVEL RELATED SERVICES (CONT'D)



o    NET FINANCE CHARGE REVENUE: Rose 32% on 21% growth in average worldwide
     lending balances.
     -    The net yield on the U.S. portfolio rose to 8.8% versus 7.6% in 2000
          as a decrease in the proportion of the portfolio on introductory
          rates and the benefit of declining funding costs throughout the year
          were partially offset by the evolving mix of products toward more
          lower-rate offerings.
     -    The variance between the gross revenue and interest expense growth
          rates of 16% and (7)%, respectively, reflects the lagged effect of
          interest rate decreases on the revenue earned from cardmembers.

o    TRAVEL COMMISSIONS AND FEES: Declined 16% on a 24% contraction in travel
     sales due to the effects of the 9/11 terrorist attacks and the weaker
     corporate travel environment throughout the year. The revenue earned per
     dollar of sales increased (8.9% in 2001 versus 8.1% in 2000), reflecting
     new fees related to certain client services, which were partially offset
     by continued efforts by airlines to reduce distribution costs and by
     corporate clients to contain travel and entertainment expenses.

o    TC INVESTMENT INCOME: Increased 2% reflecting a higher yield and higher
     average investments.

o    OTHER REVENUES: Increased 6% due to higher card-related fees and larger
     insurance premiums.

o    MARKETING AND PROMOTION EXPENSES: Decreased 15% as we rationalized
     certain marketing efforts in light of the weaker business environment.

o    OTHER PROVISION FOR LOSSES: Increased 57% due in part to reserve
     additions related to credit exposures to travel industry service
     establishments.

o    CHARGE CARD INTEREST EXPENSE: Rose 5% due to a higher effective cost of
     funds offset by lower billed business volumes.

o    HUMAN RESOURCE EXPENSES: Decreased 3% versus last year as a result of a
     lower average number of employees, lower levels of incentive
     compensation, and reduced contract programmer expenses, which offset
     merit increases.

o    OTHER OPERATING EXPENSES: Were up 6% as higher costs related to business
     growth, cardmember loyalty programs, and professional fees for
     outsourcing activities were partially offset by reengineering activities
     and cost containment efforts.

o    CREDIT PROVISIONS:
     -    The provision for losses on charge card products increased 6% on
          higher loss rates. The net loss ratio increased to 0.42% from 0.36%
          last year.
     -    The lending provision for losses was 51% above last year on growth
          in outstanding loans and the weaker credit environment. The net
          write-off rate for 2001 was 5.6% versus 4.4% in 2000.


                                      18
<Page>

                           AMERICAN EXPRESS COMPANY
                            FULL YEAR 2001 OVERVIEW
                      AMERICAN EXPRESS FINANCIAL ADVISORS

(preliminary)                 STATEMENTS OF INCOME
                                  (UNAUDITED)

<Table>
<Caption>
(millions)                                                                Years Ended                      Percentage
                                                                          December 31,                     Inc/(Dec)
                                                            ----------------------------------------    ----------------
                                                                    2001                   2000
                                                                    ----                   ----
<S>                                                               <C>                    <C>              <C>
Revenues:
     Investment income                                            $1,162                 $2,292              (49)%
     Management and distribution fees                              2,458                  2,812              (13)
     Other revenues                                                1,171                  1,026               14
                                                                  ------                 ------
          Total revenues                                           4,791                  6,130              (22)
     Provision for losses and benefits:
          Annuities                                                  989                  1,018               (3)
          Insurance                                                  648                    556               17
          Investment certificates                                    329                    337               (2)
                                                                  ------                 ------
               Total                                               1,966                  1,911                3
                                                                  ------                 ------
          Total net revenues                                       2,825                  4,219              (33)
                                                                  ------                 ------
Expenses:
     Human resources                                               1,969                  2,093               (6)
     Other operating expenses                                        762                    643               18
     Restructuring charges                                           107                      -                -
     Disaster Recovery charge                                         11                      -                -
                                                                  ------                 ------
          Total expenses                                           2,849                  2,736                4
                                                                  ------                 ------
Pretax (loss)/income                                                (24)                  1,483                -
Income tax (benefit)/provision                                      (76)                    451                -
                                                                  ------                 ------
Net income                                                           $52                 $1,032              (95)
                                                                  ======                 ======
</Table>


o    Net income declined 95% reflecting the effect of the weak economy and
     financial markets as well as the following:
     -    Restructuring charges of $107MM ($70MM after-tax) and an $11MM ($8MM
          after-tax) disaster recovery charge for costs related to life
          insurance claims by clients impacted by the 9/11 terrorist attacks.
          --   Excluding these items, net income declined 87% versus last
               year.
     -    $1.0B of pretax losses ($669MM after-tax) in 1Q '01 and 2Q '01 from
          the write-down and sale of certain high yield securities and the
          reduction of the risk profile within the investment portfolio.


o    Net revenues declined 33% reflecting:
     -    Lower spreads on investment portfolio products, mostly reflecting
          the investment losses and yield impact of the portfolio
          repositioning discussed above;
     -    Reduced management fees from lower average managed asset levels;
     -    A decrease in distribution fees from weaker mutual fund sales
          levels; partially offset by
     -    Higher insurance revenues.

