<PAGE>
                                                                 Exhibit 4(e)(1)



                           MBIA INSURANCE CORPORATION

                       FINANCIAL GUARANTY INSURANCE POLICY

                               September 24, 2002

                                                              Policy No. 37875

Re:                     AMERICAN AIRLINES PASS THROUGH TRUST 2002-1G (THE
                        "CLASS G TRUST") $617,000,000 FLOATING RATE AMERICAN
                        AIRLINES PASS THROUGH CERTIFICATES, SERIES 2002-1G (THE
                        "CLASS G CERTIFICATES")

Insured                 PAYMENT OF INTEREST AT THE STATED INTEREST RATE FOR THE
Obligation:             CLASS G CERTIFICATES AND PRINCIPAL ON THE CLASS G
                        CERTIFICATES.

Beneficiary:            STATE STREET BANK AND TRUST COMPANY OF CONNECTICUT,
                        NATIONAL ASSOCIATION, AS SUBORDINATION AGENT (TOGETHER
                        WITH ANY SUCCESSOR SUBORDINATION AGENT DULY APPOINTED
                        AND QUALIFIED UNDER THE AGREEMENT (AS DEFINED BELOW)
                        THE "SUBORDINATION AGENT")

            MBIA INSURANCE CORPORATION ("MBIA"), for consideration received,
hereby unconditionally, absolutely and irrevocably and without the assertion of
any defenses to payment, including fraud in the inducement or fact or any other
circumstances (other than payment in full) that would have the effect of
discharging a surety in law or in equity guarantees to the Subordination Agent,
subject only to the terms of this Policy (the "Policy"), payment of the Insured
Obligation. MBIA agrees to pay to the Subordination Agent, in respect of each
Distribution Date, an amount equal to (each a "Deficiency Amount"):

               (i) with respect to any Regular Distribution Date other than the
      Final Legal Distribution Date, any shortfall in amounts available to the
      Subordination Agent, after giving effect to the subordination provisions
      of the Agreement, any drawing paid under the Class G Primary Liquidity
      Facility in respect of interest due on the Class G Certificates on such
      Distribution Date, any withdrawal from the Class G Primary Cash Collateral
      Account in respect of interest due on the Class G Certificates on such
      Distribution Date and any withdrawal from the Above-Cap Account in respect
      of interest due on the Class G Certificates on such Distribution Date in
      accordance with the Agreement, for the payment of accrued and unpaid
      interest on the Class G Certificates at the Stated Interest Rate for the
      Class G Certificates on the Pool Balance of the Class G Certificates on
      such Distribution Date;

               (ii) with respect to any Special Distribution Date (other than a
      Special Distribution Date established pursuant to the succeeding clause
      (iv) below) established by reason of receipt of a Special Payment
      constituting the proceeds of the disposition of any Series G Equipment
      Notes (as to which there has been a default in the payment of principal
      thereof or that has been accelerated) or the related Collateral, as the
      case may be, any shortfall in the amounts available to the Subordination
      Agent after giving effect to the subordination provisions of the Agreement
      and, if such Special Payment is received prior to a Policy Provider
      Election with respect to such Series G Equipment
<PAGE>
      Note, the application of any drawing paid under the Class G Primary
      Liquidity Facility in respect of interest due on the Class G Certificates
      on such Distribution Date, any withdrawal from the Class G Primary Cash
      Collateral Account in respect of interest due on the Class G Certificates
      on such Distribution Date and any withdrawal from the Above-Cap Account in
      respect of interest due on the Class G Certificates on such Distribution
      Date in accordance with the Agreement, required to reduce the Pool Balance
      of the Class G Certificates by an amount equal to the outstanding
      principal amount of such Series G Equipment Note (determined immediately
      prior to the receipt of such proceeds and less the amount of any drawings
      previously paid by MBIA in respect of principal on such Series G Equipment
      Note) plus accrued and unpaid interest on the amount of such reduction at
      the Stated Interest Rate for the Class G Certificates for the period from
      the immediately preceding Regular Distribution Date to such Special
      Distribution Date;

