<DOCUMENT>
<TYPE>EX-99.3
<SEQUENCE>4
<FILENAME>earnsuppex99_3.txt
<DESCRIPTION>EXHIBIT 99.3 - EARNINGS SUPPLEMENT
<TEXT>
                                                                    EXHIBIT 99.3

                      [LOGO OF AMERICAN EXPRESS COMPANY]


                                     2007
                                 THIRD QUARTER
                              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") THIRD QUARTER EARNINGS RELEASE.

       -------------------------------------------------------------------------
       THIS PRESENTATION CONTAINS CERTAIN FORWARD-LOOKING STATEMENTS THAT 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 PAGES 62-63
       IN THE COMPANY'S 2006 ANNUAL REPORT TO SHAREHOLDERS AND IN ITS 2006
       ANNUAL REPORT ON FORM 10-K, AND OTHER REPORTS, ON FILE WITH THE
       SECURITIES AND EXCHANGE COMMISSION.
       -------------------------------------------------------------------------



<PAGE>
                            AMERICAN EXPRESS COMPANY
                           THIRD QUARTER 2007 OVERVIEW
                                   HIGHLIGHTS


FINANCIAL RESULTS

o    Third quarter diluted EPS from continuing operations of $0.90 increased
     18% versus $0.76 last year. Revenues net of interest expense rose 11%.
     For the trailing 12 months, return on equity (ROE) was 38%.

     - 3Q '07 Income from continuing operations included:
        -- An $81MM ($41MM after-tax) charge related to mark-to-market
           adjustments and sales within the American Express International
           Deposit Company ("AEIDC") investment portfolio resulting from
           the announced sale during the quarter of American Express Bank,
           Ltd. ("AEB") to Standard Chartered PLC ("Standard Chartered"),
           as referenced further on page 2; and
        -- A $75MM tax benefit, primarily related to the resolution of prior
           years' tax items.

     -  3Q '06 Income from continuing operations included a $33MM ($24MM
        after-tax) gain on the sales of card-related operations in Malaysia
        and Indonesia.

     -  3Q '07 and 3Q '06 Income from continuing operations included $10MM
        ($7MM after-tax) and $11MM ($7MM after-tax), respectively, of
        reengineering costs related to restructuring efforts primarily within
        our corporate travel business.

     -  The DISCONTINUED OPERATIONS line in the Consolidated Financial
        Statements contains the results, assets and liabilities related to
        various business sales. In addition to AEB, referenced above,
        discontinued operations also reflects the results from the
        international banking operations in Brazil, sold in 2Q'06, Tax and
        Business Services ("TBS"), sold in 3Q '05, and Ameriprise Financial,
        Inc. (formerly American Express Financial Advisors), for which the
        distribution of all outstanding shares was made on September 30,
        2005.

       -- 3Q '07 results reflected $7MM of losses from discontinued
          operations, related to AEB's results which include substantial
          compliance-related remediation costs, as well as the TBS
          business, versus $33MM of income last year.
       -- Including discontinued operations, diluted EPS on a net income basis
          of $0.90 increased 14% versus last year.

BUSINESS METRICS

o    Compared with the third quarter of 2006:

      - Worldwide billed business of $162.5B increased 16% on continued
        strong growth within both the proprietary and network businesses. A
        comparatively weaker U.S. dollar resulted in a 2% benefit within the
        reported worldwide growth rate.

      - Worldwide total cards in force of 84.7MM increased 11%, up 8.2MM from
        last year and 2.5MM during 3Q '07, as proprietary and network card
        growth remained strong.

      - Worldwide average spending per proprietary basic card in force
        increased 8% versus last year despite the suppressing effect of
        substantial card additions over the past few years.

      - Worldwide  lending  balances of $50.5B on an owned basis  increased
        32%; on a managed  basis,  worldwide  lending  balances of $72.0B were
        up 23%.

      - Underlying card credit quality continued to be well controlled and
        reserve coverage ratios remained strong.

CAPITAL RETURNED TO SHAREHOLDERS

o    Including share repurchases and dividends, during 3Q '07 and the nine
     months to-date we returned 84% and 85%, respectively, of capital
     generated to shareholders. On a cumulative basis, since 1994, we have
     returned 70% of capital generated.

     - SHARE REPURCHASES: During both 3Q '07 and 2Q '07, 15MM shares were
       repurchased versus 16MM shares in 3Q '06. Since the inception of
       repurchase programs in December 1994, 652MM shares have been acquired
       under cumulative Board authorizations to repurchase up to 770MM
       shares, including purchases made under agreements with third parties.

<TABLE>
<CAPTION>

                                                                                      Millions of Shares
                                                                       -----------------------------------------------
<S>                                                                     <C>              <C>               <C>
     -    ACTUAL SHARE ACTIVITY:                                         3Q '07           2Q '07            3Q '06
                                                                         ------           ------            ------
           Shares outstanding - beginning of period                       1,182            1,188             1,216
           Repurchase of common shares                                      (15)             (15)              (16)
           Employee benefit plans, compensation and other                     2                9                 4
                                                                         ------           ------            ------
           Shares outstanding - end of period                             1,169            1,182             1,204
                                                                          =====            =====             =====
</TABLE>


                                     -1-
<PAGE>
                           AMERICAN EXPRESS COMPANY
                          THIRD QUARTER 2007 OVERVIEW
                                  HIGHLIGHTS

ADDITIONAL ITEMS OF NOTE

o    Marketing, promotion, rewards and cardmember services expenses increased
     14% versus 3Q '06, reflecting higher rewards costs in 3Q '07 and
     increased marketing and promotion expenses. The higher rewards costs
     continued to reflect volume growth, a higher redemption rate, and strong
     cardmember program participation. Marketing expenses continued to reflect
     card acquisition, brand and loyalty oriented programs, with an increased
     emphasis on our non-U.S. activities.

o    Total interest expense increased 39%, reflecting increased debt funding
     levels in support of growth in cardmember receivable and lending balances
     and a higher effective cost of funds.

o    Total provisions for losses and benefits increased 25% versus 3Q '06,
     reflecting growth in business volumes and the loan portfolio, as well as
     increased write-off and delinquency rates within the U.S. versus last
     year, which have risen from the unusually low levels during 2006
     following the enactment of the October 2005 bankruptcy legislation.

o    The 11% increase in human resources expense in 3Q '07 reflects the impact
     of a higher level of employees, merit increases and larger benefit costs.
     - Compared with last year, the total employee count of 65,100 increased
       by 3,800 employees or 6%; compared with last quarter, the employee
       count increased by 1,200 employees or 2%. The increases primarily
       reflect employee additions related to customer service volumes and
       initiatives and the acquisition of Harbor Payments, Inc. in 4Q '06
       and Farrington American Express Travel Services Ltd. ("FAE Travel")
       in 3Q '07.

o    During 3Q '07, the Company announced that it entered into an agreement to
     sell its international banking subsidiary, AEB, to Standard Chartered,
     reflecting the Company's strategic focus on the high-growth, high-return
     payments businesses that have driven its recent performance. The
     approximate value of the transaction is $1.1B. The sale is subject to
     certain regulatory approvals and is expected to be completed in 1Q '08.
     Standard Chartered will pay the Company an amount equal to the net asset
     value of the AEB businesses that are being sold at the closing date plus
     $300MM. At September 30, 2007, this would have amounted to approximately
     $825MM. The Company also expects to realize an additional amount
     representing the net asset value of AEIDC, a subsidiary which issues
     investment certificates to AEB customers. The contracted sale of AEIDC
     will occur through a put/call agreement. As of September 30, 2007, the
     net asset value of that business was $262MM. This value is expected to be
     realized through dividends from the subsidiary to American Express and by
     a subsequent payment from Standard Chartered when the business is
     transferred to them eighteen months after the completion of the sale of
     AEB. In aggregate, the transaction is expected to have an approximate
     break-even impact on the Company's earnings, although separate components
     will be recognized in different periods, such as the AEIDC charge
     referenced above.

     As a result of the agreement, beginning with 3Q '07, and for all prior
     periods, AEB results, assets and liabilities have been removed from the
     Corporate & Other segment and reported within Discontinued Operations on
     the Company's Consolidated Financial Statements. AEIDC will continue to
     be reflected in continuing operations within the Corporate & Other segment
     until one year before the anticipated close of this portion of the
     transaction. Assuming completion of the AEB sale in 1Q '08, AEIDC will be
     reported in discontinued operations beginning in 3Q '08.

     The previously mentioned $81MM ($41MM) after-tax charge related to AEIDC is
     included in the 3Q '07 results from continuing operations within the
     "Other revenues" line. The charge relates to the AEIDC investment
     portfolio and results from the AEB sale agreement's impact on the holding
     period for the investments. It principally reflects the reduction in value
     within the AEIDC investment portfolio attributable to market interest rate
     movements since the date that the investment securities were purchased.
     The reclassification of the portfolio from its previous available-for-sale
     status to its current trading status requires the Company to report
     changes in the market value of AEIDC's investment portfolio within the
     income statement until AEIDC is sold. The Company expects to report a net
     gain in subsequent quarters from the disposition of AEB and other related
     activities.

o    Within the Consolidated Statements of Income, the Company has reclassified
     certain prior period amounts from professional services and occupancy and
     equipment expense to human resources and other expense, in order to
     conform to its current presentation. This reclassification has no impact
     on total expenses, pre-tax income, or net income. Additionally, the
     historical trends of these financial statement line items remain
     consistent after the reclassification.

