Table of Contents

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington,
D.C. 20549FORM 10-Q

xQUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE
SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2010

OR

oTRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES
EXCHANGE ACT OF 1934

For the transition period from ____ to ____

Commission File No. 1-6908

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

|                                         |  |                                     
|---------------------------------------- |  | ------------------------------------
|Delaware                                 |  | 11-1988350                          
|(State
 or other jurisdiction of         |  | (I.R.S. Employer Identification No.)
|incorporation
 or organization)          |  |                                     
|                                         |  |                                     
|World Financial Center                   |  |                                     
|200 Vesey Street                         |  |                                     
|New York, New York                       |  | 10285                               
|(Address of principal executive offices) |  | (Zip Code)                          

Registrants telephone
number including area code: (866) 572-4944

|                                                                                    
|------------------------------------------------------------------------------------
|None                                                                                
|                                                                                    
|(Former name, former
 address and former fiscal year, if changed since last report.)

THE REGISTRANT MEETS THE
CONDITIONS SET FORTH IN GENERAL INSTRUCTION H(1)(a) AND (b) OF FORM 10-Q AND
HAS THEREFORE OMITTED CERTAIN ITEMS FROM THIS REPORT IN ACCORDANCE WITH THE
REDUCED DISCLOSURE FORMAT PERMITTED UNDER GENERAL INSTRUCTIONS H(2).

Indicate by check mark
whether the registrant (1) has filed all reports required to be filed by
Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding
12 months (or for such shorter period that the registrant was required to file
such reports), and (2) has been subject to such filing requirements for the
past 90 days.

xYesoNo

Indicate by a check mark
whether the registrant has submitted electronically and posted on its corporate
Web site, if any, every Interactive Data File required to be submitted and
posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during
the preceding 12 months (or for such shorter period that the registrant was
required to submit and post such files).

oYesoNo

Indicate by check mark
whether the registrant is a large accelerated filer, an accelerated filer, a
non-accelerated filer or a smaller reporting company. See definitions of large
accelerated filer, accelerated filer and smaller reporting company in Rule
12b-2 of the Exchange Act.

|                          |                            
|------------------------- | ---------------------------
|Large
 accelerated filero | Accelerated
 filero        
|                          |                            
|Non-accelerated
 filerx   | Smaller
 reporting companyo

Indicate by check mark
whether the registrant is a shell company (as defined in Rule 12b-2 of the
Exchange Act).

oYesxNo

Indicate the number of
shares outstanding of each of the issuers classes of common stock, as of the
latest practicable date.

|Class                                    |  | Outstanding at May 17,
 2010
|---------------------------------------- |  | ----------------------------
|                                         |  |                             
|                                         |  |                             
|Common Stock (par value
 $.10 per share) |  | 1,504,938 Shares            

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Table of Contents

AMERICAN EXPRESS CREDIT CORPORATION

FORM 10-Q

INDEX

|          |                        |            |                                                                                                        |                                              |    |   
|--------- | ---------------------- | ---------- | ------------------------------------------------------------------------------------------------------ | -------------------------------------------- | -- | --
|Part
 I.  | Financial
 Information |            |                                                                                                       
|          |                        |            |                                                                                                       
|          |                        | Item
 1.   | Financial
 Statements                                                                                  |                                              |   
|          |                        |            |                                                                                                        |                                              |   
|          |                        |            | Consolidated
 Statements of Income and Retained Earnings 
 Three months ended March 31, 2010 and 2009 |                                              | 1 
|          |                        |            |                                                                                                        |                                              |   
|          |                        |            | Consolidated
 Balance Sheets 
 March 31, 2010 and December 31, 2009                                   |                                              | 2 
|          |                        |            |                                                                                                        |                                              |   
|          |                        |            | Consolidated
 Statements of Cash Flows 
 Three months ended March 31, 2010 and 2009                   |                                              | 3 
|          |                        |            |                                                                                                        |                                              |   
|          |                        |            | Notes
 to Consolidated Financial Statements                                                            |                                              |   
|          |                        |            |                                                                                                        |                                              |   
|          |                        |            |                                                                                                        | Note
 1 - Basis of Presentation              |    | 4 
|          |                        |            |                                                                                                        | Note
 2 - Fair Values                        |    | 4 
|          |                        |            |                                                                                                        | Note
 3 - Investment Securities              |    | 7 
|          |                        |            |                                                                                                        | Note
 4 - Comprehensive Income               |    | 8 
|          |                        |            |                                                                                                        | Note
 5 - Derivatives and Hedging Activities |    | 8 
|          |                        |            |                                                                                                        | Note
 6 - Variable Interest Entity           |    | 12
|          |                        |            |                                                                                                        | Note
 7 - Income Taxes                       |    | 12
|          |                        |            |                                                                                                        |                                              |    |   
|          |                        | Item
 2.   | Managements
 Discussion and Analysis of Financial Condition and
 Results of Operations                |                                              | 13
|          |                        |            |                                                                                                        |                                              |   
|          |                        | Item
 4T.  | Controls
 and Procedures                                                                               |                                              | 24
|          |                        |            |                                                                                                        |                                              |   
|Part
 II. | Other
 Information:    |            |                                                                                                       
|          |                        |            |                                                                                                       
|          |                        | Item
 1A.  | Risk
 Factors                                                                                          |                                              | 26
|          |                        |            |                                                                                                        |                                              |   
|          |                        | Item
 6.   | Exhibits                                                                                               |                                              | 26
|          |                        |            |                                                                                                        |                                              |   
|          |                        | Signatures |                                                                                                        | 27                                          
|          |                        |            |                                                                                                        |                                              |   
|          | Exhibit
 Index         |            | E-1                                                                                                   

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Table of Contents

PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS

AMERICAN EXPRESS CREDIT CORPORATION
CONSOLIDATED STATEMENTS OF INCOME
AND RETAINED EARNINGS(Unaudited)

|                                                                         |  |      |       |      |   |       |  
|------------------------------------------------------------------------ |  | ---- | ----- | ---- | - | ----- | -
|                                                                         |  |      |       |      |   |       |  
|Three Months Ended March 31, (Millions)                                  |  | 2010 |       | 2009 |  
|                                                                         |  |      |       |      |   |       |  
|                                                                         |  |      |       |      |   |       |  
|Revenues                                                                 |  |      |       |      |   |       |  
|Discount revenue earned
 from purchased cardmember receivables and loans |  | $    | 137   |      | $ | 208   |  
|Interest income from
 affiliates                                         |  |      | 110   |      |   | 114   |  
|Interest income from
 investments                                        |  |      | 10    |      |   | 32    |  
|Finance revenue                                                          |  |      | 11    |      |   | 13    |  
|Other                                                                    |  |      | 14    |      |   | 33    |  
|                                                                         |  |      |       |      |   |       |  
|Total revenues                                                           |  |      | 282   |      |   | 400   |  
|                                                                         |  |      |       |      |   |       |  
|                                                                         |  |      |       |      |   |       |  
|Expenses                                                                 |  |      |       |      |   |       |  
|Provisions for losses                                                    |  |      | 58    |      |   | 48    |  
|Interest expense                                                         |  |      | 130   |      |   | 174   |  
|Interest expense to
 affiliates                                          |  |      | 3     |      |   | 21    |  
|Other                                                                    |  |      | 1     |      |   |      |  
|                                                                         |  |      |       |      |   |       |  
|Total expenses                                                           |  |      | 192   |      |   | 243   |  
|                                                                         |  |      |       |      |   |       |  
|Pretax income                                                            |  |      | 90    |      |   | 157   |  
|Income tax (benefit)
 provision                                          |  |      | (5    | )    |   | 22    |  
|                                                                         |  |      |       |      |   |       |  
|Net income                                                               |  |      | 95    |      |   | 135   |  
|Retained earnings at
 beginning of period                                |  |      | 3,408 |      |   | 3,446 |  
|Dividends                                                                |  |      |      |      |   | (75   | )
|                                                                         |  |      |       |      |   |       |  
|Retained earnings at end of period                                       |  | $    | 3,503 |      | $ | 3,506 |  
|                                                                         |  |      |       |      |   |       |  

See Notes to Consolidated Financial Statements.