               (iii) with respect to the Special Distribution Date established
      by reason of the failure of the Subordination Agent to have received a
      Special Payment constituting the proceeds of any Series G Equipment Note
      or the related Collateral, as the case may be, during the twenty-one (21)
      month period beginning on the last date on which full payment was made on
      such Series G Equipment Note (the date of such payment in full, the "Last
      Payment Date") as to which there has been a failure to pay principal or
      that has been accelerated subsequent to the Last Payment Date, the amount
      equal to the outstanding principal amount of such Series G Equipment Note
      plus accrued and unpaid interest thereon at the Stated Interest Rate for
      the Class G Certificates from the immediately preceding Regular
      Distribution Date to such Special Distribution Date; provided, however, if
      MBIA shall have duly given a Policy Provider Election (as defined below)
      with respect to such Series G Equipment Note at the end of such twenty-one
      (21) month period and at least five (5) days prior to such Special
      Distribution Date, the Deficiency Amount shall be an amount equal to (A)
      with respect to such Special Distribution Date the scheduled principal and
      interest payable but not paid on such Series G Equipment Note (without
      regard to the acceleration thereof) during such twenty-one (21) month
      period (after giving effect to the application of any drawing paid under
      the Class G Primary Liquidity Facility and any withdrawal from the Class G
      Primary Cash Collateral Account or the Above-Cap Account, attributable to
      such interest on such Series G Equipment Note) and (B) thereafter, on each
      Regular Distribution Date following such Special Distribution Date as to
      which a Policy Provider Election has been given in respect of such Series
      G Equipment Note, and prior to the establishment of an Election
      Distribution Date or a Special Distribution Date pursuant to the
      immediately succeeding clause (iv) with respect to such Series G Equipment
      Note, an amount equal to the scheduled principal (without regard to the
      acceleration thereof) and interest payable on such Series G Equipment Note
      on the related payment date;

               (iv) following the giving of any Policy Provider Election, with
      respect to any Business Day elected by MBIA upon twenty (20) days prior
      notice (which shall be a Special Distribution Date) and upon request by
      MBIA to the Subordination Agent to make a drawing under this Policy, an
      amount equal to the then outstanding principal balance of the Series G
      Equipment Note as to which the Policy Provider Election was given (less
      any drawings previously paid by MBIA in respect of principal on such
      Series


                                      -2-
<PAGE>
      G Equipment Note) and accrued and unpaid interest thereon at the Stated
      Interest Rate for the Class G Certificates from the immediately preceding
      Regular Distribution Date to such Special Distribution Date;

               (v) with respect to any Special Distribution Date which is an
      Election Distribution Date, an amount equal to the then outstanding
      principal balance of the Series G Equipment Note as to which such Election
      Distribution Date relates (less any drawing previously paid by MBIA in
      respect of principal of such Series G Equipment Note) and accrued and
      unpaid interest thereon at the Stated Interest Rate for the Class G
      Certificates from the immediately preceding Regular Distribution Date to
      such Election Distribution Date; and

               (vi) with respect to the Final Legal Distribution Date, any
      shortfalls in amounts available to the Subordination Agent after giving
      effect to the subordination provisions of the Agreement and to the
      application of any drawing paid under the Class G Primary Liquidity
      Facility in respect of interest included in the Final Distribution, any
      withdrawal from the Class G Primary Cash Collateral Account in respect of
      interest included in the Final Distribution and any withdrawal from the
      Above-Cap Account in respect of interest included in the Final
      Distribution in accordance with the Agreement, for the payment in full of
      the Final Distribution (calculated as of such date but excluding any
      accrued and unpaid premium) on the Class G Certificates.

            For the avoidance of doubt, no Deficiency Amount described in
clauses (i)-(vi) above or payment to be made in respect of an Avoided Payment
described below shall constitute an accelerated or acceleration payment.

            If any amount paid or required to be paid in respect of the Insured
Obligation is voided (a "Preference Event") under any applicable bankruptcy,
insolvency, receivership or similar law in an Insolvency Proceeding, and, as a
result of such a Preference Event, the Beneficiary, the Class G Trustee or any
Class G Certificateholder is required to return such voided payment, or any
portion of such voided payment made or to be made in respect of the Class G
Certificates (including any disgorgement from the Class G Certificateholders
resulting from any such Insolvency Proceeding, whether such disgorgement is
determined on a theory of preferential conveyance or otherwise) (an "Avoided
Payment"), MBIA will pay an amount equal to each such Avoided Payment,
irrevocably, absolutely and unconditionally and without the assertion of any
defenses to payment, including fraud in inducement or fact or any other
circumstances that would have the effect of discharging a surety in law or in
equity, upon receipt by MBIA from the Beneficiary, the Class G Trustee or such
Class G Certificateholder of (x) a certified copy of a final (non-appealable)
order of a court exercising jurisdiction in such Insolvency Proceeding to the
effect that the Beneficiary, the Class G Trustee or such Class G
Certificateholder is required to return any such payment or portion thereof
because such payment was voided under applicable law, with respect to which
order the appeal period has expired without an appeal having been filed (the
"Final Order"), (y) an assignment, in the form of Exhibit D hereto, irrevocably
assigning to MBIA all rights and claims of such Beneficiary, the Class G Trustee
or such Class G Certificateholder relating to or arising under such Avoided
Payment and (z) a Notice of Avoided Payment in the form of Exhibit B hereto
appropriately completed and executed by the Beneficiary, the Class G Trustee or
such Class G