REVISED SEGMENT AND STATEMENTS OF INCOME PRESENTATION

o    The Company instituted organizational changes effective July 1, 2007
     which reflect a reorganization of the Company into two distinct
     customer-focused groups: the Global Consumer Group and the Global
     Business-to-Business Group. The impact of these changes on the Company's
     reportable operating segment disclosures is as follows:
      -  The Company continues to report the U.S. Card Services ("USCS")
         segment and the Global Network & Merchant Services ("GNMS") segment
         consistent with previous reporting.
      -  The previously reported International Card & Global Commercial
         Services segment is now reported as two separate segments: the
         International Card Services ("ICS") segment and the Global Commercial
         Services ("GCS") segment.
      -  The U.S. Card Services and International Card Services segments are
         aligned with the Global Consumer Group, and the Global Network &
         Merchant Services and Global Commercial Services segments are aligned
         with the Global Business-to-Business Group.

o    In addition, as described in the Form 8-K filed with the SEC on March 30,
     2007, beginning with 1Q '07, the Company revised the presentation of its
     Consolidated Statements of Income. The revised Consolidated Statements of
     Income include the separate presentation of certain interest income and
     interest expense amounts which previously had been reported on a net
     basis, and the separate presentation of the provisions for losses and
     benefits from expenses. While these revisions impact the presentation of
     revenues and expenses in the Company's Consolidated Statements of Income,


                                      -2-
<PAGE>
                           AMERICAN EXPRESS COMPANY
                          THIRD QUARTER 2007 OVERVIEW
                                  HIGHLIGHTS

     they have no impact on the Company's previously reported consolidated
     pretax income, income taxes, net income, total assets, total liabilities,
     or total shareholders' equity.

o    In addition, in 1Q '07 the Travelers Cheque and Prepaid Services ("TCPS")
     business, previously included in the USCS segment, was moved to the
     Corporate & Other segment.

o    In conjunction with the previously discussed AEB sale, the Company
     further revised its presentation of its Consolidated Statements of
     Income. Prior to the sale, the Consolidated Statements of Income
     reflected interest income and expense from AEB's international banking
     activities on the "International banking interest income" and
     "International banking interest expense" lines. The revised presentation
     contained herein no longer includes these lines, as the majority of the
     revenues and expenses from international banking have been moved to
     Discontinued Operations.

o    "Total revenues" and "Revenues net of interest expense" are presented
     separately within the revised Consolidated Statements of Income
     presentation. "Revenues net of interest expense" is now the measure for
     the Company's long-term revenue growth rate target. This target (of at
     least 8 percent growth on average and over time) has not been changed as
     a result of the revisions to the presentation of the Consolidated
     Statements of Income.

o    The revised consolidated presentation now includes the following:
      -  Gross cardmember lending finance charge revenue is presented in the
         line entitled "Cardmember lending finance revenue" within the new
         "Interest income" section of the Consolidated Statements of Income,
         and the related gross interest expense is presented in the line
         entitled "Cardmember lending" within the new "Interest expense"
         section of the Consolidated Statements of Income. These amounts were
         previously presented on a net basis as "Cardmember lending finance
         charge revenue, net of interest" within the "Net revenues" section.
      -  Gross investment and other interest income are presented in the line
         entitled "Other (including investment certificates)" within the new
         "Interest income" section. These amounts were previously presented on
         a net basis as "Other investment and interest income, net of
         interest" within the "Net revenues" section.
      -  Other interest expense is presented in the line entitled "Charge card
         and other" within the new "Interest expense" section, and certain
         other interest income is presented in the line entitled "Other
         (including investment certificates)" within the new "Interest income"
         section. These amounts were previously reported on a net basis in
         "Interest" within the "Expenses" section.
      -  "Provisions for losses and benefits" is presented in a new separate
         section. These amounts were previously reported in the "Provisions
         for losses and benefits" lines within the "Expenses" section. The
         line under Provisions for Losses and Benefits that used to be called
         "International banking and other (including investment certificates)"
         is now called "Other (including investment certificates)."
      -  Certain other amounts were revised to conform to the method of
         presentation or calculation that is being used in 2007.

o    Corresponding revisions to the Selected Income Statement Data
     presentation regarding the Company's reportable operating segments were
     also made.

o    Separately, in 1Q '07 the Company revised the method of reporting certain
     credit statistics related to the charge card business to better align
     these metrics with the way the Company manages credit risk as well as to
     align such credit statistics with the method used for reporting the
     Company's lending activities. Historically, the credit statistics for the
     charge card business have been presented using the portion of the account
     balance that was 90 days past due or more. However, the Company's
     practices for managing credit risk and establishing reserves for
     uncollectible amounts consider the entire amounts of customer accounts
     for those accounts which have any portion that is past due by 90 days or
     more, and thus certain statistics have been revised to reflect this.
     Finally, the calculation of net finance revenue divided by average loans
     for both consolidated reporting and the ICS segment has been corrected
     for a computational error. This correction has a minimal impact on the
     historic trends for this statistical information.

EXPANDED PRODUCTS AND SERVICES

o    During the quarter, American Express continued to invest in growth
     opportunities through expanded products and services.

     In our proprietary issuing and network business we:

      -  Announced two new agent bank agreements with Harris and BankAtlantic,
         allowing the distribution of our OPEN from American Express(R) small
         business charge and credit products in Chicago and Florida,
         respectively. In both cases, American Express will serve as the card
         issuer and will partner with each institution to develop joint
         marketing efforts for each region.

      -  Introduced The Plum Card(SM) from OPEN from American Express(R), a
         new trade terms product which responds to small business owners' need
         to better manage cash flow and free working capital by providing them
         with the option to defer payment or receive early pay discounts for
         purchases made on the Card.

      -  Added two new luxury fashion brands, Gucci and Salvatore Ferragamo,
         to First Collection(SM), a private portfolio of premium partners and
         rewards available exclusively to Platinum Card(R) and Centurion(R)
         Card members enrolled in the Membership Rewards First program.

      -  Expanded merchant acceptance of the ExpressPay from American
         Express(R) contactless payment product to include Office Depot's
         1,100 nationwide locations, and Braum's Ice Cream and Dairy Stores's
         276 retail stores in Oklahoma, Kansas, Texas, Missouri and Arkansas.

      -  Announced the acquisition by American Express Business Travel of the
         remaining 63% share in the joint venture, Farrington American Express
         Travel Services Ltd., a leading Hong Kong travel services provider.
         Fully integrated, the acquisition will result in business travel
         volume from the customer base across Greater China, including
         Beijing, Shanghai, Guangzhou, Hong Kong and Taiwan of nearly $1B this
         year.

                                     -3-
<PAGE>

      -  Unveiled a new Web-based management information data reporting
         solution, American Express AXIS @ Work, from American Express
         Business Travel, presenting corporate travel purchasers and managers
         with centralized, online access to data resulting from their firms'
         business expenditures. Additionally, American Express also introduced
         a new specialty area dedicated to management information within its
         Advisory Services group.

      -  Launched Gold Card Destinations, a collection of travel benefits
         available on all consumer American Express(R) Gold Charge Cards,
         enabling Cardmembers to enhance their vacation experiences with
         special amenities on any trip from American Express Gold Card
         Destinations travel partners, as well as provide Cardmembers access
         to exclusive travel and entertainment packages on a dedicated Gold
         Card Destinations web site.

      -  Signed three additional travel agencies in New York, Ohio and Utah to
         the American Express Travel U.S. Representative Network.

      -  Expanded the American Express Airport Club Access Program for all
         consumer and small business Platinum and Centurion Cards to include
         access to American Airlines' 44 Admirals Club(R) lounges worldwide.

      -  Became an Official Patron of The Professional Golfers' Association
         (PGA) of America, allowing the Company to provide a unique set of
         golf benefits to Cardmembers year-round, including access to premier
         championship experiences and exclusive golf opportunities.

      -  Added various new celebrity participants, such as Beyonce Knowles and
         Tina Fey, to the Company's "Are You a Cardmember?(SM)" brand campaign,
         designed to showcase the value of membership and its array of special
         benefits and services.

      -  Awarded $2MM to the winner of The Members Project online initiative,
         U.S. Fund for UNICEF. The funds will be used to provide millions of
         children in the developing world with safe drinking water. This
         initiative was part of American Express' "Are You a Cardmember"
         campaign which also highlights the value of being part of the
         American Express community.

     In our Global Network Services ("GNS") business we:

      -  Announced a new card issuing partnership and launched our first
         product with China CITIC Bank. The CITIC American Express Card will
         be available in both Classic and Gold versions, will be denominated
         in both Reminbi and US dollar currencies, and offers a strong value
         proposition especially in the areas of travel rewards and benefits.

      -  Announced the first card issuing partnership with GE Consumer Finance
         (a Japanese subsidiary of GE Money, a unit of General Electric
         Company) to issue American Express-branded credit cards in Japan.
         This is the world's first issuance of a card carrying the brands of
         these two credit card companies.

      -  Announced our agreement with Mitsubishi UFJ NICOS Co., Ltd. to offer
         American Express-branded Gold and Platinum credit cards in Japan,
         targeting affluent customers and young executives.

      -  As part of our partnership with JSC "Kazkommertsbank", we launched in
         Kazakhstan the American Express(R) Gold Card and The Platinum Card(R)
         from American Express, both available in Kazakhstani tenge or US
         dollar denominations. Kazkommertsbank is the exclusive issuer of
         American Express Cards in the market and is also the merchant
         acquirer in this region.

     Also, on October 9th, JD Power and Associates released the findings of a
     new nationwide study of 7,812 credit card users, ranking American Express
     highest in overall satisfaction among the 10 largest card issuers in the
     U.S.


