American Express Company Announces Early Tender Results of Note Exchange Offers

  American Express Company Announces Early Tender Results of Note Exchange

Business Wire

NEW YORK -- November 28, 2012

American Express Company (NYSE: AXP) announced today the early tender results
of its previously announced private offers to exchange (i) any and all of its
outstanding8.125% Senior Notes due 2019 for its new Senior Notes due December
2, 2022 and cash and (ii) any and all of its outstanding8.150% Senior Notes
due 2038 for its new Senior Notes due December 3, 2042 and cash.

Based on information provided by D.F. King& Co., Inc., the exchange agent for
the exchange offers, the aggregate principal amount of old notes of each
series validly tendered for exchange and not validly withdrawn as of the early
participation date for the exchange offers (5:00 p.m., New York City time, on
November 27, 2012) will satisfy the minimum size condition with respect to new
notes to be issued pursuant to the terms and conditions of the exchange

The following table indicates, among other things, the principal amount of
each series of old notes validly tendered for exchange as of the early
participation date:

CUSIP         Title of         Principal Amount     Principal Amount Tendered
Number      Old Notes      Outstanding        as of the Early
                                                    Participation Date
025816BB4     Senior Notes     $1,750,000,000       $1,108,067,000
              due 2019
025816AZ2     Senior Notes     $1,000,000,000       $779,107,000
              due 2038

The exchange offers will expire at11:59 p.m.,New York Citytime, onDecember
11, 2012, unless extended or earlier terminated by American Express. In
accordance with the terms of the exchange offers, tendered old notes may no
longer be withdrawn, except in certain limited circumstances where additional
withdrawal rights are required by law. American Express expects to deliver new
notes and cash in exchange for accepted old notes on December 3, 2012 (in the
case of old notes tendered at or prior to the early participation date) and on
December 13, 2012 (in the case of old notes tendered after the early
participation date but at or prior to the expiration date).

Each exchange offer is being conducted by American Express upon the terms and
subject to the conditions set forth in a confidential offering circular, dated
November 13, 2012, and related letter of transmittal. Additional information
regarding pricing of the exchange offers was contained in a press release
issued yesterday (November 27, 2012) by American Express. The exchange offers
are only made, and copies of the offering documents will only be made
available, to holders of old notes that have certified their status as (1) a
“Qualified Institutional Buyer” as defined in Rule 144A under the Securities
Act of 1933, as amended or (2)(A) a person other than a “U.S. person” as
defined in Rule 902 under the Securities Act and (B) if resident and/or
located in any Member State of the European Economic Area that has implemented
provisions of the Directive 2003/71/EC (as amended, including pursuant to
Directive 2010/73/EU, the “Prospectus Directive”), a qualified investor as
defined in Article 2.1(e) of the Prospectus Directive (each, an “Eligible

The exchange offers have not been registered under the Securities Act or any
state securities laws. Therefore, the new notes may not be offered or sold
inthe United Statesabsent an applicable exemption from the registration
requirements of the Securities Act and any applicable state securities laws.
American Express will enter into registration rights agreements with respect
to each series of the new notes.

Documents relating to the exchange offers will only be distributed to holders
of the old notes that complete and return a letter of eligibility confirming
that they are Eligible Holders. Holders of the old notes that desire to review
the eligibility letter may visit the website for this purpose at or contact D.F. King & Co., Inc., the information
agent for the exchange offers, by calling toll-free (800) 549-6697 or at (212)
269-5550 (banks and brokerage firms).

This press release is not an offer to sell or a solicitation of an offer to
buy any security. The exchange offers are being made solely by the
confidential offering circular and related letter of transmittal and only to
such persons and in such jurisdictions as is permitted under applicable law.

In particular, this communication is only addressed to and directed at: (A) in
any Member State of the European Economic Area that has implemented the
Prospectus Directive, qualified investors in that Member State within the
meaning of the Prospectus Directive and (B) (i) persons that are outside the
United Kingdom or (ii) investment professionals falling within Article 19(5)
of the Financial Services and Markets Act 2000 (Financial Promotion) Order
2005 (the “Order”) or (iii) high net worth companies, and other persons to
whom it may lawfully be communicated, falling within Article 49(2)(a) to (d)
of the Order (all such persons together being referred to as “relevant
persons”). The new notes are only available to, and any invitation, offer or
agreement to subscribe, purchase or otherwise acquire such new notes will be
engaged in only with, relevant persons. Any person who is not a relevant
person should not act or rely on this document or any of its contents.

This press release contains forward-looking statements, which are subject to
risks and uncertainties. The forward-looking statements contain words such as
“believe,” “expect,” “anticipate,” “intend,” “plan,” “will,” “may,” “likely”
and similar expressions. 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. American Express 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, whether or not American Express will ultimately consummate the
exchange offers, the satisfaction of the conditions described in the
confidential offering circular and market conditions.

About American Express

American Express is a global services company, providing customers with access
to products, insights and experiences that enrich lives and build business
success. Learn more at and connect with us on,,,, and

Key links to products and services: charge and credit cards, business credit
cards, travel services, gift cards, prepaid cards, merchant services, business
travel, and corporate card


Ken Paukowits,, +1.212.640.6348
Fixed Income Investor Relations:
Vivian Zhou,, +1.212.640.6182
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