                                      -3-
<PAGE>
Certificateholder. Such payment shall be disbursed to the receiver, conservator,
debtor-in-possession or trustee in bankruptcy named in the Final Order and not
to the Beneficiary, the Class G Trustee or such Class G Certificateholder
directly unless such Beneficiary, Class G Trustee or Class G Certificateholder
has returned such payment to such receiver, conservator, debtor-in-possession or
trustee in bankruptcy, in which case such payment shall be disbursed to such
Class G Certificateholder, the Class G Trustee or the Beneficiary, as the case
may be.

            Notwithstanding the foregoing, in no event shall MBIA be obligated
to make any payment in respect of any Avoided Payment, which payment represents
a payment of the principal amount of the Class G Certificates, prior to the time
MBIA would have been required to make a payment in respect of such principal
pursuant to sub-paragraphs (ii)-(vi) of the definition of Deficiency Amount in
this Policy; provided, further, that no payment of principal under this Policy
on any Distribution Date, other than with respect to an Avoided Payment, shall
exceed the Net Principal Policy Amount (as defined below) for such Distribution
Date; provided, further, that no payment, other than with respect to an Avoided
Payment, of a Deficiency Amount shall be in excess of the then outstanding Pool
Balance of the Class G Certificates and accrued and unpaid interest thereon at
the Stated Interest Rate on the Class G Certificates. This Policy does not cover
(i) any premium, prepayment penalty or other accelerated payment, which at any
time may become due on or with respect to any Class G Certificate, (ii)
shortfalls, if any, attributable to the liability of the Subordination Agent,
the Class G Trust or the Class G Trustee for withholding taxes, if any
(including interest and penalties in respect of any such liability) or (iii) any
failure of the Subordination Agent or the Class G Trustee to make any payment
due to the Class G Certificateholders.

            Capitalized terms used herein and not otherwise defined herein shall
have the meanings assigned to them in the Intercreditor Agreement (the
"Agreement"), dated as of September 24, 2002, among MBIA, as Policy Provider,
State Street Bank and Trust Company of Connecticut, National Association, as
Trustee of the Trusts, WestLB AG, New York Branch., as Primary Liquidity
Provider, Credit Suisse First Boston International, as Above-Cap Liquidity
Provider and the Subordination Agent, without regard to any amendment or
supplement thereto unless such amendment or supplement has been executed, or
otherwise approved in writing, by MBIA.

            "Business Day" shall mean any day other than a Saturday, a Sunday or
other day on which insurance companies in New York, New York or commercial
banking institutions in the cities in which the corporate trust office of the
Subordination Agent, the Fiscal Agent (as defined herein) or the office of MBIA
specified in this Policy are located are authorized or obligated by law or
executive order to close.

            "Class G Certificateholder" shall mean any person who is the
registered owner or beneficial owner of any of the Class G Certificates and who,
on the applicable Distribution Date, is entitled under the terms of the Class G
Certificates to payment thereunder.

            "Election Distribution Date" shall mean any Special Distribution
Date established by the Subordination Agent upon 20 days' notice to the Class G
Trustee and the Policy Provider by reason of the occurrence and continuation of
a Policy Provider Default occurring after a Policy Provider Election.


                                      -4-
<PAGE>
            "Final Legal Distribution Date" shall mean March 23, 2009.

            "Insolvency Proceeding" means the commencement, after the date
hereof, of any bankruptcy, insolvency, readjustment of debt, reorganization,
marshalling of assets and liabilities or similar proceedings by or against
American Airlines, Inc. or any Liquidity Provider and the commencement, after
the date hereof, of any proceedings by American Airlines, Inc. or any Liquidity
Provider for the winding up or liquidation of its affairs or the consent, after
the date hereof, to the appointment of a trustee, conservator, receiver, or
liquidator in any bankruptcy, insolvency, readjustment of debt, reorganization,
marshalling of assets and liabilities or similar proceedings of or relating to
American Airlines, Inc. or any Liquidity Provider.

            "Insurance Agreement" shall mean the Insurance and Indemnity
Agreement (as may be amended, modified or supplemented from time to time), dated
as of September 24, 2002, by and among MBIA, American Airlines, Inc., the Class
G Trustee and the Subordination Agent.

            "Insured Amounts" shall mean, with respect to any Distribution Date,
the Deficiency Amount for such Distribution Date.