                                      -4-
<PAGE>

                            AMERICAN EXPRESS COMPANY
                           THIRD QUARTER 2007 OVERVIEW
                                  CONSOLIDATED
<TABLE>
<CAPTION>
          (Preliminary)
                              STATEMENTS OF INCOME
                                  (GAAP BASIS)

         (Millions, except per share amounts)                                Quarters Ended           Percentage
                                                                              September 30,           Inc/(Dec)
                                                                         ------------------------     ----------
                                                                              2007          2006
                                                                              ----          ----
<S>                                                                      <C>           <C>            <C>
         Revenues
            Discount revenue                                                $3,659        $3,259         12%
            Net card fees                                                      522           462         13
            Travel commissions and fees                                        484           427         13
            Other commissions and fees                                         644           539         19
            Securitization income, net                                         392           384          2
            Other                                                              362           417        (13)
                                                                            ------        ------
               Total                                                         6,063         5,488         10
                                                                            ------        ------

            Interest income:
              Cardmember lending finance revenue                             1,581         1,213         30
              Other (including investment certificates)                        309           291          6
                                                                            ------        ------

               Total                                                         1,890         1,504         26
                                                                            ------        ------
                 Total Revenues                                              7,953         6,992         14
                                                                            ------        ------
            Interest expense:
              Cardmember lending                                               444           318         40
              Charge card and other                                            564           409         38
                                                                            ------        ------
               Total                                                         1,008           727         39
                                                                            ------        ------
          Revenues net of interest expense                                   6,945         6,265         11

         Expenses
            Marketing, promotion, rewards and cardmember services            1,810         1,586         14
            Human resources                                                  1,366         1,227         11
             Professional services                                             539           562         (4)
             Occupancy and equipment                                           374           346          8
             Communications                                                    118           104         13
             Other                                                             339           342         (1)
                                                                            ------        ------
               Total                                                         4,546         4,167          9
          Provisions for losses and benefits:
              Charge card                                                      279           257          9
              Cardmember lending                                               579           412         41
              Other (including investment certificates)                        124           118          5
                                                                            ------        ------
               Total                                                           982           787         25
                                                                            ------        ------

         Pretax income from continuing operations                            1,417         1,311          8
         Income tax provision                                                  343           377         (9)
                                                                            ------        ------
         Income from continuing operations                                   1,074           934         15
         (Loss) Income from discontinued operations, net of tax                 (7)           33          #
                                                                            ------        ------
         Net income                                                         $1,067          $967         10
                                                                            ======        ======

         EPS-Basic
             Income from continuing operations                               $0.92         $0.78         18
                                                                            ======        ======
            (Loss) Income from discontinued operations                      $(0.01)        $0.02          #
                                                                            ======        ======
             Net Income                                                     $(0.91)        $0.80         14
                                                                            ======        ======


         EPS-Diluted
             Income from continuing operations                               $0.90         $0.76         18
                                                                            ======        ======
             (Loss) Income from discontinued operations                     $(0.00)        $0.03          #
                                                                            ======        ======
              Net Income                                                     $0.90         $0.79         14
                                                                            ======        ======


         Average Shares Outstanding
             Basic                                                           1,170         1,202         (3)
                                                                            ======        ======
             Diluted                                                         1,192         1,227         (3)
                                                                            ======        ======
</TABLE>
     Note: Amounts herein reflect certain revisions, as noted on pages 2-3.
           # Denotes variance of more than 100%.

                                      -5-
<PAGE>
                            AMERICAN EXPRESS COMPANY
                           THIRD QUARTER 2007 OVERVIEW
                                  CONSOLIDATED

o    CONSOLIDATED REVENUES NET OF INTEREST EXPENSE: Consolidated revenues net
     of interest expense increased 11%, reflecting increases versus last year
     of 12% within USCS, 17% within ICS, 12% within GCS and 17% within GNMS.
     Revenues net of interest expense increased due to greater discount
     revenues, larger interest income, higher other commission and fees,
     increased net card fees, greater travel commissions and fees, and higher
     securitization income net, partially offset by increased interest expense
     and lower other revenues. Translation of foreign currency benefited the
     revenues net of interest expense growth rate by approximately 2%.

o    CONSOLIDATED EXPENSES: Consolidated expenses increased 9%, reflecting an
     increase of 6% within USCS, 27% within ICS, 10% within GCS and 12% within
     GNMS. Expense growth reflected higher marketing, promotion, rewards and
     cardmember services expense, greater human resources expense, increased
     occupancy and equipment costs, higher communication expenses, and larger
     other expenses, partially offset by lower professional services expenses.
     Translation of foreign currency contributed approximately 2% to the
     expense growth rate.

o    CONSOLIDATED PROVISIONS FOR LOSSES AND BENEFITS: Consolidated provisions
     for losses and benefits increased 25% versus last year, reflecting a 44%
     increase in USCS, a 24% increase in GCS, a 21% increase in GNMS, and a
     flat provision level in ICS. Provisions rose primarily due to increases
     in the cardmember lending and charge card provisions. Translation of
     foreign currency contributed approximately 2% to the provision growth
     rate.

o    PRE-TAX MARGIN: Was 20.4% in 3Q '07 compared with 20.3% in 2Q '07 and
     20.9% in 3Q '06.

o    EFFECTIVE TAX RATE: Was 24% in 3Q '07 versus 26% in 2Q '07 and 29% in 3Q
     '06. The 3Q '07 rate reflects $75MM in tax benefits principally related
     to the resolution of prior years' tax items. The 2Q '07 rate primarily
     reflects a $65MM IRS benefit related to the treatment of prior years'
     card fee income. The 3Q '06 rate reflects the favorable impacts of a net
     interest receivable from the IRS, finalization of the 2005 U.S. Federal
     tax return and an adjustment of 2006 estimated state taxes.

o    DISCOUNT REVENUE: Rose 12% on a 16% increase in billed business. The
     slower revenue versus billed business growth reflects the relatively
     faster growth in billed business related to GNS, where we share discount
     revenue with our card issuing partners, and higher cash-back rewards
     costs and corporate incentive payments.

      -  The average discount rate* was 2.57% in 3Q '07, 2Q '07 and 3Q '06. As
         indicated in prior quarters, selective repricing initiatives,
         continued changes in the mix of business and volume-related pricing
         discounts will likely result in some erosion of the average discount
         rate over time.
<TABLE>
<CAPTION>
                                                                      Quarters Ended                 Percentage
                                                                       September 30,                 Inc/(Dec)
                                                             ----------------------------------     -------------
                                                                 2007                 2006
                                                                 ----                 ----
<S>                                                         <C>                  <C>                   <C>
      Card billed business* (billions):
         United States                                         $115.2               $101.7                13%
         Outside the United States                               47.3                 38.6                23
                                                             --------             --------
         Total                                                 $162.5               $140.3
                                                             ========             ========
                                                                                                          16
      Total cards in force (millions):
         United States                                           51.7                 46.8                10
         Outside the United States                               33.0                 29.7                11
                                                             --------             --------
         Total                                                   84.7                 76.5                11
                                                             ========             ========
      Basic cards in force (millions):
         United States                                           40.1                 36.0                11
         Outside the United States                               28.3                 25.2                12
                                                             --------             --------
         Total                                                   68.4                 61.2                12
                                                             ========             ========
      Average basic cardmember spending**
         United States                                         $3,192               $3,040                 5
         Outside the United States                             $2,542               $2,175                17
         Total                                                 $3,006               $2,782                 8
</TABLE>

          * For additional information about billed business and discount
            rate calculations, please refer to the Third Quarter 2007
            Earnings Release, American Express Company Selected Statistical
            Information pages.
         ** Proprietary card activity only.


                                      -6-
<PAGE>
                            AMERICAN EXPRESS COMPANY
                           THIRD QUARTER 2007 OVERVIEW
                                  CONSOLIDATED

-        WORLDWIDE BILLED BUSINESS: The 16% increase in worldwide billed
         business reflected a 13% increase in USCS, a 15% increase in ICS, a
         14% increase in GCS and a 45% increase in GNS partner volume. The
         table below summarizes selected billed business related statistics
         for 3Q '07:

<TABLE>
<CAPTION>
                                                                                                Percentage
                                                                                                 Increase
                                                                                               Assuming No
                                                                                                Changes in
                                                                             Percentage          Foreign
                                                                              Increase        Exchange Rates
                                                                            -------------    ------------------
<S>                                                                         <C>                 <C>
             WORLDWIDE*
                 Billed Business                                                16%                 14%
                 Average spending per proprietary basic card                     8                   6
                 Basic cards-in-force                                           12
             U.S.*
                 Billed Business                                                13
                 Average spending per proprietary basic card                     5
                 Basic cards-in-force                                           11
                 Proprietary consumer card billed business**                    12
                 Proprietary small business billed business**                   15
                 Proprietary Corporate Services billed business***              9
             OUTSIDE THE U.S.*
                 Billed Business                                                23                 14
                 Average spending per proprietary basic card                    17                  9
                 Basic cards-in-force                                           12
                 Proprietary consumer and small business billed
                   business****                                                 15                  7
                 Proprietary Corporate Services billed business***              24                 15
</TABLE>

                 * Captions not designated as "proprietary" include
                   both proprietary and GNS data.
                ** Included in USCS.
               *** Included in GCS.
              **** Included in ICS.

         -- U.S. non-T&E-related volume categories (which represented
            approximately 68% of 3Q '07 U.S. billed business) grew 15%, while
            T&E volumes rose 10%.
         -- U.S. airline-related volume, which represented approximately 9% of
            total U.S. volumes during the quarter, increased 5% due to a 5%
            increase in transactions and a slightly higher average airline
            charge.
         -- Worldwide airline volumes, which represented approximately 11% of
            total volumes during the quarter, increased 13% on 8% growth in
            transactions and a 5% increase in the average airline charge.
         -- Assuming no changes in foreign exchange rates: Total billed
            business outside the U.S. reflected proprietary growth in Europe
            and Latin America in the low double-digits and growth in Canada
            and Asia Pacific in the high single-digits.

 -        TOTAL CARDS IN FORCE: Rose 11% worldwide due to an increase of 8% in
         USCS, a 2% increase in ICS, a 3% increase in GCS and a 32% increase
         in GNS. Continued strong card acquisitions within both proprietary
         and GNS activities, as well as continued solid average customer
         retention levels, drove these results.
         -- 1.2MM and 1.3MM net cards were added during the quarter in the U.S.
            and the non-U.S. businesses, respectively.

o    NET CARD FEES: Increased 13% due to the benefit of card growth and a
     higher average card fee. The average annual fee per proprietary card in
     force was $36 in 3Q '07 and 2Q '07 versus $34 in 3Q '06.

o    TRAVEL COMMISSIONS AND FEES: Increased 13% reflecting a 16% increase in
     worldwide travel sales.

o    OTHER COMMISSIONS AND FEES: Rose 19% on higher card-related conversion
     revenues and greater assessment and service fees.

o    SECURITIZATION INCOME, NET: Increased 2% as higher gains from issuances
     and a greater average balance of securitized loans was partially offset
     by an increase in write offs and greater interest expense, due to a
     higher coupon rate paid to certificate holders. Securitization income,
     net represents the non-credit provision components of the gains from
     securitization activities within the USCS segment, fair value changes of
     the related interest-only (I/O) strip, excess spread related to
     securitized loans, net finance revenue on retained interests in
     securitized loans, and servicing income, net of related discounts or
     fees.


