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<SEC-DOCUMENT>0000004962-08-000029.txt : 20081209
<SEC-HEADER>0000004962-08-000029.hdr.sgml : 20081209
<ACCEPTANCE-DATETIME>20081209081508
ACCESSION NUMBER:		0000004962-08-000029
CONFORMED SUBMISSION TYPE:	8-K
PUBLIC DOCUMENT COUNT:		2
CONFORMED PERIOD OF REPORT:	20081208
ITEM INFORMATION:		Regulation FD Disclosure
FILED AS OF DATE:		20081209
DATE AS OF CHANGE:		20081209

FILER:

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			AMERICAN EXPRESS CO
		CENTRAL INDEX KEY:			0000004962
		STANDARD INDUSTRIAL CLASSIFICATION:	FINANCE SERVICES [6199]
		IRS NUMBER:				134922250
		STATE OF INCORPORATION:			NY
		FISCAL YEAR END:			1231

	FILING VALUES:
		FORM TYPE:		8-K
		SEC ACT:		1934 Act
		SEC FILE NUMBER:	001-07657
		FILM NUMBER:		081237128

	BUSINESS ADDRESS:	
		STREET 1:		200 VESEY STREET
		STREET 2:		50TH FLOOR
		CITY:			NEW YORK
		STATE:			NY
		ZIP:			10285
		BUSINESS PHONE:		2126402000

	MAIL ADDRESS:	
		STREET 1:		200 VESEY STREET
		STREET 2:		50TH FLOOR
		CITY:			NEW YORK
		STATE:			NY
		ZIP:			10285
</SEC-HEADER>
<DOCUMENT>
<TYPE>8-K
<SEQUENCE>1
<FILENAME>awrapdelta.txt
<DESCRIPTION>8-K AMERICAN EXPRESS COMPANY PRESS RELEASE
<TEXT>
                                 UNITED STATES
                      SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C. 20549

                                   FORM 8-K

                                CURRENT REPORT

                    Pursuant to Section 13 or 15(d) of the
                        Securities Exchange Act of 1934

       Date of Report (Date of earliest event reported): December 8, 2008

                           AMERICAN EXPRESS COMPANY
            (Exact name of registrant as specified in its charter)

         New York                       1-7657                  13-4922250
- ----------------------------   ------------------------     -------------------
(State or other jurisdiction   (Commission File Number)    (IRS Employer
of incorporation                                            Identification No.)
or organization)

200 Vesey Street, World Financial Center
New York, New York                                                10285
- ---------------------------------------------------            ----------
(Address of principal executive offices)                       (Zip Code)

      Registrant's telephone number, including area code: (212) 640-2000

              ---------------------------------------------------
         (Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of
the following provisions (see General Instruction A.2. below):

| | Written communications pursuant to Rule 425 under the Securities Act
    (17 CFR 230.425)

| | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
    240.14a-12)

| | Pre-commencement communications pursuant to Rule 14d-2(b) under the
    Exchange Act (17 CFR 240.14d-2(b))

| | Pre-commencement communications pursuant to Rule 13e-4(c) under the
    Exchange Act (17 CFR 240.13e-4(c))


<PAGE>
ITEM 7.01  REGULATION FD DISCLOSURE

On December 9, 2008, American Express Company (the "Company") and Delta Air
Lines ("Delta") issued a joint press release announcing that they had agreed
to an extension of the companies' exclusive co-brand credit card partnerships
and the companies' other partnership arrangements, including American Express
Membership Rewards, merchant acceptance and travel. A copy of such press
release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is
incorporated herein by reference.

In connection with the extension of its arrangements with Delta, the Company
expects to record a pre-tax charge of approximately $100 million (approximately
$62 million after-tax) for the three months ending December 31, 2008. This
reflects an increase in the Company's Membership Rewards balance sheet reserve
to reflect the estimated impact of an increase in the cost per point that the
Company will pay to Delta for previously-earned points that are expected to be
redeemed through the Delta SkyMiles program.

In addition, in light of recent conditions in the financial markets, the
Company is providing the following update regarding its liquidity and capital
resources from the information reported in the Company's Quarterly Report on
Form 10-Q for the three months ended September 30, 2008 (the "2008 Q3 Form
10-Q"):

As previously disclosed, on October 3, 2008, the Company's subsidiaries,
American Express Centurion Bank ("AECB") and American Express Bank, FSB
("AEBFSB" and together with "AECB", the "Banks"), received approval to borrow
from the Federal Reserve Bank of San Francisco (the "FRBSF") (i.e., access to
the Federal Reserve Bank discount window), subject to the discretion of the
FRBSF and the amount of receivables pledged as qualifying collateral. The
Federal Reserve previously indicated that credit card receivables are a form
of qualifying collateral for secured borrowings made through the discount
window or its Term Auction Facility (TAF) program.