            "Net Principal Policy Amount" shall mean the Pool Balance of the
Class G Certificates as of the Closing Date minus all amounts previously drawn
on this Policy with respect to principal.

            "Nonpayment" shall mean, with respect to any Distribution Date, a
Deficiency Amount owing to the Subordination Agent for distribution to the Class
G Certificateholders.

            "Notice of Avoided Payment" shall mean the notice, substantially in
the form of Exhibit B hereto, delivered pursuant to this Policy and sent to the
contact person at the address and/or fax number set forth in this Policy, and
specifying the Avoidance Payment which shall be due and owing on the applicable
Distribution Date.

            "Notice of Nonpayment" shall mean the notice, substantially in the
form of Exhibit A hereto, delivered pursuant to this Policy and sent to the
contact person at the address and/or fax numbers set forth in this Policy
specifying the Insured Amount which shall be due and owing to the Class G
Trustee for distribution to the Class G Certificateholders on the applicable
Distribution Date.

            "Policy Provider Election" shall mean a notice given by MBIA when no
Policy Provider Default shall have occurred and be continuing, stating that MBIA
elects to make payments of Deficiency Amounts as defined under the proviso to
clause (iii) of the definition of Deficiency Amount in respect of any Series G
Equipment Note in lieu of applying clause (iii) (without the proviso) of the
definition of Deficiency Amount, which notice shall be given to the
Subordination Agent not less than five (5) days prior to the Special
Distribution Date established for payment of a Deficiency Amount under clause
(iii) of the definition thereof.

            "Trust Agreement" shall mean the Pass Through Trust Agreement, dated
as of March 21, 2002, by and among American Airlines, Inc. and State Street Bank
and Trust Company of Connecticut, National Association, as Trustee, as
supplemented by Trust


                                      -5-
<PAGE>
Supplement No. 2002-1G, dated as of September 24, 2002, between the same
parties, pursuant to which the Class G Certificates have been issued.

            Payment of amounts hereunder shall be made in immediately available
funds (x) with respect to Deficiency Amounts no later than 3:00 p.m., New York
City time, on the later of (a) the relevant Distribution Date and (b) the
Business Day of presentation to State Street Bank and Trust Company, N.A., as
fiscal agent for MBIA or any successor fiscal agent appointed by MBIA (the
"Fiscal Agent"), of a Notice of Nonpayment, appropriately completed and executed
by the Beneficiary (if such Notice of Nonpayment is received by 1:00 p.m. on
such day), and (y) with respect to Avoided Payments, prior to 3:00 p.m. New York
City time, on the third Business Day following MBIA's receipt of the documents
required under clauses (x) through (z) of the third paragraph of this Policy.
Any such documents received by MBIA after 1:00 p.m. New York City time on any
Business Day or on any day that is not a Business Day shall be deemed to have
been received by MBIA prior to 1:00 p.m. on the next succeeding Business Day.
All payments made by MBIA hereunder in respect of Avoided Payments will be made
with MBIA's own funds. A Notice of Nonpayment or Notice of Avoided Payment under
this Policy may be presented to the Fiscal Agent on any Business Day by (a)
delivery of the original Notice of Nonpayment or Notice of Avoided Payment to
the Fiscal Agent at its address set forth below, or (b) facsimile transmission
of the original Notice of Nonpayment or Notice of Avoided Payment to the Fiscal
Agent at its facsimile number set forth below. If presentation is made by
facsimile transmission, the Beneficiary shall (i) simultaneously confirm
transmission by telephone to the Fiscal Agent at its telephone number set forth
below, and (ii) as soon as reasonably practicable, deliver the original Notice
of Nonpayment or Notice of Avoided Payment to the Fiscal Agent at its address
set forth below. Each Notice of Nonpayment or Notice of Avoided Payment shall be
delivered by facsimile and mail to MBIA simultaneously with its delivery to the
Fiscal Agent.

            If any Notice of Nonpayment or Notice of Avoided Payment received by
the Fiscal Agent is not in proper form or is otherwise insufficient for the
purpose of making a claim hereunder, it shall be deemed not to have been
received by the Fiscal Agent, and MBIA or the Fiscal Agent, as the case may be,
shall promptly so advise the Beneficiary, and the Beneficiary may submit an
amended Notice of Nonpayment or Notice of Avoided Payment, as the case may be.