o    INVESTMENT INCOME:
     -    Gross investment income decreased 49% reflecting the losses related
          to the investment portfolio and a lower average yield, partially
          resulting from the repositioning of the portfolio. In addition,
          there is a larger decrease this year in the value of options hedging
          outstanding stock market certificates, which was offset in the
          certificate provision.
     -    Average invested assets of $34.1B (excluding unrealized
          appreciation/depreciation) rose 4% versus $32.9B in 2000.
     -    The average yield on invested assets was 6.2% versus 7.2% in 2000.
     -    Underlying spreads within the insurance and annuity products were
          down versus last year; spreads for certificates were up.

o    MANAGEMENT AND DISTRIBUTION FEES: The decrease of 13% was due to lower
     average assets under management and weaker sales, reflecting the negative
     impact of weak equity market conditions throughout the year.


                                      19
<Page>

                           AMERICAN EXPRESS COMPANY
                            FULL YEAR 2001 OVERVIEW
                 AMERICAN EXPRESS FINANCIAL ADVISORS (CONT'D)



o    PRODUCT SALES:
     -    Total gross cash sales from all products were down 16% versus 2000.
     -    Mutual fund sales decreased 24% as both proprietary and
          non-proprietary fund sales declined. The largest portion of
          non-proprietary fund sales continued to occur in "wrap" accounts.
          Within proprietary funds:
          --   Bond fund sales grew; sales of equity and money market funds
               declined.
          --   Redemption rates held relatively steady and continued to
               compare favorably with industry levels.
     -    Annuity sales decreased 4%, as substantial growth in fixed annuity
          sales was offset by a decline in variable annuity sales.
     -    Sales of insurance products fell 1% reflecting lower sales of life
          products, partially offset by higher property-casualty sales, in
          part due to sales through Costco.
     -    Certificate sales increased 15% reflecting particularly strong
          advisor sales and increased sales of certificates sold to clients
          outside the U.S. through a joint venture between AEFA and AEB.
     -    Institutional sales declined 24% versus relatively strong levels
          last year, reflecting both lower new sales and lower additional
          contributions.
     -    Other sales increased 48% due to both new accounts and additional
          contributions from existing 401(k) plan sponsors, as well as sales
          growth in limited partnerships and wealth management account
          activities.
     -    Advisor product sales generated through financial planning and
          advice services were 73% of total sales versus 68% last year.

o    OTHER REVENUES: Were up 14% on higher life and property-casualty
     insurance premiums and charges.
     -    Financial planning and advice services fees of $107.5MM rose 10%
          versus 2000.

o    PROVISIONS FOR LOSSES AND BENEFITS: Annuity product provisions decreased
     reflecting a smaller inforce level and a lower accrual rate. Insurance
     provisions rose due to higher inforce levels. Certificate provisions
     decreased as higher inforce levels were offset by lower accrual rates and
     the effect on the stock market certificate product of greater
     depreciation this year in the S&P 500.

o    HUMAN RESOURCES: Expenses declined 6% reflecting lower field force
     compensation-related expenses due to the decline in advisors and the
     impact of lower volumes on advisor compensation, as well as the benefits
     of reengineering and cost containment initiatives within the home office
     where average employees were down 7% versus last year.

o    OTHER OPERATING EXPENSES: the 18% increase reflects higher investment
     activities related to the acceleration of various strategic,
     reengineering, technology and product development projects, a higher
     minority interest related to premium deposits (the joint venture with
     AEB) and real estate write-downs from facility consolidation.

                                      20
<Page>

                           AMERICAN EXPRESS COMPANY
                            FULL YEAR 2001 OVERVIEW
                             AMERICAN EXPRESS BANK

(preliminary)                STATEMENTS OF INCOME
                                  (UNAUDITED)

<Table>
<Caption>
(millions)                                                         Years Ended                            Percentage
                                                                   December 31,                           Inc/(Dec)
                                                          --------------------------------------      -------------------
                                                              2001              2000
                                                              ----              ----
Net revenues:
<S>                                                           <C>               <C>                       <C>
     Interest income                                          $698              $735                         (5)%
     Interest expense                                          396               484                        (18)
                                                              ----              ----
           Net interest income                                 302               251                         20
     Commissions and fees                                      203               214                         (5)
     Foreign exchange income and other revenue                 144               126                         14
                                                              ----              ----
          Total net revenues                                   649               591                         10
                                                              ----              ----

Expenses:
     Human resources                                           247               257                         (4)
     Other operating expenses                                  255               273                         (6)
     Provision for losses - ongoing                             65                28                          #
                          - restructuring related               26                 -                          -
                                                              ----              ----
     Total provision                                            91                28                          #
     Restructuring charges                                      70                 -                          -
                                                              ----              ----
          Total expenses                                       663               558                         19
                                                              ----              ----
Pretax (loss)/income                                           (14)               33                          #
Income tax (benefit)/provision                                  (1)                4                          #
                                                              ----              ----
Net (loss)/income                                             $(13)              $29                          #
                                                              ====              ====
</Table>

