SEC Form 4

FORM 4		UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* Williams Anre D (Last) (First) (Middle) AMERICAN EXPRESS TOWER, 200 VESEY ST. 3 WORLD FINANCIAL CENTER (Street) NEW YORK NY 10285 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol AMERICAN EXPRESS CO [ AXP ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director 10% Owner X Officer (give title below) Other (specify below) Pres. Global Merchant Services
	3. Date of Earliest Transaction (Month/Day/Year) 05/02/2012
	4. If Amendment, Date of Original Filed (Month/Day/Year)	6. Individual or Joint/Group Filing (Check Applicable Line) X Form filed by One Reporting Person Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	05/02/2012		M		22,848	A	$43.977	83,786	D
Common Stock	05/02/2012		M		30,845	A	$45.768	114,631	D
Common Stock	05/02/2012		M		29,700	A	$51.865	144,331	D
Common Stock	05/02/2012		M		30,000	A	$57.77	174,331	D
Common Stock	05/02/2012		M		20,000	A	$58.54	194,331	D
Common Stock	05/02/2012		M		50,000	A	$49.13	244,331	D
Common Stock	05/02/2012		S(1)		174,974	D	$61.1754(2)	69,357	D
Common Stock								9.08(3)	I	by 401(k) Trust

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Employee Stock Option (Right to Buy)	$43.977	05/02/2012		M			22,848	01/26/2005(4)	01/26/2014	Common Stock	22,848	$0	0	D
Employee Stock Option (Right to Buy)	$45.768	05/02/2012		M			30,845	01/24/2006(4)	01/24/2015	Common Stock	30,845	$0	0	D
Employee Stock Option (Right to Buy)	$51.865	05/02/2012		M			29,700	01/23/2007(4)	01/23/2016	Common Stock	29,700	$0	0	D
Employee Stock Option (Right to Buy)	$57.77	05/02/2012		M			30,000	01/25/2008(4)	01/25/2017	Common Stock	30,000	$0	0	D
Employee Stock Option (Right to Buy)	$58.54	05/02/2012		M			20,000	07/31/2008(4)	07/31/2017	Common Stock	20,000	$0	0	D
Employee Stock Option (Right to Buy)	$49.13	05/02/2012		M			50,000	01/31/2009(4)	01/31/2018	Common Stock	50,000	$0	0	D

Explanation of Responses:

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

2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $61.01 to $61.29. The reporting person undertakes to provide to American Express Company, any security holder of American Express Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within this range.

3. Shares held in reporting person's account under the Company's Retirement Savings Plan. This plan uses unit accounting, and the number of shares that a participant is deemed to hold varies with the unit price of the Company pooled stock fund.

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

	/s/ Michael G. Kuchs, attorney-in-fact	05/03/2012
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.