            Payments due hereunder unless otherwise stated herein will be
disbursed by the Fiscal Agent to the Subordination Agent for the benefit of the
Class G Certificateholders by wire transfer of immediately available funds in
the amount of such payment. Other than amounts payable in respect of Avoided
Payments, MBIA's obligations under this Policy shall be discharged to the extent
funds to be applied to pay the Insured Obligations under and in accordance with
the Intercreditor Agreement are received by the Subordination Agent (including
funds disbursed by MBIA as provided in this Policy and received by the
Subordination Agent) whether or not such funds are properly applied by the
Subordination Agent or the Class G Trustee. MBIA's obligations to make payments
in respect of any Avoided Payments shall be discharged to the extent such
payments are made by MBIA hereunder and are received by the Subordination Agent,
the Class G Trustee, the applicable Class G Certificateholder or the receiver,
conservator, debtor-in-possession or trustee in bankruptcy as applicable,
whether or not such payments are properly applied by the Subordination Agent or
the Class G Trustee.


                                      -6-
<PAGE>
            The Fiscal Agent is the agent of MBIA only, and the Fiscal Agent
shall in no event be liable to Class G Certificateholders for any acts of the
Fiscal Agent or any failure of MBIA to deposit or cause to be deposited
sufficient funds to make payments due under this Policy.

            Any notice hereunder delivered to the Fiscal Agent of MBIA may be
made at the address listed below for the Fiscal Agent of MBIA or such other
address as MBIA shall specify in writing to the Subordination Agent.

            The notice address of the Fiscal Agent is 61 Broadway, 15th
Floor, New York, New York 10006, Attention:  Municipal Registrar and Paying
Agency, Facsimile:  (212) 612-3201, Telephone:  (212) 612-3458.

            All notices, presentations, transmissions, deliveries and
communications made by the Beneficiary to MBIA with respect to this Policy shall
specifically refer to the number of this Policy and shall be made to MBIA at:

                  MBIA Insurance Corporation
                  113 King Street
                  Armonk, NY  10504
                  Attention:  Insured Portfolio Management,
                              Structured Finance
                  Telephone:  (914) 273-4949
                  Facsimile:  (914) 765-3163

or such other address, telephone number or facsimile number as MBIA may
designate to the Beneficiary in writing from time to time. Each such notice,
presentation, transmission, delivery and communication shall be effective only
upon actual receipt by MBIA.

            To the extent and in the manner specified in the Intercreditor
Agreement, MBIA shall be subrogated to the rights of each Class G
Certificateholder to receive payments under the Class G Certificates to the
extent of any payment made by it hereunder.

            This Policy is neither transferable nor assignable, in whole or in
part, except to a successor Subordination Agent duly appointed and qualified
under the Agreement. Such transfer and assignment shall be effective upon
receipt by MBIA of a copy of the instrument effecting such transfer and
assignment signed by the transferor and by the transferee, and a certificate,
properly completed and signed by the transferor and the transferee, in the form
of Exhibit C hereto (which shall be conclusive evidence of such transfer and
assignment), and, in such case, the transferee instead of the transferor shall,
without the necessity of further action, be entitled to all the benefits of and
rights under this Policy in the transferor's place, provided that, in such case,
the Notice of Nonpayment presented hereunder shall be a certificate of the
transferee and shall be signed by one who states therein that he is a duly
authorized officer of the transferee.

            There shall be no acceleration payment due under this Policy unless
such acceleration is at the sole option of MBIA.


                                      -7-
<PAGE>
            This Policy shall terminate and the obligations of MBIA hereunder
shall be discharged on the day (the "Termination Date") which is one year and
one day following the Distribution Date upon which the Final Distribution on the
Class G Certificates is made. The foregoing notwithstanding, if an Insolvency
Proceeding is existing during the one year and one day period set forth above,
then this Policy and MBIA's obligations hereunder shall terminate on the later
of (i) the date of the conclusion or dismissal of such Insolvency Proceeding
without continuing jurisdiction by the court in such Insolvency Proceeding, and
(ii) the date on which MBIA has made all payments required to be made under the
terms of this Policy in respect of Avoided Payments.

            This Policy is not covered by the property/casualty insurance fund
specified in Article Seventy-Six of the New York State insurance law.

            This Policy sets forth in full the undertaking of MBIA, and, except
as expressly provided in the Insurance Agreement and the Agreement, shall not be
modified, altered or affected by any other agreement or instrument, including
any modification or amendment to any other agreement or instrument, or by the
merger, consolidation or dissolution of American Airlines, Inc. or any other
Person and may not be canceled or revoked by MBIA prior to the time it is
terminated in accordance with the express terms hereof. The Premium on this
Policy is not refundable for any reason.

            This Policy shall be returned to MBIA upon termination.