                                      -7-
<PAGE>
                            AMERICAN EXPRESS COMPANY
                           THIRD QUARTER 2007 OVERVIEW
                                  CONSOLIDATED
<TABLE>
<CAPTION>
- Components of Securitization Income, Net:
                                                                 Quarters Ended               Percentage
                                                                  September 30,               Inc/(Dec)
                                                       -----------------------------------    ------------
                                                           2007                2006
                                                           ----                ----
<S>                                                      <C>                 <C>                <C>
            (millions)
            Excess spread*                                 $264                $279               (5)%
            Servicing fees                                  108                 100                 8
            Gains on sales from securitizations**            20                   5                 #
                                                           ----                ----
            Total securitization income                    $392                $384                 2
                                                           ====                ====
</TABLE>

           # Denotes variance of more than 100%.
           * Excess spread is the net positive cash flow from interest and fee
             collections allocated to the investor's interests after deducting
             the interest paid on investor certificates, credit losses,
             contractual servicing fees, other expenses, and the changes in the
             fair value of the I/O strip in 2007.
          ** Excludes $47MM and $(18)MM in 2007 and $13MM and $(15)MM in 2006
             of impact from cardmember loan sales and maturities, respectively,
             reflected in the credit provision.

- The average balance of Cardmember lending securitizations was $21.4B in 3Q
'07, compared with $20.0B in 3Q '06.

o    OTHER REVENUES: Decreased 13% as the $81MM pre-tax AEIDC charge
     previously mentioned was partially offset by higher network, merchant,
     publishing and insurance-related revenues.

o    CARDMEMBER LENDING FINANCE REVENUE: Increased 30% due to 30% growth in
     average worldwide lending balances on an owned basis.

o    OTHER (INCLUDING INVESTMENT CERTIFICATES) INTEREST INCOME: Increased 6%.

o    CARDMEMBER LENDING INTEREST EXPENSE: Increased 40% reflecting the increased
     loan balances and a higher cost of funds.

o    CHARGE CARD AND OTHER INTEREST EXPENSE: Increased 38% reflecting a higher
     cost of funds and an increased receivable balance.

o    MARKETING, PROMOTION, REWARDS AND CARDMEMBER SERVICES EXPENSES: Increased
     14%, reflecting higher volume-related rewards costs and greater marketing
     and promotion expenses.

o    HUMAN RESOURCES EXPENSE:  Increased 11% due to a higher level of employees,
     merit increases and larger benefit costs.

o    PROFESSIONAL SERVICES EXPENSE:  Declined 4%.

o    OCCUPANCY AND EQUIPMENT EXPENSE:  Rose 8%.

o    COMMUNICATIONS EXPENSE:  Increased 13% due to higher cardmember-related
     communications activities.

o    OTHER EXPENSE: Decreased 1% as a decrease in underlying expenses was
     partially offset by the $33MM pre-tax gain related to the sales of our
     operations in Malaysia and Indonesia in 3Q '06.

                                      -8-
<PAGE>
                            AMERICAN EXPRESS COMPANY
                           THIRD QUARTER 2007 OVERVIEW
                                  CONSOLIDATED

 CHARGE CARD PROVISION FOR LOSSES:  Increased 9%, primarily reflecting higher
 business volumes.


- WORLDWIDE CHARGE CARD:*
  --  The loss ratio and past due rate increased versus last quarter, but
      remained flat compared to last year.

<TABLE>
<CAPTION>
                                                            9/07              6/07              9/06
                                                        --------------    -------------     -------------
<S>                                                      <C>               <C>               <C>
              Net loss ratio as a % of charge volume        0.26%             0.24%             0.26%
              90 days past due as a % of receivables         2.8%              2.7%              2.8%

                                                            9/07              6/07             9/06
                                                        -------------     -------------    -------------
              Total Receivables (billions)                 $38.5             $38.4             $35.0
              Reserves (millions)                           $998              $981              $947
              % of receivables                               2.6%              2.6%              2.7%
              % of 90 day past due accounts                   91%               95%               97%
</TABLE>

              *There are no off-balance sheet Charge Card securitizations.
               Therefore, all credit quality statistics for the Charge Card
               portfolio are on an "Owned Basis."
               Note: Amounts herein reflect certain revisions, as noted on
                     pages 2-3.

o    CARDMEMBER LENDING PROVISION FOR LOSSES: Increased 41% due to increased
     loan volumes and higher write-off and delinquency rates within the U.S.,
     which have risen after the unusually low rates in 2006 that followed the
     October 2005 change in the bankruptcy legislation.

- WORLDWIDE LENDING:*
  --  The write-off rate was unchanged versus last quarter,  but increased
      versus last year. The past due rate increased versus last year and
      last quarter.

<TABLE>
<CAPTION>
                                                            9/07              6/07              9/06
                                                        --------------    -------------     -------------
<S>                                                       <C>               <C>             <C>
              Net write-off rate                             4.1%              4.1%              3.8%
              30 days past due as a % of loans               3.0%              2.8%              2.8%

                                                            9/07              6/07              9/06
                                                        -------------     --------------    -------------
              Total Loans (billions)                       $50.5             $48.3             $38.3
              Reserves (millions)                         $1,469            $1,417            $1,126

              % of total loans                               2.9%              2.9%              2.9%
              % of 30 days past due accounts                  97%              106%              106%
</TABLE>

              * All lending statistics are presented here on a GAAP or "Owned
               Basis". "Managed Basis" credit quality statistics are available
               in the Third Quarter 2007 Earnings Release on the American
               Express Company Consolidated Selected Statistical Information
               pages. Credit trends are generally consistent under both
               reporting methods.

o OTHER (INCLUDING INVESTMENT CERTIFICATES) PROVISION FOR LOSSES AND BENEFITS:
Increased 5%.

                                      -9-
<PAGE>
                            AMERICAN EXPRESS COMPANY
                           THIRD QUARTER 2007 OVERVIEW
                                  CONSOLIDATED

SUPPLEMENTAL INFORMATION - TANGIBLE COMMON EQUITY AND TOTAL ADJUSTED ASSETS

During the third quarter of 2006, the Company issued $750MM of 6.80%
Subordinated Debentures due 2036 ("Subordinated Debentures"), which are
automatically extendable until 2066 unless certain events occur prior to that
date. In connection with the Subordinated Debentures, the Company has
undertaken to disclose on a quarterly basis the amount of its "tangible common
equity" and "total adjusted assets". The Company's consolidated tangible
common equity amount as of the end of any fiscal quarter means the total
shareholders' equity, excluding preferred stock, of the Company as reflected
on its consolidated balance sheet prepared in accordance with GAAP as of such
fiscal quarter end minus (i) intangible assets and goodwill and (ii) deferred
acquisition costs, as determined in accordance with GAAP and reflected in such
consolidated balance sheet. The Company calculates total adjusted assets as of
the end of any fiscal quarter as the sum of (i) total consolidated assets as
reflected on the Company's balance sheet minus (ii) non-securitized Cardmember
lending receivables (without deduction for reserves), which are set forth on
the Company's balance sheet, plus (iii) managed (i.e., securitized and
non-securitized) worldwide Cardmember lending receivables as reported by the
Company for such fiscal quarter. As of September 30, 2007, the Company's
tangible common equity was $9B and its total adjusted assets were $162B. As of
September 30, 2007, the consolidated assets, as reflected on the Company's
balance sheet, were $141B.


                                CORPORATE & OTHER

Net expense was $59MM in 3Q '07 compared with net expense of $85MM in 2Q '07
and $47MM in 3Q '06. The 3Q '07 expense includes the previously mentioned
$41MM after-tax AEIDC charge. The 2Q '07 expense includes costs related to
regulatory and legal exposures and $2MM ($1MM after-tax) of reengineering
costs.

                                      -10-
<PAGE>
                           AMERICAN EXPRESS COMPANY
                          THIRD QUARTER 2007 OVERVIEW
                              U.S. CARD SERVICES

<TABLE>
<CAPTION>
                        CONDENSED STATEMENTS OF INCOME
                                 (GAAP BASIS)

(Preliminary)
                                                                    Quarters Ended                 Percentage
                                                                     September 30,                  Inc/(Dec)
                                                          ----------------------------------    -----------------
(millions)                                                        2007                 2006
                                                                  ----                 ----

Revenues
<S>                                                          <C>                  <C>                  <C>
    Discount revenue, net card fees and other                   $2,632               $2,358               12%
    Cardmember lending finance revenue                           1,224                  928               32
    Securitization income, net                                     392                  384                2
                                                                  ----                 ----
        Total revenues                                           4,248                3,670               16
    Interest expense:
     Cardmember lending                                            402                  260               55
     Charge card and other                                         257                  207               24
                                                                  ----                 ----
 Revenues net of interest expense                                3,589                3,203               12
                                                                  ----                 ----

Expenses
    Marketing, promotion, rewards and cardmember services        1,191                1,117                7
    Human resources and other operating expenses                   848                  805                5
                                                                  ----                 ----
     Total                                                       2,039                1,922                6
                                                                  ----                 ----
Provisions for losses                                              638                  442               44
                                                                  ----                 ----
Pretax segment income                                              912                  839                9
Income tax provision                                               320                  281               14
                                                                  ----                 ----
Segment income                                                    $592                 $558                6
                                                                  ----                 ----
</TABLE>

  Note: Amounts herein reflect certain revisions, as noted on pages 2-3.
<TABLE>
<CAPTION>
STATISTICAL INFORMATION
                                                                    Quarters Ended                 Percentage
                                                                     September 30,                  Inc/(Dec)
                                                          ----------------------------------    -----------------
                                                                  2007                 2006
                                                                  ----                 ----
<S>                                                           <C>        <C>                 <C>
Card billed business (billions)                                  $94.2                $83.4               13%
Total cards in force (millions)                                   42.9                 39.9                8
Basic cards in force (millions)                                   31.8                 29.5                8
Average basic cardmember spending* (dollars)                    $2,986               $2,852                5
Segment capital (billions)                                        $4.5                 $4.5                -
Return on segment capital**                                       50.5%                46.6%
</TABLE>

    * Proprietary cards only.
   ** Computed on a trailing 12-month basis using segment income and equity
      capital allocated to segments based upon specific business operational
      needs, risk measures and regulatory capital requirements.