More recently, the Federal Reserve has indicated that charge card receivables
are also a form of qualifying collateral. The Banks' access to the discount
window, subject to the discretion of the FRBSF, provides them with an
additional source of contingent liquidity, if needed.

As previously disclosed, in October 2008 the Federal Deposit Insurance
Corporation (the "FDIC") established the Temporary Liquidity Guarantee Program
(the "TLGP") to, among other things, temporarily guarantee newly-issued senior
unsecured debt of eligible entities, including insured banks. Under the TLGP,
certain newly-issued senior unsecured debt issued on or before June 30, 2009,
is eligible for an FDIC guarantee of the timely payment of interest and
principal in the event of a payment default. The guarantee is limited to June
30, 2012, even if the maturity of covered debt exceeds that date.


                                     -1-
<PAGE>
In December 2008, the Banks completed the process pursuant to which they
elected to participate in the TLGP. Based on a clarification by the FDIC of
the rules governing the TLGP, the Company believes that the Banks, as FDIC
depository institutions, could issue up to an aggregate $13.3 billion of
senior unsecured debt that would be guaranteed under the TLGP, which is
approximately $4.4 billion greater than the amount that the Company had
initially believed the Banks would be eligible to issue as disclosed in its
2008 Q3 Form 10-Q. On December 8, 2008, AEBFSB agreed to issue the following
amounts of senior unsecured debt guaranteed under the TLGP:


- -----------------------   -----------------    -------------------------------
PRINCIPAL AMOUNT            MATURITY DATE                 COUPON
- -----------------------   -----------------    -------------------------------
$750 million              December 10, 2010    1-month LIBOR + 85 basis points
$1.25 billion             December 9, 2011     1-month LIBOR + 98 basis points
$3.5 billion              December 9, 2011     3.15%

As previously disclosed, in October 2008 the Company launched a retail
certificate of deposit (CD) program through the Banks. Sales of these CDs are
targeted at depositors in amounts that fully qualify for FDIC deposit
insurance protection. The Company has raised approximately $4.6 billion of
funding under this program through December 5, 2008, with a weighted average
maturity of 18 months and a weighted average interest rate of 3.4% per annum.

The amounts raised through the senior unsecured debt guaranteed under the TLGP
and the CD program described above are being used to, among other things,
satisfy the Company's approximately $3.6 billion of long-term debt obligations
maturing during the three months ending December 31, 2008.

Also as the Company has previously disclosed, on November 10, 2008, the U.S.
Federal Reserve approved the Company's application to become a bank holding
company and to be regulated by the Federal Reserve.

The table below provides information regarding the Company's consolidated
capital and certain capital ratios at September 30, 2008 (dollars in
billions).


<TABLE>
<CAPTION>
- --------------- ------------- ------------- -------------- --------------- ------------ ---------------
TIER 1 CAPITAL     TOTAL         TIER 1         RISK           TIER 1        TIER 2         TOTAL
                  AVERAGE       LEVERAGE      WEIGHTED       RISK-BASED      CAPITAL      RISK-BASED
                   ASSETS        RATIO         ASSETS      CAPITAL RATIO                CAPITAL RATIO
- --------------- ------------- ------------- -------------- --------------- ------------ ---------------
<S>              <C>            <C>          <C>             <C>            <C>            <C>
    $9.818        $129.372        7.6%        $112.963          8.7%         $1.468         10.0%
</TABLE>

                                     -2-
<PAGE>

The table below provides certain capital ratios for AECB and AEBFSB at
September 30, 2008.