            THIS POLICY SHALL BE CONSTRUED, AND THE OBLIGATIONS, RIGHTS AND
REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED, IN ACCORDANCE WITH THE
LAWS OF THE STATE OF NEW YORK, WITHOUT REGARD TO CONFLICT OF LAWS PRINCIPLES OR
THE APPLICATION OF THE LAWS OF ANY OTHER JURISDICTION.


                                      -8-
<PAGE>
            IN WITNESS WHEREOF, MBIA has caused this Policy to be duly executed
on the date first written above.

                                          MBIA INSURANCE CORPORATION

                                          /s/ GARY C. DUNTON
                                          --------------------------------
                                          President

                                 Attest:  /s/ LISA A. WILSON
                                          --------------------------------
                                          Assistant Secretary
<PAGE>
                                              EXHIBIT A TO POLICY NUMBER 37875

                         NOTICE OF NONPAYMENT AND DEMAND
                         FOR PAYMENT OF INSURED AMOUNTS

                                          Date: [____________]

MBIA Insurance Corporation
113 King Street
Armonk, New York 10504
Attention:  Insured Portfolio Management,
            Structured Finance

State Street Bank and Trust Company of Connecticut, N.A.
61 Broadway, 15th Floor
New York, New York 10006
Attention:  Municipal Registrar and Paying Agency

            Reference is made to Policy No. 37875, dated September 24, 2002 (the
"Policy"), issued by MBIA Insurance Corporation ("MBIA") with respect to the
American Airlines Pass Through Certificates, Series 2002-1G. Terms capitalized
herein and not otherwise defined shall have the meanings ascribed to such terms
in or pursuant to the Policy unless the context otherwise requires.

            The Subordination Agent hereby certifies as follows:

                  1. The Subordination Agent is the trustee for the Class G
      Trust under the Class G Trust Agreement.

                  2. The relevant Distribution Date is __________. Such
      Distribution Date is a [Regular Distribution Date, a Special Distribution
      Date, an Election Distribution Date or the Final Legal Distribution Date].

            [3. Payment of accrued and unpaid interest on the Class G
Certificates at the Stated Interest Rate on the outstanding Pool Balance of the
Class G Certificates accrued to the Distribution Date which is a Regular
Distribution Date as determined pursuant to paragraph (i) of the definition of
"Deficiency Amount" in the Policy is an amount equal to $____________.]

            [3. The amount determined for payment to the Class G
Certificateholders pursuant to paragraph (ii) of the definition of "Deficiency
Amount" in the Policy on the Distribution Date which is a Special Distribution
Date in respect of a reduction in the outstanding Pool Balance of such Class G
Certificates and accrued and unpaid interest on the amount of such reduction at
the Stated Interest Rate for the Class G Certificates is $____________.]

            [3. The Subordination Agent has not received a timely Policy
Provider Election pursuant to the Policy and the amount determined for payment
to the Class G

                                    Exh. A-1
<PAGE>
Certificateholders pursuant to paragraph (iii) of the definition of "Deficiency
Amount" in the Policy on the Distribution Date which is a Special Distribution
Date in respect of the outstanding principal amount of the relevant Series G
Equipment Note(s) and accrued and unpaid interest accrued thereon at the Stated
Interest Rate for the Class G Certificates is $________.]

            [3. The Subordination Agent has received a timely Policy Provider
Election pursuant to the Policy and the amount determined for payment to the
Class G Certificateholders pursuant to the provision in paragraph (iii)(A) of
the definition of "Deficiency Amount" in the Policy on the Distribution Date
which is a Special Distribution Date in respect of scheduled principal (without
regard to acceleration thereof) and interest at the Stated Interest Rate for the
Class G Certificates payable but not paid on the relevant Series G Equipment
Note during the twenty-one (21) month period referred to in such paragraph (iii)
is $_________.]

            [3. The Subordination Agent has received a timely Policy Provider
Election pursuant to the Policy, no Election Distribution Date has been
established pursuant to the Policy or Special Distribution Date established
pursuant to clause (iv) of the definition of "Deficiency Amount" and the amount
determined for payment to the Class G Certificateholders pursuant to paragraph
(iii)(B) of the definition of "Deficiency Amount" in the Policy on the
Distribution Date which is a Regular Distribution Date in respect of scheduled
principal (without regard to acceleration thereof) and interest payable at the
Stated Interest Rate for the Class G Certificates due on the Regular
Distribution Date on the relevant Series G Equipment Note is $_________.]