    -    BILLED BUSINESS: The 13% increase in USCS billed business reflects a
         5% increase in average spending per proprietary basic card and 8%
         growth in basic cards in force. -- Within the U.S. consumer business,
         billed business grew 12%; small business volumes rose 15%.

    -    TOTAL CARDS IN FORCE: Increased by 3.0MM, or 8%, versus last year on
         continued strong card acquisition activity and retention levels.

P&L DISCUSSION:

o    NET INCOME: Increased 6% as revenues net of interest expense rose 12%,
     expenses increased 6% and provisions for losses increased 44%.

    -    PRE-TAX MARGIN:  Was 25.4% in 3Q '07 versus 23.2% in 2Q '07 and 26.2%
         in 3Q '06.

    -    EFFECTIVE TAX RATE: Was 35% in 3Q '07 compared to 30% in 2Q '07 and
         33% in 3Q '06. The 3Q '07 rate includes $18MM of the previously
         mentioned tax benefits versus $56MM of benefits in 2Q '07.

o    DISCOUNT REVENUE, NET CARD FEES AND OTHER REVENUES: Increased 12%,
     largely due to greater billed business volumes, increased other
     commissions and fees, higher net card fees, and greater travel revenues.

o    CARDMEMBER LENDING FINANCE REVENUE: Increased 32% on 35% growth in
     average owned lending balances and a slightly lower portfolio yield.



                                     -11-
<PAGE>
                           AMERICAN EXPRESS COMPANY
                          THIRD QUARTER 2007 OVERVIEW
                              U.S. CARD SERVICES

o    SECURITIZATION INCOME, NET: Increased 2% as higher gains from issuances
     and a greater average balance of securitized loans were partially offset
     by an increase in write offs and greater interest expense, due to a
     higher coupon rate paid to certificate holders.

o    CARDMEMBER LENDING INTEREST EXPENSE:  Increased 55% on greater loan
     balances and a higher cost of funds.

o    CHARGE CARD AND OTHER INTEREST EXPENSE:  Increased 24% due to a higher
     cost of funds and a larger receivable balance.

o    MARKETING, PROMOTION, REWARDS AND CARDMEMBER SERVICES EXPENSES: Increased
     7%, due to higher volume-driven rewards costs which were partially offset
     by lower marketing and promotion expenses.

o    HUMAN RESOURCES AND OTHER OPERATING EXPENSES: Increased 5% primarily due to
     higher technology and volume-related operating expenses.

o    PROVISIONS FOR LOSSES: Increased 44% reflecting the impact of strong loan
     and volume growth and higher write-off and delinquency rates, which have
     risen after the unusually low rates following the enactment of the
     October 2005 U.S. bankruptcy legislation.

     - CHARGE CARD: *

       -- The loss ratio and past due rates increased versus last year and last
          quarter.
<TABLE>
<CAPTION>
                                                                 9/07            6/07            9/06
                                                             -------------    ------------    ------------
<S>                                                         <C>             <C>             <C>
              Total Receivables (billions)                      $19.4           $19.8           $18.2
              Net loss ratio as a % of charge volume             0.34%           0.30%           0.33%
              90 days past due as a % of total                    3.9%            3.6%            3.5%
</TABLE>

               Note: Amounts herein reflect certain revisions, as noted on
                     pages 2-3.

    - CARDMEMBER LENDING: **

      -- The write-off rate increased versus last year, but remained flat
         versus last quarter. The past due rate increased versus last
         year and last quarter, but remained well within historical
         ranges.
<TABLE>
<CAPTION>
                                                                 9/07            6/07             9/06
                                                             -----------    -------------     -----------
<S>                                                         <C>             <C>             <C>
              Total Loans (billions)                            $40.0           $38.3           $29.3
              Net write-off rate                                  3.7%            3.7%            3.1%
              30 days past due as a % of loans                    3.1%            2.7%            2.7%
</TABLE>

               * There are no off-balance sheet Charge Card securitizations.
                 Therefore, all credit quality statistics for the Charge Card
                 portfolio are on an "Owned Basis."
              ** Owned basis. See page 13-14 for "Managed Basis" Cardmember
                 lending information.


                                     -12-
<PAGE>

                           AMERICAN EXPRESS COMPANY
                          THIRD QUARTER 2007 OVERVIEW
                              U.S. CARD SERVICES
MANAGED BASIS

For USCS, the managed basis presentation assumes that there have been no
off-balance sheet securitization transactions, i.e., all securitized
cardmember loans and related income effects are reflected as if they were in
the Company's balance sheets and income statements, respectively. For the
managed basis presentation, revenue and expenses related to securitized
cardmember loans are reflected in net card fees and other, cardmember lending
finance revenue, cardmember lending interest expense and credit provision. On
a managed basis, there is no securitization income, net, as the managed basis
presentation assumes no securitization transactions have occurred.

The Company presents USCS information on a managed basis because that is the
way the Company's management views and manages the business. Management
believes that a full picture of trends in the Company's cardmember lending
business can only be derived by evaluating the performance of both securitized
and non-securitized cardmember loans. Management also believes that use of a
managed basis presentation presents a more accurate picture of the key
dynamics of the cardmember lending business. Irrespective of the on- and
off-balance sheet funding mix, it is important for management and investors to
see metrics for the entire cardmember lending portfolio because they are more
representative of the economics of the aggregate cardmember relationships and
ongoing business performance and trends over time. It is also important for
investors to see the overall growth of cardmember loans and related revenue in
order to evaluate market share. These metrics are significant in evaluating
the Company's performance and can only be properly assessed when all
non-securitized and securitized cardmember loans are viewed together on a
managed basis. The Company does not currently securitize international loans.

On a GAAP basis, revenue and expenses from securitized cardmember loans are
reflected in the Company's income statements in securitization income, net,
fees and commissions, and credit provision for cardmember lending. At the time
of a securitization transaction, the securitized cardmember loans are removed
from the Company's balance sheet, and the resulting gain on sale is reflected
in securitization income, net, as well as an impact to credit provision
(credit reserves are no longer recorded for the cardmember loans once sold).
Over the life of a securitization transaction, the Company recognizes
servicing fees and other net revenues (referred to as "excess spread") related
to the interests sold to investors (i.e. the investors' interests). These
amounts are reflected in securitization income, net, and fees and commissions.
The Company also recognizes cardmember lending finance revenue over the life
of the securitization transaction related to the interest it retains (i.e. the
seller's interest). At the maturity of a securitization transaction,
cardmember loans on the balance sheet increase, and the impact of the
incremental required loss reserves is recorded in credit provision.

As presented, in aggregate over the life of a securitization transaction, the
pretax income impact to the Company is the same whether or not the Company had
securitized cardmember loans or funded these loans through other financing
activities (assuming the same financing costs). The income statement
classifications, however, of specific items will differ.

The following information reconciles the GAAP basis presentation for
certain USCS income statement line items to the managed basis presentation,
where different:
<TABLE>
<CAPTION>
                                                                    Quarters Ended               Percentage
                                                                     September 30,               Inc/(Dec)
                                                              ----------------------------    -----------------
     (millions)                                                        2007          2006
                                                                       ----          ----

o DISCOUNT REVENUE, NET CARD FEES AND OTHER:
<S>                                                             <C>           <C>               <C>
           Reported for the period (GAAP)                            $2,632        $2,358            12%
           Securitization adjustments                                    67            51            31
                                                                       ----          ----
           Managed discount revenue, net card fees and other         $2,699        $2,409            12
                                                                     ======        ======

o CARDMEMBER LENDING FINANCE REVENUE:

           Reported for the period  (GAAP)                           $1,224          $928            32
           Securitization adjustments                                   821           749            10
                                                                       ----          ----
           Managed finance revenue                                   $2,045        $1,677            22
                                                                     ======       =======

o SECURITIZATION INCOME, NET:

           Reported for the period (GAAP)                              $392          $384             2
           Securitization adjustments                                  (392)         (384)            2
                                                                       ----          ----
           Managed securitization income, net                        $    -         $   -             -
                                                                     ======       =======

o CARDMEMBER LENDING INTEREST EXPENSE:

           Reported for the period  (GAAP)                             $402          $260            55
           Securitization adjustments                                   302           274            10
                                                                       ----          ----
           Managed cardmember lending interest expense                 $704          $534            32
                                                                       ----          ----

o PROVISIONS FOR LOSSES:

           Reported for the period (GAAP)                              $638          $442            44
           Securitization adjustments                                   226           144            57
                                                                       ----          ----
           Managed provisions for losses                               $864          $586            47
                                                                       ----          ----
</TABLE>

        Note: Amounts herein reflect certain revisions, as noted on pages 2-3.


                                     -13-
<PAGE>
MANAGED P&L DISCUSSION

o    DISCOUNT REVENUE, NET CARD FEES AND OTHER REVENUES: Increased 12%,
     largely due to higher billed business volumes, greater other commissions
     and fees, increased net card fees, and higher travel revenues.

o    CARDMEMBER LENDING FINANCE REVENUE: Increased 22% due to 23% growth in
     average managed lending balances and a slightly lower portfolio yield.

o    CARDMEMBER LENDING INTEREST EXPENSE:  Increased 32% on growth in lending
     balances and a higher cost of funds.

o    PROVISIONS FOR LOSSES: Increased 47% reflecting the impact of strong loan
     and volume growth and higher write-off and delinquency rates, which have
     risen after the unusually low rates following the enactment of the
     October 2005 U.S. bankruptcy legislation.