<TABLE>
<CAPTION>
- ----------------- -------------------------------- --------------------------------- ----------------------------------
                       TIER 1 LEVERAGE RATIO       TIER 1 RISK-BASED CAPITAL RATIO    TOTAL RISK-BASED CAPITAL RATIO
- ----------------- -------------------------------- --------------------------------- ----------------------------------
<S>                           <C>                              <C>                                <C>
AECB                           11.7%                            12.8%                              14.3%
AEBFSB                         11.9%                            13.1%                              14.4%
</TABLE>


FORWARD-LOOKING STATEMENTS

This report includes forward-looking statements, which are subject to risks
and uncertainties. The words "will," "believe," "anticipate," "expect,"
"could," "would," 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 were made. American Express Company undertakes no obligation to update or
revise any forward-looking statements. Factors that could cause the Company's
actual results to differ materially from these forward-looking statements
include, but are not limited to, the following: 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; and the risks associated
with the Company's agreements with Delta Air Lines including, among others,
the Company's ability to benefit from the opportunities presented by the
agreements across its co-brand, Membership Rewards, merchant services and
travel businesses and counterparty risk associated with the Company's
agreement to purchase $1 billion of Delta SkyMiles rewards points. A further
discussion of these and other risks and uncertainties can be found in the
reports of the Company filed with the U.S. Securities and Exchange Commission
(including its annual report on Form 10-K for the fiscal year ended December
31, 2007 and its quarterly report on Form 10-Q for the three months ended
September 30, 2008).



EXHIBIT

99.1    Press Release, dated December 9, 2008.


                                      -3-

<PAGE>

                                   SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.

                                          AMERICAN EXPRESS COMPANY
                                          (REGISTRANT)

                                          By: /S/ STEPHEN P. NORMAN
                                             -------------------------
                                             Name:  Stephen P. Norman
                                             Title: Secretary

Date:   December 9, 2008


                                     -4-
<PAGE>

                                 EXHIBIT INDEX

Item No. Description
- -------- -----------

99.1    Press Release, dated December 9, 2008.


                                     -5-
</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99.1
<SEQUENCE>2
<FILENAME>apressrelease.txt
<DESCRIPTION>PRESS RELEASE DATED DECEMBER 8 2008
<TEXT>
                                                                EXHIBIT 99.1

[LOGO OF AMERICAN EXPRESS]  [LOGO OF DELTA SKYTEAM]

FOR IMMEDIATE RELEASE

CONTACT: Delta Air Lines
         Corporate Communications
         404-715-2554

         American Express
         Desiree Fish
         212-640-4761, desiree.c.fish@aexp.com



          DELTA AND AMERICAN EXPRESS ANNOUNCE MULTIYEAR EXTENSION FOR
                        CO-BRANDED SKYMILES CREDIT CARD

        AGREEMENT PROVIDES DELTA WITH MORE THAN $2 BILLION IN COMBINED
               INCREMENTAL LIQUIDITY AND CONTRACT ENHANCEMENTS


   AGREEMENT TO RESULT IN EXPANDED OPPORTUNITIES FOR AMERICAN EXPRESS ACROSS
    CO-BRAND CREDIT CARD, MEMBERSHIP REWARDS, MERCHANT SERVICES AND TRAVEL


ATLANTA AND NEW YORK, Dec. 9, 2008 - Delta Air Lines (NYSE: DAL) and American
Express (NYSE: AXP) today announced a multiyear extension of their exclusive
Co-brand Credit Card partnerships. The companies have offered a portfolio of
card products since 1996 that provide valuable opportunities to earn and
redeem Delta SkyMiles(R). The multiyear extension allows continued expansion
of the program with positive benefits to both Delta and American Express.

The companies also agreed to extensions of their other partnership
arrangements, including American Express Membership Rewards, merchant
acceptance and travel.

As part of the broad-based partnership agreement, Delta will receive an
immediate $1 billion boost to its liquidity from a purchase of SkyMiles. Delta
expects to receive an additional $1 billion from contract improvements through
2010.

In return, American Express will be able to grow the value of its Co-brand
Cards and the Membership Rewards program. American Express Cardmembers will be
offered expanded options for booking travel on the world's largest airline. In
addition, American Express will have the opportunity to increase merchant
acceptance in more places in the Midwest region of the United States.

"As Delta integrates the Northwest WorldPerks program into Delta SkyMiles, our
extended agreement with American Express offers continued financial benefits
for both companies," said Delta President Edward H. Bastian. "Pairing the
world's premier airline loyalty program with the world-class American Express
brand continues a history of offering superior and innovative programs for our
customers."

"Working with Delta since the early '90s has helped us strengthen Cardmember
loyalty and build substantial amounts of business," said Jud Linville,
president and CEO of American Express Consumer Services. "Our Delta Co-brand
Cards are among our most successful products, and we are delighted to build on
this position following Delta's recent acquisition of Northwest. This is a
great opportunity to expand in the Midwest, extend popular Membership Rewards
options with new routes, and enhance unique Co-brand Card offers like the
ability to redeem miles for any seat, any time on the world's largest
airline."