            [3. The Subordination Agent has received a timely Policy Provider
Election pursuant to the Policy, the Special Distribution Date related hereto is
a Business Day elected by MBIA upon 20 days prior notice and the amount
determined for payment to the Class G Certificateholders pursuant to paragraph
(iv) of the definition of "Deficiency Amount" in the Policy in respect of
outstanding principal on such Series G Equipment Note (less any drawings
previously paid by MBIA in respect of principal on such Series G Equipment Note)
and accrued and unpaid interest thereon at the Stated Interest Rate for the
Class G Certificates from the immediately preceding Regular Distribution Date to
such Special Distribution Date is $_________.]

            [3. The amount determined for payment to the Class G
Certificateholders pursuant to paragraph (v) of the definition of "Deficiency
Amount" in the Policy on the Distribution Date which is an Election Distribution
Date in respect of the outstanding principal balance of the relevant Series G
Equipment Note (less any drawings previously paid by MBIA in respect of
principal on such Series G Equipment Note) and accrued and unpaid interest
thereon at the Stated Interest Rate for the Class G Certificates from the
immediately preceding Regular Distribution Date to such Election Distribution
Date is $___________.]

            [3. The amount determined for payment to the Class G
Certificateholders pursuant to paragraph (vi) of the definition of "Deficiency
Amount" in the Policy on the Distribution Date which is the Final Legal
Distribution Date in respect of payment in full of the Final Distribution (other
than premium) on the Class G Certificates is $__________.]

            4.    The sum of $_________________ is the Insured Amount that is
due.


                                    Exh. A-2
<PAGE>
            5.    The Subordination Agent has not heretofore made a demand
for the Insured Amount in respect of such Distribution Date.

            6. The Subordination Agent hereby requests payment of such Insured
Amount that is due for payment be made by MBIA under the Policy and directs that
payment under the Policy be made to the following account by bank wire transfer
of federal or other immediately available funds in accordance with the terms of
the Policy to:

                  [_____]
                  ABA #:  [_____]
                  Acct #:  [_____]
                  FBO:  [_____]
                  [Class G Policy Account number]

            7. The Subordination Agent hereby agrees that, following receipt of
the Insured Amount from MBIA, it shall (a) cause such funds to be deposited in
the Class G Policy Account and not permit such funds to be held in any other
account, (b) cause such funds to be paid to the Class G Trustee for distribution
to the Class G Certificateholders in reduction of the Pool Balance of, or
interest on, the Class G Certificates (as applicable) and not apply such funds
for any other purpose and (c) maintain an accurate record of such payments with
respect to the Class G Certificates and the corresponding claim on the Policy
and proceeds thereof.

                                       STATE STREET BANK AND TRUST COMPANY OF
                                          CONNECTICUT, N.A.,
                                          as Subordination Agent

                                          By:
                                                 -----------------------------
                                          Name:
                                                 -----------------------------
                                          Title:
                                                 -----------------------------


                                    Exh. A-3
<PAGE>
                                              EXHIBIT B TO POLICY NUMBER 37875

                      NOTICE OF AVOIDED PAYMENT AND DEMAND
                         FOR PAYMENT OF AVOIDED PAYMENTS

                                          Date: [____________]

MBIA Insurance Corporation
113 King Street
Armonk, New York 10504
Attention:  Insured Portfolio Management,
            Structured Finance

State Street Bank and Trust Company of Connecticut, N.A.
61 Broadway, 15th Floor
New York, New York 10006
Attention:  Municipal Registrar and Paying Agency

            Reference is made to Policy No. 37875, dated September 24, 2002 (the
"Policy"), issued by MBIA Insurance Corporation ("MBIA") with respect to the
American Airlines Pass Through Certificates, Series 2002-1G. Terms capitalized
herein and not otherwise defined shall have the meanings ascribed to such terms
in or pursuant to the Policy unless the context otherwise requires.

            The Subordination Agent hereby certifies as follows:

            1.    The Subordination Agent is the trustee for the Class G
Trustee under the Trust Agreement.

            2.    The Subordination Agent has established ______________ as a
Special Distribution Date pursuant to the Agreement for amounts claimed
hereunder.

            3.    A Final Order providing for the recovery of an Avoided
Payment of $________________ has been issued.

            4.    $_________________ of the amount set forth in item No. 3
above has been paid by the [Class G Certificateholder/Class G
Trustee/Subordination Agent] and $_________________ is required to be paid to
the receiver, conservator, debtor-in-possession or trustee in bankruptcy
named in the Final Order.

            5. The [Class G Certificateholder/Class G Trustee/Subordination
Agent] has not heretofore made a demand for such Avoided Payment.

            6.    The [Class G Certificateholder/Class G
Trustee/Subordination Agent] has delivered to MBIA or has attached hereto all
documents required by the Policy to be delivered in connection with such Avoided
Payment.