     - CARDMEMBER LENDING: *

       -- The write-off rate increased versus last year, but remained flat
          versus last quarter. The past due rate increased versus last
          year and last quarter, but remained well within historical
          ranges.
<TABLE>
<CAPTION>
                                                               9/07             6/07             9/06
                                                            -----------     -------------     ------------
<S>                                                        <C>              <C>              <C>
              Total Loans (billions)                          $61.5            $58.6            $49.5
              Net write-off rate                                3.7%             3.7%             3.0%
              30 days past due as a % of loans                  2.9%             2.6%             2.6%
</TABLE>

              * Managed basis.  There are no off-balance sheet Charge Card
                securitizations.  Therefore, all credit quality statistics for
                the Charge Card portfolio are on an "Owned Basis," as
                presented on page 12.


                                     -14-
<PAGE>
                           AMERICAN EXPRESS COMPANY
                          THIRD QUARTER 2007 OVERVIEW
                          INTERNATIONAL CARD SERVICES

                        CONDENSED STATEMENTS OF INCOME
                                 (GAAP BASIS)


(Preliminary)
<TABLE>
<CAPTION>
                                                                    Quarters Ended               Percentage
                                                                     September 30,               Inc/(Dec)
                                                              ----------------------------    -----------------
     (millions)                                                        2007          2006
                                                                       ----          ----
<S>                                                                 <C>           <C>             <C>
Revenues
    Discount revenue, net card fees and other                          $953          $819            16%
    Cardmember lending finance revenue                                  353           286            23
                                                                     ------        ------
        Total revenues                                                1,306         1,105            18
    Interest expense:
      Cardmember lending                                                126            99            27
      Charge card and other                                              66            54            22
                                                                     ------        ------

Revenues net of interest expense                                      1,114           952            17
                                                                     ------        ------

Expenses
    Marketing, promotion, rewards and cardmember services               354           247            43
    Human resources and other operating expenses                        453           387            17
                                                                     ------        ------
         Total                                                          807           634            27
                                                                     ------        ------

Provisions for losses                                                   197           197             -
                                                                     ------        ------
Pretax segment income                                                   110           121            (9)
Income tax (benefit) provision                                          (30)           15             #
                                                                     ------        ------
Segment income                                                         $140          $106            32
                                                                     ------        ------
</TABLE>

  Note: Amounts herein reflect certain revisions, as noted on pages 2-3.
  # Denotes variance of more than 100%.

STATISTICAL INFORMATION
<TABLE>
<CAPTION>
                                                                    Quarters Ended               Percentage
                                                                     September 30,               Inc/(Dec)
                                                              ----------------------------    -----------------
     (millions)                                                        2007          2006
                                                                       ----          ----
<S>                                                             <C>           <C>              <C>
Card billed business (billions)                                       $24.7         $21.4            15
Total cards in force (millions)                                        15.8          15.5             2
Basic cards in force (millions)                                        11.2          11.1             1
Average basic cardmember spending* (dollars)                         $2,209        $1,908            16
Segment capital (millions)**                                         $1,983        $1,936             2
Return on segment capital**                                            24.4%         16.8%
</TABLE>


 * Proprietary cards only.
** Segment capital includes an allocation attributable to goodwill of $520MM
   and $517MM in 3Q '07 and 3Q '06, respectively. Return on segment capital is
   computed on a trailing 12-month basis using segment income and equity capital
   allocated to segments based upon specific business operational needs, risk
   measures and regulatory capital requirements.


-        BILLED BUSINESS: The 15% increase in billed business reflects a 16%
         increase in average spending per proprietary basic card and a 1%
         increase in basic cards in force.
--            Adjusting for the impacts of foreign exchange translation,
              billed business and spending per proprietary basic card in force
              increased 7% and 8%, respectively, and volume growth within the
              major geographic regions ranged from growth in the mid
              single-digits to the low double-digits.

- TOTAL CARDS IN FORCE: Increased by 300K, or 2%, versus last year.

P&L DISCUSSION

o    NET INCOME: Increased 32% versus last year as revenues net of interest
     expense increased 17%, expenses rose by 27% and provisions for losses was
     unchanged. Both revenue and expense growth rates were inflated by the
     translation of foreign currency.

-        3Q '06 expenses included a $23MM ($17MM after-tax) gain related to
         the completion of the sale of the Company's card operations in
         Malaysia and Indonesia.

- PRE-TAX MARGIN:  Was 9.9% in 3Q '07 versus 8.8% in 2Q '07 and 12.7% in 3Q '06.

-        EFFECTIVE TAX RATE: Was (27%) in both 3Q '07 and 2Q '07,
         respectively, versus 12% in 3Q '06. Going forward, this segment will
         likely reflect an overall tax benefit since our internal tax
         allocation process provides ICS with the consolidated benefit related
         to its ongoing funding activities outside the U.S. In addition to
         that recurring benefit, the 3Q '07 tax rate includes $17MM of the
         previously mentioned tax benefits, while the 2Q '07 rate includes
         several small favorable items primarily related to the finalization
         of prior year's tax returns and settlements with tax authorities. The
         3Q '06 rate reflects the relatively low tax benefit associated with
         credit losses in Taiwan and the overall impact of ICS' global mix of
         earnings.

                                     -15-
<PAGE>
                           AMERICAN EXPRESS COMPANY
                          THIRD QUARTER 2007 OVERVIEW
                          INTERNATIONAL CARD SERVICES

                        CONDENSED STATEMENTS OF INCOME
                                 (GAAP BASIS)


o    DISCOUNT REVENUE, NET CARD FEES AND OTHER REVENUES: The increase of 16%
     versus 3Q '06 was driven primarily by the higher level of card spending,
     increased net card fees, greater other revenues, higher other commissions
     and fees, and increased travel revenues.

o    CARDMEMBER LENDING FINANCE REVENUE:  Increased 23% on 15% growth in average
     lending balances and a higher portfolio yield.

o    CARDMEMBER LENDING INTEREST EXPENSE:   Increased 27% on higher loan
     balances and an increased cost of funds.

o    CHARGE CARD AND OTHER INTEREST EXPENSE:  Increased 22% on a higher
     receivable balance and a greater cost of funds.

o    MARKETING, PROMOTION, REWARDS AND CARDMEMBER SERVICES EXPENSES: Increased
     43%, reflecting volume-driven increases in rewards costs as well as
     higher marketing and promotion expenses.

o    HUMAN RESOURCES AND OTHER OPERATING EXPENSES: Increased 17%, primarily
     due to higher human resources and other operating expenses, which reflect
     last year's gain on the business sales in Malaysia and Indonesia.

o    PROVISIONS FOR LOSSES: Was unchanged from a year ago as lower write-off
     and past due rates were partially offset by higher volumes and lending
     balances.

- CHARGE CARD: *

-- The loss ratio and past due rate decreased versus last year and last
quarter.


<TABLE>
<CAPTION>
                                                          9/07             6/07            9/06
                                                       ------------     -----------     -----------
<S>                                                    <C>              <C>             <C>
              Total Receivables (billions)                $6.1             $5.9            $5.5
              Net loss ratio as a % of charge volume      0.26%            0.28%           0.27%
              90 days past due as a % of total             1.8%             2.0%            2.6%
</TABLE>

              Note: Amounts herein reflect certain revisions, as noted on
                    pages 2-3.

- CARDMEMBER LENDING:*

-- The write-off and past due rates decreased versus last year and last
quarter.
<TABLE>
<CAPTION>
                                                          9/07             6/07            9/06
                                                       ------------     -----------     -----------
<S>                                                   <C>             <C>               <C>
              Cardmember Loans (billions)                $10.5           $10.0             $9.0
              Net write-off rate                           5.5%            6.0%             5.9%

              30 days past due as a % of loans             2.7%            2.9%             3.1%
</TABLE>


         * There are no off-balance sheet Charge Card and currently no
           off-balance sheet international lending securitizations. Therefore,
           all credit quality statistics for the Charge Card and international
           lending portfolio are on an "Owned Basis".



                                     -16-
<PAGE>
                           AMERICAN EXPRESS COMPANY
                          THIRD QUARTER 2007 OVERVIEW
                          GLOBAL COMMERCIAL SERVICES

                        CONDENSED STATEMENTS OF INCOME
                                 (GAAP BASIS)

<TABLE>
<CAPTION>
(Preliminary)
                                                                    Quarters Ended               Percentage
                                                                     September 30,               Inc/(Dec)
                                                              ----------------------------    -----------------
     (millions)                                                      2007          2006
                                                                     ----          ----
<S>                                                              <C>            <C>                <C>
Revenues
    Discount revenue, net card fees and other                      $1,180         $1,045             13%
                                                                   ------         ------
    Charge card and other interest expense                            116            96              21
                                                                   ------         ------
Revenues net of interest expense                                    1,064           949              12
                                                                   ------         ------
Expenses
    Marketing, promotion, rewards and cardmember services              86            80               8
    Human resources and other operating expenses                      749           678              10
                                                                   ------         ------
         Total                                                        835           758              10
 Provisions for losses                                                 42            34              24
                                                                   ------         ------
Pretax segment income                                                 187           157              19
Income tax provision                                                   52            52               -
                                                                   ------         ------
Segment income                                                       $135          $105              29
                                                                   ======         ======
</TABLE>

  Note: Amounts herein reflect certain revisions, as noted on pages 2-3.