- 1 -

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AMERICAN EXPRESS CREDIT CORPORATION
CONSOLIDATED BALANCE SHEETS(Unaudited)

|                                                                                                      |  |                 |        |                    |   |        |  
|----------------------------------------------------------------------------------------------------- |  | --------------- | ------ | ------------------ | - | ------ | -
|                                                                                                      |  |                 |        |                    |   |        |  
|(Millions,
 except share data)                                                                        |  | March 31,
 2010 |        | December 31,
 2009 |  
|                                                                                                      |  |                 |        |                    |  
|                                                                                                      |  |                 |        |                    |   |        |  
|Assets                                                                                                |  |                 |        |                    |   |        |  
|                                                                                                      |  |                 |        |                    |   |        |  
|Cash and
 cash equivalents                                                                            |  | $               | 157    |                    | $ | 304    |  
|Cardmember
 receivables, less reserves: 2010, $130; 2009, $141                                        |  |                 | 11,722 |                    |   | 9,752  |  
|Cardmember
 loans, less reserves: 2010, $20; 2009, $19                                                |  |                 | 448    |                    |   | 455    |  
|Loans to
 affiliates                                                                                  |  |                 | 9,819  |                    |   | 10,127 |  
|Investment
 securities                                                                                |  |                 | 2,028  |                    |   | 2,039  |  
|Deferred
 charges and other assets                                                                    |  |                 | 574    |                    |   | 551    |  
|Due from
 affiliates                                                                                  |  |                 | 3,913  |                    |   | 4,924  |  
|                                                                                                      |  |                 |        |                    |   |        |  
|Total assets                                                                                          |  |                 | 28,661 |                    |   | 28,152 |  
|                                                                                                      |  |                 |        |                    |   |        |  
|                                                                                                      |  |                 |        |                    |   |        |  
|Liabilities and Shareholders Equity                                                                  |  |                 |        |                    |   |        |  
|                                                                                                      |  |                 |        |                    |   |        |  
|Liabilities                                                                                           |  |                 |        |                    |   |        |  
|Short-term
 debt                                                                                      |  |                 | 909    |                    |   | 1,017  |  
|Short-term
 debt to affiliates                                                                        |  |                 | 4,649  |                    |   | 3,893  |  
|Long-term
 debt                                                                                       |  |                 | 19,359 |                    |   | 19,478 |  
|                                                                                                      |  |                 |        |                    |   |        |  
|Total debt                                                                                            |  |                 | 24,917 |                    |   | 24,388 |  
|Accrued
 interest and other liabilities                                                               |  |                 | 442    |                    |   | 383    |  
|                                                                                                      |  |                 |        |                    |   |        |  
|Total
 liabilities                                                                                    |  |                 | 25,359 |                    |   | 24,771 |  
|                                                                                                      |  |                 |        |                    |   |        |  
|                                                                                                      |  |                 |        |                    |   |        |  
|Shareholders Equity                                                                                  |  |                 |        |                    |   |        |  
|                                                                                                      |  |                 |        |                    |   |        |  
|Common stock, $.10 par value, authorized 3
 million shares; issued and outstanding 1.5 million shares |  |                 | 1      |                    |   | 1      |  
|Capital
 surplus                                                                                      |  |                 | 161    |                    |   | 161    |  
|Retained
 earnings                                                                                    |  |                 | 3,503  |                    |   | 3,408  |  
|Accumulated
 other comprehensive loss, net of tax                                                     |  |                 |        |                    |   |        |  
|Net unrealized securities gains, net of
 tax: 2010, $(6); 2009, $(8)                                  |  |                 | 10     |                    |   | 14     |  
|Net unrealized derivatives losses, net of
 tax: 2010, $1; 2009, $2                                    |  |                 | (2     | )                  |   | (3     | )
|Foreign currency translation adjustments,
 net of tax: 2010, $0; 2009, $0                             |  |                 | (371   | )                  |   | (200   | )
|                                                                                                      |  |                 |        |                    |   |        |  
|Total
 accumulated other comprehensive loss                                                           |  |                 | (363   | )                  |   | (189   | )
|                                                                                                      |  |                 |        |                    |   |        |  
|Total
 shareholders equity                                                                           |  |                 | 3,302  |                    |   | 3,381  |  
|                                                                                                      |  |                 |        |                    |   |        |  
|Total
 liabilities and shareholders equity                                                           |  | $               | 28,661 |                    | $ | 28,152 |  
|                                                                                                      |  |                 |        |                    |   |        |  

See Notes to Consolidated Financial
Statements.

- 2 -

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Table of Contents

AMERICAN EXPRESS CREDIT CORPORATION
STATEMENTS OF CASH FLOWS(Unaudited)

|                                                                                   |  |      |        |      |   |        |  
|---------------------------------------------------------------------------------- |  | ---- | ------ | ---- | - | ------ | -
|                                                                                   |  |      |        |      |  
|Three Months Ended March 31, (Millions)                                            |  | 2010 |        | 2009 |  
|                                                                                   |  |      |        |      |  
|                                                                                   |  |      |        |      |   |        |  
|Cash Flows from Operating Activities                                               |  |      |        |      |   |        |  
|Net income                                                                         |  | $    | 95     |      | $ | 135    |  
|Adjustments
 to reconcile net income to net cash provided by operating activities: |  |      |        |      |   |        |  
|Provisions for losses                                                              |  |      | 58     |      |   | 48     |  
|Amortization and other                                                             |  |      | 6      |      |   | 7      |  
|Deferred taxes                                                                     |  |      | 3      |      |   | 53     |  
|Changes in
 operating assets and liabilities:                                      |  |      |        |      |   |        |  
|Due from affiliates                                                                |  |      | (11    | )    |   | 141    |  
|Other operating assets and liabilities                                             |  |      | 68     |      |   | 265    |  
|                                                                                   |  |      |        |      |   |        |  
|                                                                                   |  |      |        |      |   |        |  
|Net cash
 provided by operating activities                                         |  |      | 219    |      |   | 649    |  
|                                                                                   |  |      |        |      |   |        |  
|                                                                                   |  |      |        |      |   |        |  
|Cash Flows from Investing Activities                                               |  |      |        |      |   |        |  
|Net
 (increase) decrease in cardmember receivables and loans                       |  |      | (2,130 | )    |   | 2,153  |  
|Net decrease
 in loans to affiliates                                               |  |      | 193    |      |   | 2,628  |  
|Net decrease
 (increase) in due from affiliates                                    |  |      | 1,022  |      |   | (125   | )
|                                                                                   |  |      |        |      |   |        |  
|                                                                                   |  |      |        |      |   |        |  
|Net cash
 (used in) provided by investing activities                               |  |      | (915   | )    |   | 4,656  |  
|                                                                                   |  |      |        |      |   |        |  
|                                                                                   |  |      |        |      |   |        |  
|Cash Flows from Financing Activities                                               |  |      |        |      |   |        |  
|Net increase
 in short-term debt to affiliates                                     |  |      | 756    |      |   | 1,074  |  
|Net decrease
 in short-term debt                                                   |  |      | (108   | )    |   | (5,404 | )
|Principal payments on long-term debt                                               |  |      | (100   | )    |   | (808   | )
|Dividends
 paid                                                                    |  |      |       |      |   | (75    | )
|                                                                                   |  |      |        |      |   |        |  
|                                                                                   |  |      |        |      |   |        |  
|Net cash
 provided by (used in) financing activities                               |  |      | 548    |      |   | (5,213 | )
|                                                                                   |  |      |        |      |   |        |  
|                                                                                   |  |      |        |      |   |        |  
|Effect of
 exchange rate changes on cash and cash equivalents                      |  |      | 1      |      |   | (3     | )
|Net
 (decrease) increase in cash and cash equivalents                              |  |      | (147   | )    |   | 89     |  
|Cash and
 cash equivalents at beginning of period                                  |  |      | 304    |      |   | 8,855  |  
|                                                                                   |  |      |        |      |   |        |  
|                                                                                   |  |      |        |      |   |        |  
|Cash and
 cash equivalents at end of period                                        |  | $    | 157    |      | $ | 8,944  |  
|                                                                                   |  |      |        |      |   |        |  

See Notes to Consolidated Financial
Statements.

- 3 -

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AMERICAN EXPRESS CREDIT CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS(Unaudited)

| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
| | -- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | 1. | Basis of Presentation                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
| |    | American
 Express Credit Corporation (Credco), together with its subsidiaries, is a
 wholly-owned subsidiary of American Express Travel Related Services Company,
 Inc. (TRS), which is a wholly-owned subsidiary of American Express Company
 (American Express).                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
| |    | Credco is
 engaged in the business of financing non-interest-bearing cardmember
 receivables arising from the use of the American Express® Card,
 the American Express® Gold Card, Platinum Card®,
 Corporate Card and other American Express cards issued in the United States,
 and in certain countries outside the United States. Credco also finances
 certain interest-bearing and discounted revolving loans generated by
 cardmember spending on American Express credit cards issued in non-U.S.
 markets, although interest-bearing and revolving loans are primarily funded
 by subsidiaries of TRS other than Credco.                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
| |    | American
 Express provides Credco with financial support with respect to maintenance of
 its minimum overall 1.25 fixed charge coverage ratio, which is achieved by
 adjusting the discount rates on the purchases of receivables Credco makes
 from, and the interest rates on the loans Credco provides to, TRS and other
 American Express subsidiaries. Each monthly period the discount and interest
 rates are adjusted to generate income for Credco that is sufficient to
 maintain its minimum fixed charge coverage ratio.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
| |    | The
 accompanying Consolidated Financial Statements should be read in conjunction
 with the financial statements included in the Annual Report
 on Form 10-K (Form 10-K) of Credco for the year ended December 31, 2009.
 Significant accounting policies disclosed therein have not changed.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
| |    | The interim
 financial information in this report has not been audited. In the opinion of
 management, all adjustments necessary for a fair statement of the
 consolidated financial position and the consolidated results of operations
 for the interim periods have been made. All adjustments made were of a
 normal, recurring nature. Results of operations reported for interim periods
 are not necessarily indicative of results for the entire year. Certain
 amounts in prior periods have been reclassified to conform to the current
 presentation.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
| |    | Accounting
 estimates are an integral part of the Consolidated Financial Statements.
 These estimates are based, in part, on managements assumptions concerning
 future events. Among the more significant assumptions are those that relate
 to reserves for cardmember losses relating to cardmember receivables and
 loans, fair value measurements and income taxes. These accounting estimates
 reflect the best judgment of management, but actual results could differ.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
| |    | Recently Issued Accounting Standards                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
| |    | Effective
 January 1, 2010, Credco adopted Accounting Standards Update (ASU) No.
 2009-16, Transfers and Servicing (Topic 860): Accounting for Transfers of
 Financial Assets and ASU No. 2009-17, Consolidations (Topic 810):
 Improvements to Financial Reporting by Enterprises Involved with Variable
 Interest Entities. These standards eliminate the concept of a qualifying
 special purpose entity (QSPE), therefore requiring these entities to be
 evaluated under the accounting guidance for consolidation of variable
 interest entities (VIEs). In addition, ASU 2009-17 requires an entity to
 reconsider its previous consolidation conclusions reached under the VIE
 consolidation model, including (i) whether an entity is a VIE, (ii) whether
 the enterprise is the VIEs primary beneficiary and (iii) the required
 financial statement disclosures. The adoption of these accounting standards
 did not have an impact on Credcos financial position or results of
 operations and Credco continues to consolidate its VIE subsequent to the
 adoption of the standards.
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
| | 2. | Fair Values                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
| |    | Fair value
 is defined as the price that would be received to sell an asset or paid to
 transfer a liability (an exit price) in an orderly transaction between market
 participants at the measurement date and is based on Credcos principal or
 most advantageous market for the specific asset or liability.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   

- 4 -

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Table of Contents

AMERICAN EXPRESS CREDIT CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS(Unaudited)

| |                                                                                                                                                                                                                                   |                                                                                                                                                                                                                                                                                                                                      |                                                                                                                   
| | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------ | ------------------------------------------------------------------------------------------------------------------
| | Generally
 Accepted Accounting Principles (GAAP) provide for a three-level hierarchy of
 inputs to valuation techniques used to measure fair value, defined as
 follows:                                                         
| |                                                                                                                                                                                                                                  
| |                                                                                                                                                                                                                                  | Level 1 
 Inputs that are quoted prices (unadjusted) for identical assets or liabilities
 in active markets.                                                                                                                                                                                                                       
| |                                                                                                                                                                                                                                   |                                                                                                                                                                                                                                                                                                                                     
| |                                                                                                                                                                                                                                  | Level 2 
 Inputs other than quoted prices included within Level 1 that are observable
 for the asset or liability, either directly or indirectly, for substantially
 the full term of the asset or liability, including:                                                                                                           
| |                                                                                                                                                                                                                                   |                                                                                                                                                                                                                                                                                                                                      |                                                                                                                   
| |                                                                                                                                                                                                                                   | -                                                                                                                                                                                                                                                                                                                                    | Quoted
 prices for similar assets or liabilities in active markets                                                
| |                                                                                                                                                                                                                                   |                                                                                                                                                                                                                                                                                                                                      |                                                                                                                   
| |                                                                                                                                                                                                                                   | -                                                                                                                                                                                                                                                                                                                                    | Quoted
 prices for identical or similar assets or liabilities in markets that are not
 active                     
| |                                                                                                                                                                                                                                   |                                                                                                                                                                                                                                                                                                                                      |                                                                                                                   
| |                                                                                                                                                                                                                                   | -                                                                                                                                                                                                                                                                                                                                    | Inputs other
 than quoted prices that are observable for the asset or liability                                   
| |                                                                                                                                                                                                                                   |                                                                                                                                                                                                                                                                                                                                      |                                                                                                                   
| |                                                                                                                                                                                                                                   | -                                                                                                                                                                                                                                                                                                                                    | Inputs that
 are derived principally from or corroborated by observable market data by
 correlation or other means
| |                                                                                                                                                                                                                                   |                                                                                                                                                                                                                                                                                                                                      |                                                                                                                   
| |                                                                                                                                                                                                                                  | Level 3 
 Inputs that are unobservable and reflect Credcos own assumptions about the
 assumptions market participants would use in pricing the asset or liability
 based on the best information available in the circumstances (e.g.,
 internally derived assumptions surrounding the timing and amount of expected
 cash flows).
| |                                                                                                                                                                                                                                   |                                                                                                                                                                                                                                                                                                                                      |                                                                                                                   
| | The following table summarizes Credcos financial assets and
 financial liabilities measured at fair value on a recurring basis by GAAPs
 valuation hierarchy (as described above), as of March 31, 2010 and December
 31, 2009:

|                                                          |  |       |       |         |   |         |  |         |       |       |   |         |  |         |       |         |   |   |  |   |       |  |   |   | 
|--------------------------------------------------------- |  | ----- | ----- | ------- | - | ------- |  | ------- | ----- | ----- | - | ------- |  | ------- | ----- | ------- | - | - |  | - | ----- |  | - | - | 
|                                                          |  |       |       |         |  
|                                                          |  | 2010  |       | 2009    |  
|                                                          |  |       |       |         |  
|(Millions)                                                |  | Total |       | Level 1 |   | Level 2 |  | Level 3 |       | Total |   | Level 1 |  | Level 2 |       | Level 3 |  
|                                                          |  |       |       |         |   |         |  |         |       |       |   |         |  |         |       |         |  
|Assets:                                                   |  |       |       |         |   |         |  |         |       |       |   |         |  |         |       |         |   |   |  |   |       |  |   |   | 
|Investment securities U.S. Government
 agency obligations |  | $     | 2,028 |         | $ |        |  | $       | 2,028 |       | $ |        |  | $       | 2,039 |         | $ |  |  | $ | 2,039 |  | $ |  | 
|Derivatives(a)                                            |  |       | 374   |         |   |        |  |         | 374   |       |   |        |  |         | 318   |         |   |  |  |   | 318   |  |   |  | 
|                                                          |  |       |       |         |   |         |  |         |       |       |   |         |  |         |       |         |   |   |  |   |       |  |   |   | 
|Total assets                                              |  | $     | 2,402 |         | $ |        |  | $       | 2,402 |       | $ |        |  | $       | 2,357 |         | $ |  |  | $ | 2,357 |  | $ |  | 
|                                                          |  |       |       |         |   |         |  |         |       |       |   |         |  |         |       |         |   |   |  |   |       |  |   |   | 
|                                                          |  |       |       |         |   |         |  |         |       |       |   |         |  |         |       |         |   |   |  |   |       |  |   |   | 
|Liabilities:                                              |  |       |       |         |   |         |  |         |       |       |   |         |  |         |       |         |   |   |  |   |       |  |   |   | 
|Derivatives(a)                                            |  | $     | 72    |         | $ |        |  | $       | 72    |       | $ |        |  | $       | 68    |         | $ |  |  | $ | 68    |  | $ |  | 
|                                                          |  |       |       |         |   |         |  |         |       |       |   |         |  |         |       |         |   |   |  |   |       |  |   |   | 
|Total
 liabilities                                        |  | $     | 72    |         | $ |        |  | $       | 72    |       | $ |        |  | $       | 68    |         | $ |  |  | $ | 68    |  | $ |  | 
|                                                          |  |       |       |         |   |         |  |         |       |       |   |         |  |         |       |         |   |   |  |   |       |  |   |   | 

| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
| | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | (a)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          | GAAP permits the netting of derivative assets and
 derivative liabilities when a legally enforceable master netting agreement
 exists between Credco and its derivative counterparty. As of March 31, 2010
 and December 31, 2009, $1 million and $2 million, respectively, of derivative
 assets and liabilities have been offset and presented net on the Consolidated
 Balance Sheets. Refer to Note 5 for the fair values of derivative assets and
 liabilities on a further disaggregated basis.
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
| | Valuation Techniques Used in Measuring Fair Value                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
| | GAAP
 requires disclosure of the estimated fair value of all financial instruments.
 A financial instrument is defined as cash, evidence of an ownership in an
 entity, or a contract between two entities to deliver cash or another
 financial instrument or to exchange other financial instruments. The
 disclosure requirements for the fair value of financial instruments exclude
 leases, equity method investments, affiliate investments, pension and benefit
 obligations, insurance contracts and all non-financial instruments.
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
| | For the
 financial assets and liabilities measured at fair value on a recurring basis
 (summarized in the valuation hierarchy table above), Credco
 applies the following valuation techniques to measure fair value:                                                                                                                                                                                                                                                                                                                       