In late 2009, Delta plans to merge Northwest WorldPerks with SkyMiles to
create the world's premier airline loyalty program and a consolidated Co-brand
Credit Card program. Northwest WorldPerks Co-brand Cardholders can continue to
earn WorldPerks miles just as they do today on their U.S. Bank issued cards,
and all WorldPerks miles earned prior to integration will be safe and
transferred in full to Delta SkyMiles when the two programs are integrated.

Delta plans to continue its longstanding partnership with U.S. Bank through
their existing corporate relationships including merchant acquiring, an
expanded debit card program and corporate lending.

The award-winning Delta SkyMiles program offers members multiple
mileage-earning opportunities when flying Delta, Delta Shuttle(R), the Delta
Connection(R) carriers, Delta AirElite(R) and other SkyTeam(R) airlines. Now
in its 27th year, SkyMiles is one of the longest-running and most successful
loyalty programs in the travel industry. It was named "Best Domestic Frequent
Flyer program" for 2007 and 2008 by readers of EXECUTIVE TRAVELER magazine and
"Best Frequent Flyer Program" for 2006 and 2007 by BUSINESS TRAVELER magazine.
The program also received top honors for "Best Bonus Promotion" from
INSIDEFLYER magazine at the 2007 Freddie Awards. Details of the SkyMiles
program are available at delta.com/skymiles.

ABOUT AMERICAN EXPRESS
American Express Company (www.americanexpress.com) is a leading global
payments and travel company founded in 1850. American Express issues a broad
and diverse set of consumer, small business and corporate card products and
services globally, including charge cards, credit cards, reward cards and
co-brand cards. All American Express Cards offer access to a wide array of
rewards, unique experiences and world-class customer service. Over the years,
American Express Card products and services have been recognized as leaders in
the industry by many organizations and media outlets. Most recently American
Express ranked "Highest in Customer Satisfaction among Credit Card Companies,"
for the second consecutive year according to the second annual nationwide
study by J.D. Power and Associates (jdpower.com).

ABOUT DELTA AIR LINES
Delta Air Lines is the world's largest airline. From its hubs in Atlanta,
Cincinnati, Detroit, Memphis, Minneapolis-St. Paul, New York-JFK, Salt Lake
City and Tokyo-Narita, Delta, its Northwest subsidiary and Delta Connection
carriers offer service to more than 376 destinations worldwide in 66 countries
and serve more than 170 million passengers each year. Delta's marketing
alliances allow customers to earn and redeem either SkyMiles or WorldPerks on
more than 16,000 daily flights offered by SkyTeam and other partners. Delta
and its 75,000 worldwide employees are reshaping the aviation industry as the
only U.S. airline to offer a full global network. Customers can check in for
flights, print boarding passes, check bags and flight status at delta.com.


FORWARD-LOOKING STATEMENTS
Statements in this news release that are not historical facts, including
statements regarding our estimates, expectations, beliefs, intentions,
projections or strategies for the future, may be "forward-looking statements"
as defined in the Private Securities Litigation Reform Act of 1995. All
forward-looking statements involve a number of risks and uncertainties that
could cause actual results to differ materially from the estimates,
expectations, beliefs, intentions, projections and strategies reflected in or
suggested by the forward-looking statements. These risks and uncertainties
include, but are not limited to, the cost of aircraft fuel; the impact that
our indebtedness will have on our financial and operating activities and our
ability to incur additional debt; the restrictions that financial covenants in
our financing agreements will have on our financial and business operations;
labor issues; interruptions or disruptions in service at one of our hub
airports; our increasing dependence on technology in our operations; our
ability to retain management and key employees; the ability of our credit card
processors to take significant holdbacks in certain circumstances; the effects
of terrorist attacks; competitive conditions in the airline industry; and our
ability to achieve expected synergies from our merger with Northwest.

Additional information concerning risks and uncertainties that could cause
differences between actual results and forward-looking statements is contained
in Delta's Securities and Exchange Commission filings, including its Annual
Report on Form 10-K for the fiscal year ended December 31, 2007 and Form 10-Q
for the quarterly period ended September 30, 2008. Caution should be taken not
to place undue reliance on Delta's forward-looking statements, which represent
Delta's views only as of Dec. 9, 2008, and which Delta has no current
intention to update.

                                      ###

</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>
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