                                    Exh. B-1
<PAGE>
            7. The [Class G Certificateholder/Class G Trustee/Subordination
Agent] hereby requests that payment of $______________ of such Avoided Payment
be made to the receiver, conservator, debtor-in-possession or trustee in
bankruptcy named in the Final Order and $________________ of such Avoided
Payment be paid to the [Class G Certificateholder] [Class G Trustee]
[Subordination Agent [for payment over to the Class G Trustee] for distribution
to the Class G Certificateholder], in each case, by MBIA under the Policy and
directs that payment under the Policy be made to the following account by bank
wire transfer of federal or other immediately available funds in accordance with
the terms of the Policy to:

            For the portion to be paid to the receiver, conservator,
debtor-in-possession or trustee, to _________________________:

                  ABA #:  [_____]
                  Acct #:  [_____]
                  FBO:  [_____]

            [relevant account number]

            For the portion to be paid to the [Class G Certificateholder/Class G
Trustee/Subordination Agent]:

                  ABA #:  [_____]
                  Acct #:  [_____]
                  FBO:  [_____]

            [Class G Policy Account Number]


                                       [Name of Subordination Agent]



                                          By:
                                                 -------------------------------
                                          Name:
                                          Title: (Officer)


                                    Exh. B-2
<PAGE>
                                              EXHIBIT C TO POLICY NUMBER 37875

MBIA Insurance Corporation
113 King Street
Armonk, New York 10504
Attention:  Insured Portfolio Management, Structured Finance

Dear Sirs:

            Reference is made to that certain Policy, Number 37875, dated
September 24, 2002 (the "Policy"), which has been issued by MBIA Insurance
Corporation in favor of the Subordination Agent with respect to the American
Airlines Pass Through Certificates, Series 2002-1G.

            The undersigned [Name of Transferor] has transferred and assigned
(and hereby confirms to you said transfer and assignment) all of its rights in
and under said Policy to [Name of Transferee] and confirms that [Name of
Transferor] no longer has any rights under or interest in said Policy.

            Transferor and Transferee have indicated on the face of said Policy
that it has been transferred and assigned to Transferee.

            Transferee hereby certifies that it is a duly authorized transferee
under the terms of said Policy and is accordingly entitled, upon presentation of
the document(s) called for therein, to receive payment thereunder.

                                       _______________________________________
                                       [Name of Transferor]



                                          By:_________________________________
                                          [Name and Title of Authorized
                                          Officer of Transferor]

                                    Exh. C-1
<PAGE>
                                              EXHIBIT D TO POLICY NUMBER 37875

                               FORM OF ASSIGNMENT

            Reference is made to that certain Policy No. 37875, dated September
24, 2002 (the "Policy"), issued by MBIA Insurance Corporation ("MBIA") relating
to the American Airlines Pass Through Certificates, Series 2002-1G. Unless
otherwise defined herein, capitalized terms used in this Assignment shall have
the meanings assigned thereto in the Policy as incorporated by reference
therein. In connection with the Avoided Payment of [$_________] paid by the
undersigned (the "[Class G Certificateholder/Class G Trustee/Beneficiary]") on
[______] and the payment by MBIA in respect of such Avoided Payment pursuant to
the Policy, the [Class G Certificateholder/Class G Trustee/Beneficiary] hereby
irrevocably and unconditionally, without recourse, representation or warranty
(except as provided below), sells, assigns, transfers, conveys and delivers to
MBIA all of such [Class G Certificateholder's/Class G Trustee's/Beneficiary's]
rights, title and interest in and to any rights or claims, whether accrued,
contingent or otherwise, which the [Class G Certificateholder/Class G
Trustee/Beneficiary] now has or may hereafter acquire, against any person
relating to, arising out of or in connection with such Avoided Payment. The
[Class G Certificateholder/Class G Trustee/Beneficiary] represents and warrants
that such claims and rights are free and clear of any lien or encumbrance
created or incurred by such [Class G Certificateholder/Class G
Trustee/Beneficiary].(1)

                                       [Class G Certificateholder/Class G
                                          Trustee/Beneficiary]



                                          By:_________________________________
                                          Name:
                                          Title:






----------
(1)   In the event that the terms of this form of assignment are reasonably
      determined to be insufficient solely as a result of a change of law or
      applicable rules after the date of the Policy to fully vest all of the
      [Class G Certificateholder's/Class G Trustee's/Beneficiary's] right, title
      and interest in such rights and claims, the [Class G
      Certificateholder/Class G Trustee/Beneficiary] and MBIA shall agree on
      such other form as is reasonably necessary to effect such assignment,
      which assignment shall be without recourse, representation or warranty
      except as provided above.


                                    Exh. D-1