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Table of Contents

AMERICAN EXPRESS CREDIT CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)

| |                       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
| | --------------------- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | Investment Securities
| |                       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
| |                      | When
 available, quoted market prices in active markets are used to determine fair
 value. Such investment securities are classified within Level 1 of the fair
 value hierarchy. As of March 31, 2010 and December 31, 2009, none of Credcos
 investment securities were classified as Level 1.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
| |                       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
| |                      | When quoted
 prices in an active market are not available, the fair values for Credcos
 investment securities are obtained from a pricing service engaged by Credco
 and Credco receives one price for each security. The fair values provided by
 the pricing service are estimated by using pricing models, where the inputs
 to those models are based on observable market inputs. The inputs to the
 valuation techniques applied by the pricing service vary depending on the
 type of security being priced but are typically benchmark yields, benchmark
 security prices, credit spreads, reported trades and broker-dealer quotes,
 all with reasonable levels of transparency. The pricing service did not apply
 any adjustments to the pricing models used. In addition, Credco did not apply
 any adjustments to prices received from the pricing service. Credco
 classifies the prices obtained from the pricing service within Level 2 of the
 fair value hierarchy because the underlying inputs are directly observable
 from active markets or recent trades of similar securities in inactive
 markets. However, the pricing models used do entail a certain amount of
 subjectivity and therefore differing judgments in how the underlying inputs
 are modeled could result in different estimates of fair value.

| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
| | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | At least
 annually, Credco reaffirms its understanding of the valuation techniques used
 by its pricing service and corroborates the prices provided by its pricing
 services to test their reasonableness by comparing their prices to valuations
 from different pricing sources. Refer to Note 3 for additional fair value
 information.                                                                                                                                                                                                                                                                                                                                                                                                                                  
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
| | Derivative Financial Instruments                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
| | The fair
 value of Credcos derivative financial instruments, which can be assets or
 liabilities on the Consolidated Balance Sheets, is estimated by using either
 a third-party valuation service that uses proprietary pricing models, or by
 using internal pricing models, neither of which contain a high level of
 subjectivity as the valuation techniques used do not require significant
 judgment and inputs to those models are readily observable from actively
 quoted markets. In each case, the valuation models used are consistently
 applied and reflect the contractual terms of the derivatives, including the
 period of maturity and market-based parameters such as interest rates,
 foreign exchange rates, equity indices or prices and volatility.
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
| | Credit
 valuation adjustments are necessary when the market parameters (e.g., a
 benchmark curve) used to value derivatives are not indicative of the credit
 quality of Credco or its counterparties. Credco considers the counterparty
 credit risk by applying an observable forecasted default rate to the current
 exposure. Refer to Note 5 for additional fair value information.                                                                                                                                                                                                                                                                                                                                                                                     
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
| | The
 following table discloses the estimated fair values for Credcos financial
 assets and financial liabilities not carried at fair value as of March 31,
 2010 and December 31, 2009:                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     

|                                                                       |  |                 |    |            |   |                 |  |            |    |  |   |    | 
|---------------------------------------------------------------------- |  | --------------- | -- | ---------- | - | --------------- |  | ---------- | -- |  | - | -- | 
|                                                                       |  |                 |    |            |   |                 |  |            |    |  |   |    | 
|(Rounded to the nearest billion)                                       |  | 2010            |    | 2009       |  
|                                                                       |  |                 |    |            |  
|                                                                       |  | Carrying
 Value |    | Fair Value |   | Carrying
 Value |  | Fair Value |   
|                                                                       |  |                 |    |            |   |                 |  |            |    |  |   |    | 
|Financial Assets:                                                      |  |                 |    |            |   |                 |  |            |    |  |   |    | 
|Assets for which carrying values equal or
 approximate fair value      |  | $               | 16 |            | $ | 16              |  | $          | 16 |  | $ | 16 | 
|Loans to affiliates                                                    |  | $               | 10 |            | $ | 10              |  | $          | 10 |  | $ | 10 | 
|Financial Liabilities:                                                 |  |                 |    |            |   |                 |  |            |    |  |   |    | 
|Liabilities for which carrying values equal
 or approximate fair value |  | $               | 6  |            | $ | 6               |  | $          | 5  |  | $ | 5  | 
|Long-term debt                                                         |  | $               | 19 |            | $ | 20              |  | $          | 19 |  | $ | 20 | 
|                                                                       |  |                 |    |            |   |                 |  |            |    |  |   |    | 

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Table of Contents

AMERICAN EXPRESS CREDIT CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)

| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
| | -- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |    | The fair
 values of these financial instruments are estimates based upon market
 conditions and perceived risks as of March 31, 2010 and December 31, 2009 and
 require management judgment. These figures may not be indicative of their
 future fair values. The fair value of Credco cannot be estimated by
 aggregating the amounts presented. The following methods were used to
 determine estimated fair values:                                                                                                                                                                                                                           
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
| |    | Financial Assets for Which Carrying Values Equal or Approximate Fair
 Value                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
| |    | Financial
 assets for which carrying values equal or approximate fair value include cash
 and cash equivalents, cardmember receivables, accrued interest and certain
 other assets for which the carrying values approximate fair value because
 they are short-term in duration or variable rate in nature.                                                                                                                                                                                                                                                                                                                                      
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
| |    | Financial Assets Carried at Other than Fair Value                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
| |    | Loans to affiliates                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
| |    | Loans to
 affiliates are recorded at historical cost on the Consolidated Balance
 Sheets. Fair value is estimated based on either the fair value of the
 underlying collateral or the terms implicit in the loan agreements as
 compared with current market terms for similar loans.                                                                                                                                                                                                                                                                                                                                                             
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
| |    | Financial Liabilities for Which Carrying Values Equal or Approximate
 Fair Value                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
| |    | Financial
 liabilities for which carrying values equal or approximate fair value include
 short-term debt, short-term debt to affiliates, accrued interest and certain
 other liabilities for which carrying values approximate fair value because
 they are either short-term in duration, variable rate in nature or have no
 defined maturity.                                                                                                                                                                                                                                                                                                 
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
| |    | Financial Liabilities Carried at Other than Fair Value                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
| |    | Long-term debt                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
| |    | Long-term
 debt is recorded at historical issuance cost on the Consolidated Balance
 Sheets. Fair value is estimated using either quoted market prices or
 discounted cash flows based on Credcos current borrowing rates for similar
 types of borrowings.                                                                                                                                                                                                                                                                                                                                                                                      
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
| | 3. | Investment Securities                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
| |    | Investment
 securities include debt securities that are classified as available for sale.
 Credcos investment securities are carried at fair value on the Consolidated
 Balance Sheets with unrealized (losses) gains recorded in accumulated other
 comprehensive (loss) income (AOCI), net of income tax (benefits) provisions.
 Realized gains and losses on investment securities are recognized in Credcos
 results of operations upon disposition using the specific identification
 method on a trade date basis. Refer to Note 2 for a description of Credcos
 methodology for determining the fair value of its investment securities.
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
| |    | The
 following is a summary of investment securities as of March 31, 2010 and
 December 31, 2009:                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 

|                                   |  |      |       |                          |   |                           |  |                       |   |      |   |                          |  |                           |       |                       |   |    |  |   |   |  |   |       | 
|---------------------------------- |  | ---- | ----- | ------------------------ | - | ------------------------- |  | --------------------- | - | ---- | - | ------------------------ |  | ------------------------- | ----- | --------------------- | - | -- |  | - | - |  | - | ----- | 
|                                   |  |      |       |                          |   |                           |  |                       |   |      |   |                          |  |                           |       |                       |   |    |  |   |   |  |   |       | 
|(Millions)                         |  | 2010 |       | 2009                     |  
|                                   |  |      |       |                          |  
|                                   |  | Cost |       | Gross
 Unrealized
 Gains |   | Gross
 Unrealized
 Losses |  | Estimated
 Fair Value |   | Cost |   | Gross
 Unrealized
 Gains |  | Gross
 Unrealized
 Losses |       | Estimated
 Fair Value |  
|                                   |  |      |       |                          |   |                           |  |                       |   |      |   |                          |  |                           |       |                       |  
|U.S. Government agency obligations |  | $    | 2,012 |                          | $ | 16                        |  | $                     |  |      | $ | 2,028                    |  | $                         | 2,017 |                       | $ | 22 |  | $ |  |  | $ | 2,039 | 
|                                   |  |      |       |                          |   |                           |  |                       |   |      |   |                          |  |                           |       |                       |   |    |  |   |   |  |   |       | 

| |                                                                                                                                                                                                                                                                                              
| | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | Supplemental Information                                                                                                                                                                                                                                                                     
| |                                                                                                                                                                                                                                                                                              
| | For each of
 the three months ended March 31, 2010 and March 31, 2009, Credco did not have
 any sales of investment securities and therefore had no gross realized gains
 or losses thereon. All available-for-sale investment securities held as of
 March 31, 2010 will mature during 2010.