STATISTICAL INFORMATION
<TABLE>
<CAPTION>
                                                                    Quarters Ended               Percentage
                                                                     September 30,               Inc/(Dec)
                                                              ----------------------------    -----------------
     (millions)                                                      2007          2006
                                                                     ----          ----
<S>                                                              <C>           <C>                 <C>
Card billed business (billions)                                     $29.9         $26.2               14%
Total cards in force (millions)                                       6.8           6.6                3
Basic cards in force (millions)                                       6.8           6.6                3
Average basic cardmember spending* (dollars)                       $4,389        $3,974               10
Segment capital (millions)**                                       $2,230        $1,997               12
Return on segment capital**                                          26.2%         27.6%
</TABLE>

    * Proprietary cards only.
   ** Segment capital includes an allocation attributable to goodwill of
      $767MM and $630MM in 3Q '07 and 3Q '06, respectively. Return on segment
      capital is computed on a trailing 12-month basis using segment income and
      equity capital allocated to segments based upon specific business
      operational needs, risk measures and regulatory capital requirements.

     -   BILLED BUSINESS: The 14% increase in billed business reflects a 10%
         increase in average spending per proprietary basic card and a 3%
         increase in basic cards in force.
         --   Adjusting for the impacts of foreign exchange translation,
              billed business and spending per proprietary basic card in force
              increased 11% and 7%, respectively, and volume growth within the
              U.S. of 9% compared to growth within the Company's other major
              geographic regions ranging from the mid-to-high teens.

- TOTAL CARDS IN FORCE: Increased by 200K, or 3%, versus last year.

P&L DISCUSSION

o    NET INCOME: Increased 29% versus last year as revenues net of interest
     expense increased 12%, expenses rose by 10% and provisions for losses
     grew 24%. Both revenue and expense growth rates were inflated by the
     translation of foreign currency.

     - 3Q '06 included $10MM ($7MM after-tax) of the gain on the sale of the
       Company's card-related operations in Malaysia and Indonesia.

     - 3Q '07 included $9MM ($6MM after-tax) of reengineering expenses versus
       $11MM ($7MM after-tax) in 3Q '06.

     - PRE-TAX MARGIN:  Was 17.6% in 3Q '07 versus 20.1% in 2Q '07 and 16.5% in
       3Q '06.

     - EFFECTIVE TAX RATE: Was 28% in 3Q '07 versus 26% in 2Q '07 and 33% in
       3Q '06. The 3Q '07 and 2Q '07 rate reflects $9MM and $8MM,
       respectively, of the previously mentioned tax benefits in those
       periods.

o    DISCOUNT REVENUE, NET CARD FEES AND OTHER REVENUES: The increase of 13%
     versus 3Q '06 was driven primarily by the higher level of card spending,
     greater travel revenues, and higher other commissions and fees.

o    CHARGE CARD AND OTHER INTEREST EXPENSE:  Increased 21% on a higher cost of
     funds and a larger receivable balance.


                                     -17-
<PAGE>
                           AMERICAN EXPRESS COMPANY
                          THIRD QUARTER 2007 OVERVIEW
                          GLOBAL COMMERCIAL SERVICES

o    MARKETING, PROMOTION, REWARDS AND CARDMEMBER SERVICES EXPENSES:  Increased
     8%,  primarily due to greater volume-related rewards costs.

o    HUMAN RESOURCES AND OTHER OPERATING EXPENSES: Increased 10%, primarily
     reflecting increased human resources costs and higher occupancy and
     equipment expense, in part due to the acquisitions of Harbor Payments and
     FAE Travel.

o    PROVISIONS FOR LOSSES: Increased 24% reflecting higher volumes and loss
     rates.

     - CHARGE CARD: *

       --  The loss ratio increased versus last year and last quarter. The
           past due rate decreased versus last year, but was unchanged
           versus last quarter.

<TABLE>
<CAPTION>
                                                          9/07             6/07            9/06
                                                       ------------     -----------     -----------
<S>                                                    <C>              <C>             <C>
              Total Receivables (billions)               $12.5            $12.2           $10.9
              Net loss ratio as a % of charge volume      0.11%            0.10%           0.09%
              90 days past due as a % of total             1.6%             1.6%            1.7%
</TABLE>

              Note: Amounts herein reflect certain revisions, as noted on
                    pages 2-3.

              * There are no off-balance sheet Charge Card securitizations.
                Therefore, all credit quality statistics for the charge card
                portfolio are on an "Owned Basis."

                                     -18-
<PAGE>
                           AMERICAN EXPRESS COMPANY
                          THIRD QUARTER 2007 OVERVIEW
                      GLOBAL NETWORK & MERCHANT SERVICES

                        CONDENSED STATEMENTS OF INCOME
                                 (GAAP BASIS)

<TABLE>
<CAPTION>
(Preliminary)
                                                                    Quarters Ended               Percentage
                                                                     September 30,               Inc/(Dec)
                                                              ----------------------------    -----------------
     (millions)                                                      2007          2006
                                                                     ----          ----
<S>                                                               <C>           <C>                <C>
  Revenues
      Discount revenue, fees and other                               $902          $773               17%
                                                                   ------        ------
      Interest expense:
        Cardmember lending                                            (33)          (25)              32
        Other                                                         (45)          (43)               5
                                                                   ------        ------
   Revenues net of interest expense                                   980           841               17
                                                                   ------        ------

  Expenses
     Marketing and promotion                                          151           118               28
     Human resources and other operating expenses                     417           390                7
                                                                   ------        ------
       Total                                                          568           508               12
                                                                   ------        ------

  Provisions for losses                                                23            19               21
                                                                   ------        ------
  Pretax segment income                                               389           314               24
  Income tax provision                                                123           102               21
                                                                   ------        ------
  Segment income                                                     $266          $212               25
                                                                   ======        ======
</TABLE>

  Note: Amounts herein reflect certain revisions, as noted on pages 2-3.
<TABLE>
<CAPTION>

  STATISTICAL INFORMATION
                                                                    Quarters Ended               Percentage
                                                                     September 30,               Inc/(Dec)
                                                              ----------------------------    -----------------
                                                                     2007          2006
                                                                     ----          ----
<S>                                                              <C>           <C>                  <C>
  Global card billed business*(billions)                           $162.5        $140.3               16%
  Segment capital (millions)                                       $1,125        $1,262              (11)

  Return on segment capital**                                        84.7%         57.9%

  Global Network Services:
  Card billed business (billions)                                   $14.1          $9.7               45%
  Total cards in force (millions)                                    19.2          14.5               32
</TABLE>


  *  Includes activities related to proprietary cards (including cash advances),
     cards issued under network partnership agreements, and certain insurance
     fees charged on proprietary cards.
  ** Computed on a trailing 12-month basis using segment income and equity
     capital allocated to segments based upon specific business operational
     needs, risk measures and regulatory capital requirements.

P&L DISCUSSION

o    NET INCOME: Increased 25% as revenues net of interest expense grew 17%,
     expenses rose 12%, and provisions for losses increased 21%. Both revenue
     and expense growth rates were inflated by translation of foreign
     currency.

     - PRE-TAX MARGIN:  Was 39.7% in 3Q '07 versus 43.3% in 2Q '07 and 37.3% in
       3Q '06.

     - EFFECTIVE TAX RATE: Was 32% in 3Q '07 versus 36% in 2Q '07 and 32% in
       3Q '06. The 3Q '07 rate reflects $22MM of the previously mentioned
       tax benefits.

o    DISCOUNT REVENUE, FEES AND OTHER REVENUE: Increased 17%, reflecting
     growth in merchant-related revenues, primarily from the 16% increase in
     global card billed business, and higher GNS-related revenues.

o    CARDMEMBER LENDING INTEREST EXPENSE: The expense credit increased 32% due
     to a larger volume and rate-driven interest credit related to internal
     transfer pricing which recognizes the merchant services' accounts
     payable-related funding benefit.

o    OTHER INTEREST EXPENSE: The expense credit increased 5% as higher
     interest on capital allocations was more than offset by a larger volume
     and rate-driven interest credit related to internal transfer pricing
     which recognizes the merchant services' accounts payable-related funding
     benefit.

o    MARKETING AND PROMOTION EXPENSES: Increased 28%, reflecting an increase
     in brand and partner-related advertising costs versus last year.

                                     -19-
<PAGE>
                           AMERICAN EXPRESS COMPANY
                          THIRD QUARTER 2007 OVERVIEW
                      GLOBAL NETWORK & MERCHANT SERVICES

o    HUMAN RESOURCES AND OTHER OPERATING EXPENSES: Increased 7% primarily due to
     greater human resources and volume-related expenses.

o    PROVISIONS FOR LOSSES: Increased 21% due to an increase in merchant-related
     reserves, primarily driven by higher volumes.


