Ownership Submission
FORM 3
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  Gupta Ashwini
2. Date of Event Requiring Statement (Month/Day/Year)
07/02/2007
3. Issuer Name and Ticker or Trading Symbol
AMERICAN EXPRESS CO [AXP]
(Last)
(First)
(Middle)
3 WORLD FINANCIAL CENTER, 200 VESEY ST., AMERICAN EXPRESS TOWER
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Pres-Risk/Info Mgmt/Banking Gp
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

NEW YORK, NY 10285
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock 122,225
D
 
Common Stock 16,736 (1)
I
by 401(k) Trust
Common Stock 760
I
custodian for children

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(Month/Day/Year)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Phantom Stock Units   (2)   (2) Common Stock 508 $ (3) D  
Employee Stock Option (Right to Buy) 02/28/2002(4) 02/27/2010 Common Stock 68,544 $ 38.224 D  
Employee Stock Option (Right to Buy) 02/26/2003(4) 02/25/2011 Common Stock 79,968 $ 38.922 D  
Employee Stock Option (Right to Buy) 01/28/2003(4) 01/27/2012 Common Stock 79,968 $ 31.941 D  
Employee Stock Option (Right to Buy) 01/27/2004(5) 01/26/2013 Common Stock 71,971 $ 29.239 D  
Employee Stock Option (Right to Buy) 07/28/2004(5) 07/27/2013 Common Stock 19,421 $ 39.876 D  
Employee Stock Option (Right to Buy) 10/01/2004(5) 09/30/2013 Common Stock 51,408 $ 39.907 D  
Employee Stock Option (Right to Buy) 01/26/2005(5) 01/25/2014 Common Stock 142,800 $ 43.977 D  
Employee Stock Option (Right to Buy) 01/24/2006(5) 01/23/2015 Common Stock 13,709 $ 45.768 D  
Employee Stock Option (Right to Buy) 01/24/2006(5) 01/23/2015 Common Stock 114,240 $ 45.768 D  
Employee Stock Option (Right to Buy) 01/23/2007(5) 01/22/2016 Common Stock 110,000 $ 51.865 D  
Employee Stock Option (Right to Buy) 01/25/2010(5) 01/24/2017 Common Stock 200,000 $ 57.77 D  
Employee Stock Option (Right to Buy) 01/25/2008(5) 01/24/2017 Common Stock 100,000 $ 57.77 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Gupta Ashwini
3 WORLD FINANCIAL CENTER
200 VESEY ST., AMERICAN EXPRESS TOWER
NEW YORK, NY 10285
      Pres-Risk/Info Mgmt/Banking Gp  

Signatures

/s/ Stephen P. Norman, attorney-in-fact 07/12/2007
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(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).
(1) Shares held in reporting person's account under the Company's Incentive 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.
(2) The units are to be settled upon the reporting person's retirement or other termination of service.
(3) The phantom stock converts into common stock on a one-for-one basis.
(4) These shares become exercisable in three annual installments beginning on date shown as "Date Exercisable."
(5) These shares become exercisable in four annual installments beginning on date shown as "Date Exercisable."
 
Remarks:
Exhibit List
     Exhibit 24 - Power of Attorney

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