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Table of Contents

AMERICAN EXPRESS CREDIT CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)

| |    |                                                                                                                                                                                                                                                                                                                                                                                                   
| | -- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | 4. | Comprehensive Income                                                                                                                                                                                                                                                                                                                                                                              
| |    |                                                                                                                                                                                                                                                                                                                                                                                                   
| |    | Comprehensive
 income includes net income and changes in AOCI, which is a balance sheet item
 in the Shareholders Equity section of Credcos Consolidated Balance Sheets.
 AOCI is comprised of items that have not been recognized in earnings but may
 be recognized in earnings in the future when certain events occur. The
 components of comprehensive income, net of tax, were as follows:

|                                         |  |      |      |      |   |     |  
|---------------------------------------- |  | ---- | ---- | ---- | - | --- | -
|                                         |  |      |      |      |   |     |  
|Three
 Months Ended March 31, (Millions) |  | 2010 |      | 2009 |  
|                                         |  |      |      |      |  
|Net income                               |  | $    | 95   |      | $ | 135 |  
|Other
 comprehensive (loss) income:      |  |      |      |      |   |     |  
|Net unrealized securities losses         |  |      | (4   | )    |   | (7  | )
|Net unrealized derivatives gains         |  |      | 1    |      |   | 13  |  
|Foreign currency translation adjustments |  |      | (171 | )    |   | (19 | )
|                                         |  |      |      |      |   |     |  
|Total                                    |  | $    | (79  | )    | $ | 122 |  
|                                         |  |      |      |      |   |     |  

| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        |                                                        
| | -- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | -------------------------------------------------------
| | 5. | Derivatives and Hedging Activities                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        |                                                        
| |    | Credco uses
 derivative financial instruments (derivatives) to manage exposure to various
 market risks. Market risk is the risk to earnings or value resulting from
 movements in market prices. Credcos market risk exposure is primarily
 generated by:                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        |                                                        
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       | Interest
 rate risk in its funding activities; and     
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        |                                                        
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       | Foreign
 exchange risk in its international operations.
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        |                                                        
| |    | General
 principles and the overall framework for managing market risk across American
 Express and its subsidiaries, including Credco, are defined in the Market
 Risk Policy, which is the responsibility of the Asset-Liability Committee
 (ALCO). Market risk limits and escalation triggers in that policy are
 approved by the ALCO and by the Enterprise-wide Risk Management Committee
 (ERMC). Market risk is centrally managed by the Market Risk Committee, which
 is chaired by the Chief Market Risk Officer of American Express and reports
 into the ALCO. Market risk management is also guided by policies covering the
 use of derivatives, funding and liquidity and investments. Derivatives derive
 their value from an underlying variable or multiple variables, including
 interest rate, foreign exchange and equity indices or prices. These
 instruments enable end users to increase, reduce, or alter exposure to
 various market risks and, for that reason, are an integral component of
 Credcos market risk management. Credco does not engage in derivatives for
 trading purposes.
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        |                                                        
| |    | Interest
 rate exposure within Credcos charge card and fixed-rate lending products is
 managed by varying the proportion of total funding provided by short-term and
 variable-rate debt compared to fixed-rate debt. In addition, interest rate
 swaps are used from time to time to effectively convert fixed-rate debt to
 variable-rate or to convert variable-rate debt to fixed-rate. Credco may
 change the mix between variable-rate and fixed-rate funding based on changes
 in business volumes and mix, among other factors.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        |                                                        
| |    | Foreign
 exchange risk is generated by funding foreign currency cardmember receivables
 and loans in U.S. dollars, foreign subsidiary equity and foreign currency
 earnings in international units. Credco hedges all market exposures generated
 by funding foreign currency receivables and loans in U.S. dollars through
 various means to the extent it is economically justified, including the use
 of derivatives such as foreign exchange forwards and cross-currency swap
 contracts, which can help lock-in the value of Credcos exposure
 to specific currencies. Exposures from foreign subsidiary equity in Credcos
 international units are hedged through various means, including the use of
 foreign currency funding and foreign exchange forwards executed either by
 Credco or TRS.                                                                                                                                                                                                                                                                                                           
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        |                                                        
| |    | Derivatives
 may give rise to counterparty credit risk. Credco manages this risk by
 considering the current exposure, which is the replacement cost of contracts
 on the measurement date, as well as estimating the maximum potential value of
 the contracts over the next 12 months, considering such factors as the
 volatility of the underlying or reference index. To mitigate derivative
 credit risk, counterparties are required to be pre-approved and rated as
 investment grade. Counterparty risk exposures are monitored by American                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  

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Table of Contents

AMERICAN EXPRESS CREDIT CORPORATION 
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS(Unaudited)

| |                                                                                                                                                                                                                                                                                                                                                                                         
| | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | Express
 Institutional Risk Management Committee (IRMC). The IRMC formally reviews
 large institutional exposures to ensure compliance with American Express ERMC
 guidelines and procedures and determines the risk mitigation actions, when
 necessary. Additionally, to mitigate counterparty credit risk, Credco may, on
 occasion, enter into master netting agreements.         
| |                                                                                                                                                                                                                                                                                                                                                                                         
| | As of March
 31, 2010 and December 31, 2009, the counterparty credit risk associated with
 Credcos derivatives was not significant. In relation to Credcos credit
 risk, under the terms of its derivatives, Credco is not required to either
 immediately settle any outstanding liability balances or post collateral upon
 the occurrence of a specified credit risk-related event.
| |                                                                                                                                                                                                                                                                                                                                                                                         
| | Credcos
 derivatives are carried at fair value on the Consolidated Balance Sheets. The
 accounting for changes in fair value depends on the instruments intended use
 and the resulting hedge designation, if any, as discussed below. Refer to
 Note 2 for a description of Credcos methodology for determining the fair
 value of its derivatives.                                 
| |                                                                                                                                                                                                                                                                                                                                                                                         
| | The
 following table summarizes the total gross fair value, excluding interest
 accruals, of derivative assets and liabilities as of March 31, 2010 and
 December 31, 2009:                                                                                                                                                                                                             

|                                                         |  |                          |     |                               |   |      |  |      |    |  |   |    | 
|-------------------------------------------------------- |  | ------------------------ | --- | ----------------------------- | - | ---- |  | ---- | -- |  | - | -- | 
|                                                         |  |                          |     |                               |  
|                                                         |  | Other assets
 Fair Value |     | Other liabilities
 Fair Value |  
|                                                         |  |                          |     |                               |  
|(Millions)                                               |  | 2010                     |     | 2009                          |   | 2010 |  | 2009 |   
|                                                         |  |                          |     |                               |   |      |  |      |   
|Derivatives designated as hedging
 instruments:          |  |                          |     |                               |   |      |  |      |    |  |   |    | 
|Interest rate contracts
 Fair value hedges               |  | $                        | 362 |                               | $ | 293  |  | $    | 6  |  | $ | 6  | 
|Cash flow hedges                                         |  |                          |    |                               |   | 1    |  |      | 3  |  |   | 5  | 
|Foreign exchange contracts
 Net investment hedges        |  |                          | 3   |                               |   | 9    |  |      | 19 |  |   | 7  | 
|                                                         |  |                          |     |                               |   |      |  |      |    |  |   |    | 
|Total derivatives designated as hedging
 instruments     |  | $                        | 365 |                               | $ | 303  |  | $    | 28 |  | $ | 18 | 
|                                                         |  |                          |     |                               |   |      |  |      |    |  |   |    | 
|                                                        
|Derivatives not designated as hedging
 instruments:      |  |                          |     |                               |   |      |  |      |    |  |   |    | 
|Interest rate contracts                                  |  | $                        |    |                               | $ |     |  | $    | 5  |  | $ | 5  | 
|Foreign exchange contracts                               |  |                          | 9   |                               |   | 15   |  |      | 39 |  |   | 45 | 
|                                                         |  |                          |     |                               |   |      |  |      |    |  |   |    | 
|Total derivatives not designated as hedging
 instruments |  |                          | 9   |                               |   | 15   |  |      | 44 |  |   | 50 | 
|                                                         |  |                          |     |                               |   |      |  |      |    |  |   |    | 
|Total derivatives(a)                                     |  | $                        | 374 |                               | $ | 318  |  | $    | 72 |  | $ | 68 | 
|                                                         |  |                          |     |                               |   |      |  |      |    |  |   |    | 

| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           |                                                                                                                                                                                                                                                                                                                                                                                          
| | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           |                                                                                                                                                                                                                                                                                                                                                                                          
| | (a)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       | GAAP permits the netting of
 derivative assets and derivative liabilities when a legally enforceable
 master netting agreement exists between Credco and its derivative
 counterparty. As of March 31, 2010 and December 31, 2009, $1 million and $2
 million, respectively, of derivative assets and liabilities have been offset and
 presented net on the Consolidated Balance Sheets.
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           |                                                                                                                                                                                                                                                                                                                                                                                          
| | Derivatives that Qualify for Hedge Accounting                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           |                                                                                                                                                                                                                                                                                                                                                                                          
| | Derivatives
 executed for hedge accounting purposes are documented and designated as such
 when Credco enters into the contracts. In accordance with its risk management
 policies, Credco structures its hedges with very similar terms to the hedged
 items. Credco formally assesses, at inception of the hedge accounting
 relationship and on a quarterly basis, whether derivatives designated as
 hedges are highly effective in offsetting the fair value or cash flows of
 hedged items. These assessments usually are made through the application of
 the regression analysis method. If it is determined that a derivative is not
 highly effective as a hedge, Credco will discontinue the application of hedge
 accounting.
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           |                                                                                                                                                                                                                                                                                                                                                                                          
| | Fair Value Hedges                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           |                                                                                                                                                                                                                                                                                                                                                                                          
| | A fair value
 hedge involves a derivative designated to hedge Credcos exposure to future
 changes in the fair value of an asset or a liability, or an identified
 portion thereof that is attributable to a particular risk. Credco is exposed
 to interest rate risk associated with its fixed-rate long-term debt. Credco
 uses interest rate swaps                                                                                                                                                                                                                                                                                                                                                                                   