                                     -20-
<PAGE>
               INFORMATION RELATED TO FORWARD LOOKING STATEMENTS

THIS RELEASE INCLUDES FORWARD-LOOKING STATEMENTS, WHICH ARE SUBJECT TO RISKS
AND UNCERTAINTIES. THE WORDS "BELIEVE," "EXPECT," "ANTICIPATE," "OPTIMISTIC,"
"INTEND," "PLAN," "AIM," "WILL," "MAY," "SHOULD," "COULD," "WOULD," "LIKELY,"
AND SIMILAR EXPRESSIONS ARE INTENDED TO IDENTIFY FORWARD-LOOKING STATEMENTS.
READERS ARE CAUTIONED NOT TO PLACE UNDUE RELIANCE ON THESE FORWARD-LOOKING
STATEMENTS, WHICH SPEAK ONLY AS OF THE DATE ON WHICH THEY ARE MADE. 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: THE COMPANY'S ABILITY TO MEET ITS ROE TARGET RANGE OF 33 TO 36
PERCENT ON AVERAGE AND OVER TIME, WHICH WILL DEPEND IN PART ON FACTORS SUCH AS
THE COMPANY'S ABILITY TO GENERATE SUFFICIENT REVENUE GROWTH AND ACHIEVE
SUFFICIENT MARGINS, FLUCTUATIONS IN THE CAPITAL REQUIRED TO SUPPORT ITS
BUSINESSES, THE MIX OF THE COMPANY'S FINANCINGS, AND FLUCTUATIONS IN THE LEVEL
OF THE COMPANY'S SHAREHOLDERS' EQUITY DUE TO SHARE REPURCHASES, DIVIDENDS,
CHANGES IN ACCUMULATED OTHER COMPREHENSIVE INCOME AND ACCOUNTING CHANGES,
AMONG OTHER THINGS; THE ACTUAL AMOUNT SPENT BY THE COMPANY IN THE FOURTH
QUARTER OF 2007 ON MARKETING, PROMOTION, REWARDS AND CARDMEMBER SERVICES BASED
ON MANAGEMENT'S ASSESSMENT OF COMPETITIVE OPPORTUNITIES AND OTHER FACTORS
AFFECTING ITS JUDGMENT; THE COMPANY'S ABILITY TO GROW ITS BUSINESS AND MEET OR
EXCEED ITS RETURN ON SHAREHOLDERS' EQUITY TARGET BY REINVESTING APPROXIMATELY
35 PERCENT OF ANNUALLY-GENERATED CAPITAL, AND RETURNING APPROXIMATELY 65
PERCENT OF SUCH CAPITAL TO SHAREHOLDERS, OVER TIME, WHICH WILL DEPEND ON THE
COMPANY'S ABILITY TO MANAGE ITS CAPITAL NEEDS AND THE EFFECT OF BUSINESS MIX,
ACQUISITIONS AND RATING AGENCY REQUIREMENTS; CONSUMER AND BUSINESS SPENDING ON
THE COMPANY'S CREDIT AND CHARGE CARD PRODUCTS AND TRAVELERS CHEQUES AND OTHER
PREPAID PRODUCTS AND GROWTH IN CARD LENDING BALANCES, WHICH DEPEND IN PART ON
THE ABILITY TO ISSUE NEW AND ENHANCED CARD AND PREPAID PRODUCTS, SERVICES AND
REWARDS PROGRAMS, AND INCREASE REVENUES FROM SUCH PRODUCTS, ATTRACT NEW
CARDMEMBERS, REDUCE CARDMEMBER ATTRITION, CAPTURE A GREATER SHARE OF EXISTING
CARDMEMBERS' SPENDING, AND SUSTAIN PREMIUM DISCOUNT RATES ON ITS CARD PRODUCTS
IN LIGHT OF REGULATORY AND MARKET PRESSURES, INCREASE MERCHANT COVERAGE,
RETAIN CARDMEMBERS AFTER LOW INTRODUCTORY LENDING RATES HAVE EXPIRED, AND
EXPAND THE GLOBAL NETWORK SERVICES BUSINESS; THE SUCCESS OF THE GLOBAL NETWORK
SERVICES BUSINESS IN PARTNERING WITH BANKS IN THE UNITED STATES, WHICH WILL
DEPEND IN PART ON THE EXTENT TO WHICH SUCH BUSINESS FURTHER ENHANCES THE
COMPANY'S BRAND, ALLOWS THE COMPANY TO LEVERAGE ITS SIGNIFICANT PROCESSING
SCALE, EXPANDS MERCHANT COVERAGE OF THE NETWORK, PROVIDES GLOBAL NETWORK
SERVICES' BANK PARTNERS IN THE UNITED STATES THE BENEFITS OF GREATER
CARDMEMBER LOYALTY AND HIGHER SPEND PER CUSTOMER, AND MERCHANT BENEFITS SUCH
AS GREATER TRANSACTION VOLUME AND ADDITIONAL HIGHER SPENDING CUSTOMERS;
FLUCTUATIONS IN INTEREST RATES (INCLUDING FLUCTUATIONS IN BENCHMARKS, SUCH AS
LIBOR AND OTHER BENCHMARK RATES, USED TO PRICE LOANS AND OTHER INDEBTEDNESS,
AS WELL AS CREDIT SPREADS IN THE PRICING OF LOANS AND OTHER INDEBTEDNESS),
WHICH IMPACT THE COMPANY'S BORROWING COSTS, RETURN ON LENDING PRODUCTS AND THE
VALUE OF THE COMPANY'S INVESTMENTS; THE CONTINUATION OF FAVORABLE TRENDS,
INCLUDING INCREASED TRAVEL AND ENTERTAINMENT SPENDING, AND THE OVERALL LEVEL
OF CONSUMER CONFIDENCE; THE COSTS AND INTEGRATION OF ACQUISITIONS; THE
UNDERLYING ASSUMPTIONS AND EXPECTATIONS RELATED TO THE SALE OF THE AMERICAN
EXPRESS BANK LTD. BUSINESSES PROVING TO BE INACCURATE OR UNREALIZED,
INCLUDING, AMONG OTHER THINGS, THE LIKELIHOOD OF AND EXPECTED TIMING FOR
COMPLETION OF THE TRANSACTION, THE PROCEEDS TO BE RECEIVED BY THE COMPANY IN
THE TRANSACTION AND THE TRANSACTION'S IMPACT ON THE COMPANY'S EARNINGS; THE
SUCCESS, TIMELINESS AND FINANCIAL IMPACT (INCLUDING COSTS, COST SAVINGS AND
OTHER BENEFITS INCLUDING INCREASED REVENUES), AND BENEFICIAL EFFECT ON THE
COMPANY'S OPERATING EXPENSE TO REVENUE RATIO, BOTH IN THE SHORT-TERM AND OVER
TIME, 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
(INCLUDING, AMONG OTHERS, TECHNOLOGIES OPERATIONS), RELOCATING CERTAIN
FUNCTIONS TO LOWER-COST OVERSEAS LOCATIONS, MOVING INTERNAL AND EXTERNAL
FUNCTIONS TO THE INTERNET TO SAVE COSTS, AND PLANNED STAFF REDUCTIONS RELATING
TO CERTAIN OF SUCH REENGINEERING ACTIONS; THE COMPANY'S ABILITY TO REINVEST
THE BENEFITS ARISING FROM SUCH REENGINEERING ACTIONS IN ITS BUSINESSES; THE
ABILITY TO CONTROL AND MANAGE OPERATING, INFRASTRUCTURE, ADVERTISING AND
PROMOTION EXPENSES AS BUSINESS EXPANDS OR CHANGES, INCLUDING THE ABILITY TO
ACCURATELY ESTIMATE THE PROVISION FOR THE COST OF THE MEMBERSHIP REWARDS
PROGRAM; THE COMPANY'S ABILITY TO MANAGE CREDIT RISK RELATED TO CONSUMER DEBT,
BUSINESS LOANS, MERCHANT BANKRUPTCIES AND OTHER 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;
BANKRUPTCIES, RESTRUCTURINGS, CONSOLIDATIONS OR SIMILAR EVENTS AFFECTING THE
AIRLINE OR ANY OTHER INDUSTRY REPRESENTING A SIGNIFICANT PORTION OF THE
COMPANY'S BILLED BUSINESS, INCLUDING ANY POTENTIAL NEGATIVE EFFECT ON
PARTICULAR CARD PRODUCTS AND SERVICES AND BILLED BUSINESS GENERALLY THAT COULD
RESULT FROM THE ACTUAL OR PERCEIVED WEAKNESS OF KEY BUSINESS PARTNERS IN SUCH
INDUSTRIES; THE TRIGGERING OF OBLIGATIONS TO MAKE PAYMENTS TO CERTAIN CO-BRAND
PARTNERS, MERCHANTS, VENDORS AND CUSTOMERS UNDER CONTRACTUAL ARRANGEMENTS WITH
SUCH PARTIES UNDER CERTAIN CIRCUMSTANCES; A DOWNTURN IN THE COMPANY'S
BUSINESSES AND/OR NEGATIVE CHANGES IN THE COMPANY'S AND ITS SUBSIDIARIES'
CREDIT RATINGS, WHICH COULD RESULT IN CONTINGENT PAYMENTS UNDER CONTRACTS,
DECREASED LIQUIDITY AND HIGHER BORROWING COSTS; FLUCTUATIONS IN FOREIGN
CURRENCY EXCHANGE RATES; ACCURACY OF ESTIMATES FOR THE FAIR VALUE OF THE
ASSETS IN THE COMPANY'S INVESTMENT PORTFOLIO AND, IN PARTICULAR, THOSE
INVESTMENTS THAT ARE NOT READILY MARKETABLE, INCLUDING THE VALUATION OF THE
INTEREST-ONLY STRIP RELATING TO THE COMPANY'S LENDING SECURITIZATIONS; THE
COMPANY'S ABILITY TO INVEST IN TECHNOLOGY ADVANCES ACROSS ALL AREAS OF ITS
BUSINESS TO STAY ON THE LEADING EDGE OF TECHNOLOGIES APPLICABLE TO THE
PAYMENTS INDUSTRY; THE COMPANY'S ABILITY TO PROTECT ITS INTELLECTUAL PROPERTY
RIGHTS (IP) AND AVOID INFRINGING THE IP OF OTHER PARTIES; THE POTENTIAL
NEGATIVE EFFECT ON THE COMPANY'S BUSINESSES AND INFRASTRUCTURE, INCLUDING
INFORMATION TECHNOLOGY, OF TERRORIST ATTACKS, NATURAL DISASTERS OR OTHER
CATASTROPHIC EVENTS IN THE FUTURE; POLITICAL OR ECONOMIC INSTABILITY IN
CERTAIN REGIONS OR COUNTRIES, WHICH COULD AFFECT LENDING AND OTHER COMMERCIAL
ACTIVITIES, AMONG OTHER BUSINESSES, OR RESTRICTIONS ON CONVERTIBILITY OF
CERTAIN CURRENCIES; CHANGES IN LAWS OR GOVERNMENT REGULATIONS; ACCOUNTING
CHANGES; OUTCOMES AND COSTS ASSOCIATED WITH LITIGATION AND COMPLIANCE AND
REGULATORY MATTERS; AND COMPETITIVE PRESSURES IN ALL OF THE COMPANY'S MAJOR
BUSINESSES. A FURTHER DESCRIPTION OF THESE AND OTHER RISKS AND UNCERTAINTIES
CAN BE FOUND IN THE COMPANY'S ANNUAL REPORT ON FORM 10-K FOR THE YEAR ENDED
DECEMBER 31, 2006, AND ITS OTHER REPORTS FILED WITH THE SEC.




                                     -21-
</TEXT>
</DOCUMENT>