# Denotes variance in excess of 100%.

o    AEB recorded restructuring charges of $96MM ($65MM after-tax).
     -    The charges include a $26MM provision for losses to further scale
          back corporate lending activities in parts of Asia, Latin America
          and Europe, as well as $36MM of severance and $24MM of currency
          translation losses previously recorded in shareholder's equity.
     -    Excluding the effect of the restructuring charges, net income was
          approximately 82% above last year's amount.

o    Revenues grew 10% as higher net interest income and foreign exchange and
     other revenue were partially offset by lower commissions and fees.
     -    Net interest income rose 20% due to higher consumer loans and lower
          funding costs, partially offset by decreases in Corporate Banking.
     -    Commissions and fees were down 5% from lower results in Corporate
          Banking and lower mutual fund fees within our third party activities
          in the Financial Institutions Group.
     -    Foreign exchange income and other revenue increased 14% due to
          higher revenue from premium deposits (the joint venture with AEFA),
          partially offset by lower Corporate Banking revenue and earnings
          from other joint ventures.

o    Human resource expenses were down reflecting the benefits of a lower
     employee level and reduced costs related to reengineering activities.

o    The ongoing provision for losses increased primarily due to PFS loan
     growth.


                                      21
<Page>
THIS PRESS RELEASE CONTAINS FORWARD-LOOKING STATEMENTS, WHICH ARE SUBJECT TO
RISKS AND UNCERTAINTIES. THE WORDS "BELIEVE", "EXPECT", "ANTICIPATE",
"OPTIMISTIC", "INTEND", "AIM", "WILL", "SHOULD" AND SIMILAR EXPRESSIONS ARE
INTENDED TO IDENTIFY SUCH FORWARD-LOOKING STATEMENTS. THE COMPANY UNDERTAKES
NO OBLIGATION TO UPDATE OR REVISE ANY FORWARD-LOOKING STATEMENTS. FACTORS THAT
COULD CAUSE ACTUAL RESULTS TO DIFFER MATERIALLY FROM THESE FORWARD-LOOKING
STATEMENTS INCLUDE, BUT ARE NOT LIMITED TO, THE FOLLOWING: Fluctuation in the
equity markets, which can affect the amount and types of investment products
sold by AEFA, the market value of its managed assets, and management and
distribution fees received based on those assets; potential deterioration in
the high-yield sector and other investment areas, which could result in
further losses in AEFA's investment portfolio; the ability of AEFA to sell
certain high-yield investments at expected values and within anticipated
timeframes and to maintain its high-yield portfolio at certain levels in the
future; developments relating to AEFA's new platform structure for financial
advisors, including the ability to increase advisor productivity, moderate the
growth of new advisors and create efficiencies in the infrastructure; AEFA's
ability to effectively manage the economics in selling a growing volume of
non-proprietary products to clients; investment performance in AEFA's
businesses; the success, timeliness and financial impact, including costs,
cost savings and other benefits of reengineering initiatives being implemented
or considered by the company, including cost management, structural and
strategic measures such as vendor, process, facilities and operations
consolidation, outsourcing, relocating certain functions to lower cost
overseas locations, moving internal and external functions to the Internet to
save costs, the scale-back of corporate lending in certain regions, and
planned staff reductions relating to certain of such reengineering actions;
the ability to control and manage operating, infrastructure, advertising and
promotion and other expenses as business expands or changes, including
balancing the need for longer term investment spending; the impact of and
uncertainty created by the September 11th terrorist attacks; the company's
ability to recover under its insurance policies for losses resulting from the
September 11th terrorist attacks; consumer and business spending on the
company's travel related services products, particularly credit and charge
cards and growth in card lending balances, which depend in part on the ability
to issue new and enhanced card products and increase revenues from such
products, attract new cardholders, capture a greater share of existing
cardholders' spending, sustain premium discount rates, increase merchant
coverage, retain cardmembers after low introductory lending rates have
expired, and expand the global network services business; successfully
expanding the company's on-line and off-line distribution channels and
cross-selling financial, travel, card and other products and services to its
customer base, both in the United States and abroad; effectively leveraging
the company's assets, such as its brand, customers and international presence
in the Internet environment; investing in and competing at the leading edge of
technology across all businesses; higher borrowing costs due to potential
negative changes in the company's and its subsidiaries' credit ratings;
increasing competition in all of the company's major businesses; fluctuations
in interest rates, which impact the company's borrowing costs, return on
lending products and spreads in the investment and insurance businesses;
credit trends and the rate of bankruptcies, which can affect spending on card
products, debt payments by individual and corporate customers and businesses
that accept the company's card products and returns on the company's
investment portfolios; foreign currency exchange rates; political or economic
instability in certain regions or countries, which could affect commercial
lending activities, among other businesses; legal and regulatory developments,
such as in the areas of consumer privacy and data protection; acquisitions;
and outcomes in litigation. A further description of these and other risks and
uncertainties can be found in the company's 10-K Annual Report for the fiscal
year ending December 31, 2000 and its other reports filed with the Securities
and Exchange Commission.

                                      22

</TEXT>
</DOCUMENT>