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Table of Contents

AMERICAN EXPRESS CREDIT CORPORATION 
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS(Unaudited)

| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
| | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | to convert certain fixed-rate long-term debt to
 floating-rate at the time of issuance. As of March 31, 2010 and December
 31, 2009, Credco hedged $7.5 billion of its fixed-rate debt to floating-rate
 debt using interest rate swaps.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
| | To the extent
 the fair value hedge is effective, the gain or loss on the hedging instrument
 offsets the loss or gain on the hedged item attributable to the hedged risk.
 Any difference between the changes in the fair value of the derivative and
 the hedged item is referred to as hedge ineffectiveness and is recorded in
 earnings as a component of other revenues. Hedge ineffectiveness may be
 caused by differences between the debts interest coupon and the benchmark
 rate, which is in turn primarily due to credit spreads at inception of the
 hedging relationship that are not reflected in the valuation of the interest
 rate swap. Furthermore, hedge ineffectiveness may be caused by changes in the
 relationship between 3-month LIBOR and 1-month LIBOR rates, as these
 so-called basis spreads may impact the valuation of the interest rate swap
 without causing an offsetting impact in the value of the hedged debt. If a
 fair value hedge is de-designated or no longer considered to be effective,
 changes in fair value of the derivative continue to be recorded through
 earnings but the hedged asset or liability is no longer adjusted for changes
 in fair value. The existing basis adjustment of the hedged asset or liability
 is then amortized or accreted as an adjustment to yield over the remaining
 life of that asset or liability.
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
| | The
 following table summarizes the impact on the Consolidated Statements of
 Income associated with Credcos fixed-rate long-term debt described above for
 the three months ended March 31:                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 

|                        |  |                                     |                |            |        |                            |      |   |   |          |  |                |  |      |     |      |   |      |  |   |   |  |   |    | 
|----------------------- |  | ----------------------------------- | -------------- | ---------- | ------ | -------------------------- | ---- | - | - | -------- |  | -------------- |  | ---- | --- | ---- | - | ---- |  | - | - |  | - | -- | 
|                        |  |                                     |               
|(Millions)              |  | Gains (losses) recognized in income |               
|                        |  |                                     |               
|                        |  | Derivative contract                 |                | Hedge item |        | Net hedge
 ineffectiveness |     
|                        |  |                                     |                |            |        |                           
|                        |  |                                     |                |            | Amount |                            |      |   |   | Amount   |  |               
|                        |  |                                     |                |            |        |                            |      |   |   |          |  |                | 
|                        |  |                                     | Location       |            | 2010   |                            | 2009 |   |   | Location |  | 2010           |  | 2009 |     | 2010 |   | 2009 | 
|                        |  |                                     |                |            |        |                            |      |   |   |          |  |                |  |      |     |      |  
|Interest rate contracts |  |                                     | Other revenues |            | $      | 70                         |      | $ | 4 |          |  | Other revenues |  | $    | (64 | )    | $ | 22   |  | $ | 6 |  | $ | 26 | 
|                        |  |                                     |                |            |        |                            |      |   |   |          |  |                |  |      |     |      |   |      |  |   |   |  |   |    | 

| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
| | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | Cash Flow Hedges                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
| | A cash flow
 hedge involves a derivative designated to hedge Credcos exposure to variable
 future cash flows attributable to a particular risk of an existing recognized
 asset or liability, or a forecasted transaction. Credco hedges existing
 long-term variable-rate debt, the rollover of short-term borrowings and the
 anticipated forecasted issuance of additional funding through the use of
 derivatives, primarily interest rate swaps. These instruments effectively
 convert floating-rate debt to fixed-rate debt for the duration of the swap.
 As of March 31, 2010 and December 31, 2009, Credco hedged $0.6 billion of its
 floating-rate debt using interest rate swaps.                                                                                                                                                                                                                                                                                     
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
| | For
 derivatives that qualify as cash flow hedges, the effective portion of the
 gain or loss on the derivatives is recorded in AOCI and reclassified into
 earnings when the hedged cash flows are recognized in earnings. The amount
 that is reclassified into earnings is presented in the Consolidated
 Statements of Income with the hedged instrument or transaction impact,
 primarily in interest expense. Any ineffective portion of the gain or loss on
 the derivatives is reported as a component of other revenues. If a cash flow
 hedge is de-designated or terminated prior to maturity, the amount previously
 recorded in AOCI is recognized into earnings over the period that the hedged
 item impacts earnings. If a hedge relationship is discontinued because it is
 probable that the forecasted transaction will not occur according to the
 original strategy, any related amounts previously recorded in AOCI are
 recognized into earnings immediately.
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
| | In the
 normal course of business, as the hedged cash flows are recognized into
 earnings, Credco expects to reclassify $2 million of net pretax losses on
 derivatives from AOCI into earnings during the next 12 months.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          

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Table of Contents

AMERICAN EXPRESS CREDIT CORPORATION 
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS(Unaudited)

| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
| | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | Net Investment Hedges                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
| | A net
 investment hedge is used to hedge future changes in currency exposure of a
 net investment in a foreign operation. Credco primarily designates foreign
 currency derivatives, typically foreign exchange forwards and on occasion
 foreign currency denominated debt, as hedges of net investments in certain
 foreign operations. These instruments reduce exposure to changes in currency
 exchange rates on Credcos investments in non-U.S. subsidiaries. The
 effective portion of the gain or loss on net investment hedges are recorded
 in AOCI as part of the cumulative translation adjustment. Any ineffective
 portion of the gain or loss on net investment hedges is recognized in other
 revenues during the period of change.
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
| | The
 following table summarizes the impact of cash flow hedges and net investment
 hedges on the Consolidated Financial Statements for the three months ended
 March 31:                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            

|                           |  |                                                 |     |                                     |   |    |                                           |  |                  |  |      |                           |   |          |     |      |  |                |  |   |   |  |   |    |  
|-------------------------- |  | ----------------------------------------------- | --- | ----------------------------------- | - | -- | ----------------------------------------- |  | ---------------- |  | ---- | ------------------------- | - | -------- | --- | ---- |  | -------------- |  | - | - |  | - | -- | -
|                           |  |                                                 |     |                                     |  
|(Millions)                 |  |                                                 |     | Gains (losses) recognized in income |  
|                           |  |                                                 |     |                                     |  
|                           |  | Gains (losses)
 recognized in
 AOCI, net of tax |     |                                     |   |    | Amount
reclassified from
AOCI into income |  |                  |  |      | Net hedge
ineffectiveness |  
|                           |  |                                                 |     |                                     |   |    |                                          
|                           |  | 2010                                            |     | 2009                                |   |    | Location                                  |  | 2010             |  | 2009 |                           |   | Location |     | 2010 |  | 2009           | 
|                           |  |                                                 |     |                                     |   |    |                                           |  |                  |  |      |                           |   |          |     |      | 
|Cash flow hedges(a)        |  |                                                 |     |                                     |   |    |                                           |  |                  |  |      |                           |   |          |     |      |  |                |  |   |   |  |   |    |  
|Interest rate contracts    |  | $                                               |    |                                     | $ | (5 | )                                         |  | Interest expense |  | $    | (2                        | ) | $        | (27 | )    |  | Other revenues |  | $ |  |  | $ | (1 | )
|                          
|Net investment hedges:     |  |                                                 |     |                                     |   |    |                                           |  |                  |  |      |                           |   |          |     |      |  |                |  |   |   |  |   |    |  
|Foreign exchange contracts |  | $                                               | (41 | )                                   | $ | 20 |                                           |  | Other revenues   |  | $    |                          |   | $        |    |      |  | Other revenues |  | $ |  |  | $ |   |  
|                           |  |                                                 |     |                                     |   |    |                                           |  |                  |  |      |                           |   |          |     |      |  |                |  |   |   |  |   |    |  

| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         |                                                                                                                                                                    
| | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | (a)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     | As of March 31, 2010 and
 March 31, 2009, there was no impact on the Consolidated Financial Statements
 due to forecasted transactions no longer probable to occur.
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         |                                                                                                                                                                    
| | Derivatives Not Designated as Hedges                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         |                                                                                                                                                                    
| | Credco has
 derivatives that act as economic hedges and are not designated for hedge
 accounting purposes. Foreign currency transactions and non-U.S. dollar cash
 flow exposures from time to time may be partially or fully economically
 hedged through foreign currency contracts, primarily foreign exchange
 forwards, options and cross-currency swaps. These hedges generally mature
 within one year. Foreign currency contracts involve the purchase and sale of
 a designated currency at an agreed upon rate for settlement on a specified
 date. The changes in the fair value of the derivatives effectively offset the
 related foreign exchange gains or losses on the underlying balance sheet
 exposures. From time to time, Credco may enter into interest rate swaps to
 specifically manage funding costs related to American Express proprietary card
 business.
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         |                                                                                                                                                                    
| | For
 derivatives that are not designated as hedges, changes in fair value are
 reported in current period earnings.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         |                                                                                                                                                                    
| | The
 following table summarizes the impact of derivatives not designated as hedges
 on the Consolidated Statements of Income for the three months ended March 31:                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      

|                           |  |                                      |                  |  |        |    |      |   |     |  
|-------------------------- |  | ------------------------------------ | ---------------- |  | ------ | -- | ---- | - | --- | -
|                          
|(Millions)                 |  | Gains
 (losses) recognized in income |                 
|                           |  |                                      |                 
|                           |  |                                      |                  |  | Amount |   
|                           |  |                                      |                  |  |        |   
|                           |  |                                      | Location         |  | 2010   |    | 2009 |  
|                           |  |                                      |                  |  |        |    |     
|Foreign exchange contracts |  |                                      | Other revenues   |  | $      | (7 | )    | $ | (51 | )
|                           |  |                                      | Interest expense |  |        | 20 |      |   | 5   |  
|                           |  |                                      |                  |  |        |    |      |   |     |  
|Total                      |  |                                      |                  |  | $      | 13 |      | $ | (46 | )
|                           |  |                                      |                  |  |        |    |      |   |     |  

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Table of Contents

AMERICAN EXPRESS CREDIT CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS(Unaudited)

| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
| | -- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | 6. | Variable Interest Entity                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
| |   
| |    | Credco
 established a variable interest entity (American Express Canada Credit
 Corporation, AECCC) used primarily to loan funds to affiliates. Credco has
 a shelf registration in Canada for a medium-term note program providing for
     the issuance of notes by AECCC. All notes issued under this program are
     fully guaranteed by Credco. These medium-term note issuances are the primary
     source of financing loans to the Canadian affiliate. Credco is considered
     the primary beneficiary of the entity and owns all of the outstanding voting
     interests and, therefore, consolidates the entity in accordance with accounting
     guidance governing consolidation of variable interest entities. Total assets
     as of both March 31, 2010 and December 31, 2009 were $2.3 billion and are
 eliminated in consolidation. Total liabilities as of March 31, 2010 and
 December 31, 2009 were $2.3 billion and $2.2 billion, respectively, and are
 recorded in long-term debt. The assets of the VIE cannot be used solely to settle
     the obligations of the entity. The note holders of the VIE have recourse
     to Credco.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
| | 7. | Income Taxes                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
| |   
| |    | The results
 of operations of Credco are included in the consolidated U.S. federal income
 tax return of American Express. Under an agreement with TRS, provision for
 income taxes is recognized on a separate company basis. If benefits for net
 operating losses, future tax deductions and foreign tax credits cannot be
 recognized on a separate company basis, such benefits are then recognized
 based upon a share, derived by formula, of those deductions and credits that
 are recognizable on a TRS consolidated reporting basis. American Express is
 under continuous examination by the Internal Revenue Service (IRS) and tax
 authorities in other countries and states in which American Express has
 significant business operations. The tax years under examination and open for
 examination vary by jurisdiction. In June 2008, the IRS completed its field
 examination of American Express federal tax returns for the years 1997
 through 2002. In July 2009, the IRS completed its field examination of
 American Express federal tax returns for the years 2003 and 2004. However,
 all of these years continue to remain open as a consequence of certain issues
 under appeal. American Express is currently under examination by the IRS for
 the years 2005 through 2007. Credco routinely assesses the likelihood of
 additional assessments in each of the taxing jurisdictions and has
 established a liability for unrecognized tax benefits that Credcos
 management believes to be adequate. Once established, unrecognized tax
 benefits are adjusted if more accurate information is available, or a change
 in circumstance, or an event occurs necessitating a change to the liability.
 It is reasonably possible that the unrecognized tax benefits may
 significantly increase or decrease within the next twelve months. Due to the
 inherent complexities and the number of tax years currently under
 examination, it is not possible to quantify the impact such changes may have
 on the effective tax rate and net income. Credcos effective tax rate was
 (5.6) percent and 14 percent for the three months ended March 31, 2010 and
 2009, respectively. Each of the periods reflects recurring permanent tax
 benefits in relation to the level of pretax income.

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Table of Contents

|        |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|------- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|ITEM 2. | MANAGEMENTS DISCUSSION AND ANALYSIS OF
 FINANCIAL CONDITION AND RESULTS OF OPERATIONS                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|        |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|        | Overview                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|        |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|        | Credco,
 together with its subsidiaries, is a wholly-owned subsidiary of American
 Express Travel Related Services Company, Inc. (TRS), a wholly-owned
 subsidiary of American Express Company (American Express). Credco is engaged
 in the business of financing non-interest-bearing cardmember receivables
 arising from the use of the American Express® Card, the American
 Express® Gold Card, Platinum Card®, Corporate Card and
 other American Express cards issued in the United States, and in certain
 countries outside the United States. Credco also finances certain
 interest-bearing and discounted revolving loans generated by cardmember
 spending on American Express credit cards issued in non-U.S. markets,
 although interest-bearing and revolving loans are primarily funded by
 subsidiaries of TRS other than Credco.
|        |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|        | Certain of the statements in this Form 10-Q report are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Refer to the Forward-Looking Statements section.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|        |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|        | Current Economic Environment/Outlook                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|        |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|        | During the
 first quarter of 2010, year-over-year spending on American Express cards grew
 both in the United States and internationally and across all of American
 Express businesses reflecting an improved economic environment. Growth in
 both the number of transactions and average transaction size contributed to
 the higher spending.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|        |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|        | Credit
 trends continued to be favorable in the quarter. American Express charge
 card write-off and delinquency rates in the United States were at relatively
 low levels, although American Express expects these rates to rise to some extent
 over time as American Express continues to focus on charge card growth.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|        |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|        | Despite the
 improved economic environment and the favorable spending and credit trends
 discussed above, Credco recognizes that certain challenges remain including
 high unemployment levels, uncertainty in customer behavior, and the legislative
 and regulatory environment.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  

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Table of Contents

| |                                                                                                                                                                                                                                                                                                                                                                    
| | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | Results of Operations for the Three Months ended March 31, 2010 and
 2009                                                                                                                                                                                                                                                                                          
| |                                                                                                                                                                                                                                                                                                                                                                    
| | Pretax
 income depends primarily on the volume of cardmember receivables and loans
 purchased, the discount factor used to determine purchase price, interest earned,
 interest expense and the collectibility of cardmember receivables and loans
 purchased.                                                                                                     
| |                                                                                                                                                                                                                                                                                                                                                                    
| | Credcos
 consolidated net income decreased 30 percent to $95 million for the three
 months ended March 31, 2010, as compared to $135 million for the three months
 ended March 31, 2009. The year-over-year decrease was primarily due to a
 decrease in discount revenue and interest earned on investments, partially
 offset by a decrease in interest expense.
| |                                                                                                                                                                                                                                                                                                                                                                    
| | The
 following table summarizes the changes attributable to the increase
 (decrease) in key revenue and expense accounts for the three months ended
 March 31, 2010, compared with the three months ended March 31, 2009:                                                                                                                                          

|                                                                          |  |      |      |      |   |      |  
|------------------------------------------------------------------------- |  | ---- | ---- | ---- | - | ---- | -
|                                                                          |  |      |      |      |   |      |  
|(Millions)                                                                |  | 2010 |      | 2009 |  
|                                                                          |  |      |      |      |  
|Discount
 revenue earned from purchased cardmember receivables and loans: |  |      |      |      |   |      |  
|Volume of receivables and loans purchased                                 |  | $    | 73   |      | $ | (387 | )
|Discount rates                                                            |  |      | (144 | )    |   | (59  | )
|                                                                          |  |      |      |      |   |      |  
|Total                                                                     |  | $    | (71  | )    | $ | (446 | )
|                                                                          |  |      |      |      |   |      |  
|Interest
 income from affiliates:                                         |  |      |      |      |   |      |  
|Average loans to affiliates                                               |  | $    | 5    |      | $ | (17  | )
|Interest rates                                                            |  |      | (9   | )    |   | (57  | )
|                                                                          |  |      |      |      |   |      |  
|Total                                                                     |  | $    | (4   | )    | $ | (74  | )
|                                                                          |  |      |      |      |   |      |  
|Interest
 income from investments:                                        |  |      |      |      |   |      |  
|Average investments outstanding                                           |  | $    | (26  | )    | $ | 47   |  
|Interest rates                                                            |  |      | 4    |      |   | (87  | )
|                                                                          |  |      |      |      |   |      |  
|Total                                                                     |  | $    | (22  | )    | $ | (40  | )
|                                                                          |  |      |      |      |   |      |  
|Interest
 expense:                                                        |  |      |      |      |   |      |  
|Average debt outstanding                                                  |  | $    | (22  | )    | $ | (123 | )
|Interest rates                                                            |  |      | (22  | )    |   | (80  | )
|                                                                          |  |      |      |      |   |      |  
|Total                                                                     |  | $    | (44  | )    | $ | (203 | )
|                                                                          |  |      |      |      |   |      |  
|Interest
 expense to affiliates:                                          |  |      |      |      |   |      |  
|Average debt outstanding                                                  |  | $    | (12  | )    | $ | 13   |  
|Interest rates                                                            |  |      | (6   | )    |   | (75  | )
|                                                                          |  |      |      |      |   |      |  
|Total                                                                     |  | $    | (18  | )    | $ | (62  | )
|                                                                          |  |      |      |      |   |      |  

Discount Revenue Earned from Purchased
Cardmember Receivables and Loans Discount
revenue decreased 34 percent or $71 million to $137 million for the three
months ended March 31, 2010, as compared to $208 million for the same period
    in 2009, due to a decrease in discount rates partially offset by an increase
    in the volume of receivables purchased. Volume of receivables purchased for
    the three months ended March 31, 2010 increased 25 percent from $27 billion
    for the same period in 2009 to $35 billion, primarily due to increased cardmember
spending. Discount rates, which vary over time due to changes in market
interest rates or changes in the collectibility of cardmember receivables,
decreased an average of 40 basis points from 0.77 percent in the three months
ended March 31, 2009 to 0.37 percent for the three months ended March 31, 2010.
This decrease was primarily attributable to a decrease in market interest
rates. Interest Income from Affiliates Interest
income from affiliates decreased 4 percent or $4 million to $110 million for
the three months ended March 31, 2010, as compared to $114 million for the same
period in 2009. The decrease is driven by a reduction in interest rates
partially offset by an increase in the average volume of loans to affiliates.
The


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Table of Contents

| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
| | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | average
 interest rate charged to affiliates decreased 8 basis points from 1.05
 percent for the three months ended March 31, 2009 to 0.97 percent for the
 three months ended March 31, 2010.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
| | Interest Income from Investments                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
| | Interest income from investments decreased 69 percent or $22
     million to $10 million for the three months ended March 31, 2010, as compared
     to $32 million for the same period in 2009. The year-over-year decrease
     is driven by a decrease in the average available-for-sale securities and
     short term investment balances. The total average investment balances were
     $2.1 billion and $9.2 billion in the three months ended March 31, 2010 and
     March 31, 2009, respectively.                                                                                                                                                                                                                                                                                                                                               
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
| | Other Revenues                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
| | Other
 revenues decreased from $33 million for the three months ended March 31, 2009
 to $14 million for the three months ended March 31, 2010, primarily
 reflecting a reduction in the favorable impact related to hedge ineffectiveness from $25 million in
 the first quarter of 2009 to $6 million favorable impact in the first
 quarter of 2010.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
| | Provisions for Losses                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
| | The
 provisions for losses increased 21 percent or $10 million to $58 million for
 the three months ended March 31, 2010, as compared to $48 million for the
 same period in 2009. The increase is primarily driven by higher cardmember
 receivable balances and a modification of the reserve methodology for certain
 cardmember receivables as described below, partially offset by improved credit
     performance within the underlying portfolio.Effective January 1, 2010, American Express revised
 the time period in which past due cardmember receivables for its
 International Card Services and Global Commercial Services segments are
 written off to 180 days past due or earlier, consistent with applicable bank
 regulatory guidance. Previously, these cardmember receivables were written
 off when they were 360 days past billing.
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
| | Interest Expense                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
| | Interest expense
 decreased 25 percent or $44 million to $130 million for the three months
 ended March 31, 2010 as compared to $174 million for the same period in 2009,
 due to a decrease in average debt outstanding and a decrease in
 interest rates. The average interest rate on debt outstanding during the
 three months ended March 31, 2010 was 11 basis points lower than the same
 period in 2009, from 0.76 percent to 0.65 percent for the three months ended
 March 31, 2010.                                                                                                                                                                                                                                                                                                                                                              
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
| | Interest Expense to Affiliates                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
| | Interest expense to affiliates decreased 86 percent or $18 million
     to $3 million for the three months ended March 31, 2010 as compared to $21
     million for the same period in 2009, due to a decrease in average debt outstanding
     and a decrease in interest rates. The average interest rate on debt due
     to affiliates during the three months ended March 31, 2010 was 12 basis
     points lower than the same period in 2009, from 0.19 percent in 2009 to
     0.07 percent in 2010.                                                                                                                                                                                                                                                                                                                                                
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
| | Income Taxes                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
| | Credcos effective
 tax rate for the three months ended March 31, 2010 and 2009 was (5.6) percent
     and 14 percent, respectively. Each of the periods reflects recurring permanent
     tax benefits in relation to the level of pretax income. Credcos effective
 tax rate reflects the favorable impact of the consolidated tax benefit related
 to its ongoing funding activities outside the United States. The availability
 of this benefit in future years is largely dependent on a provision of the U.S.
 Internal Revenue Code that Congress has not yet acted to extend. Refer to Forward-Looking
 Statements for further discussion of this provision.                                                                                                                                                                                      
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
| | Cardmember Receivables and Cardmember Loans                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
| | As of March
 31, 2010 and December 31, 2009, Credco owned $11.9 billion and $9.9 billion
 of cardmember receivables, respectively. Cardmember receivables represent
 amounts due from charge card customers and are recorded at the time they are
 purchased from the seller. Included in cardmember receivables are Credco
 Receivable Corporations (CRC) purchases of the participation interests from
 American Express Receivables Financing Corporation V LLC (RFC V) in conjunction with
 TRS securitization program. As of March 31, 2010 and December 31, 2009, CRC
 owned approximately $4.0 billion and $2.9 billion, respectively, of such
 participation interests.                                                                                                                                                                           

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| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
| | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | Cardmember
 receivables owned as of March 31, 2010, increased approximately $2 billion
 from December 31, 2009, primarily as a result of an increase in cardmember
 receivables purchased driven by an increase in the sellers interest in
 the American Express Issuance Trust (AEIT) during the three months ended March
 31, 2010. In conjunction with TRS securitization program Credco, through
 its wholly owned subsidiary, CRC, purchases participation interests from RFC
 V, a wholly-owned subsidiary of TRS that receives an undivided, pro rata interest
 in cardmember receivables transferred to the AEIT by TRS. Due to maturities
 of certain debt issued by AEIT, RFC Vs
 interest in AEIT increased and accordingly Credcos participation interests
 from RFC V increased, resulting in an increase in Credcos cardmember
 receivables purchased.
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
| | As of March
 31, 2010 and December 31, 2009, Credco owned cardmember loans totaling $468
 million and $474 million, respectively. These loans consist of certain
 interest-bearing receivables comprised of American Express and
 American Express joint venture credit card receivables.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
| | The
 following table summarizes selected information related to the cardmember
 receivables portfolio as of and for the three months ended March 31:                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     

|                                                               |  |      |        |      |   |       |  
|-------------------------------------------------------------- |  | ---- | ------ | ---- | - | ----- | -
|                                                               |  |      |        |      |  
|(Millions, except percentages)                                 |  | 2010 |        | 2009 |  
|                                                               |  |      |        |      |  
|                                                              
|Total cardmember
 receivables                                  |  | $    | 11,852 |      | $ | 8,546 |  
|Loss reserves  cardmember
 receivables                        |  | $    | 130    |      | $ | 169   |  
|Loss reserves as a % of
 receivables                           |  |      | 1.1    | %    |   | 2.0   | %
|Average life of cardmember
 receivables (in days)(a)           |  |      | 29     |      |   | 30    |  
|                                                               |  |      |        |      |   |       |  
|U.S. Consumer and Small
 Business cardmember receivables       |  | $    | 3,682  |      | $ | 1,613 |  
|30 days past due as a % of
 total                              |  |      | 1.7    | %    |   | 2.9   | %
|Average receivables                                            |  | $    | 3,234  |      | $ | 2,020 |  
|Write-offs, net of
 recoveries                                 |  | $    | 13     |      | $ | 20    |  
|Net write-off rate(b)                                          |  |      | 1.7    | %    |   | 4.0   | %
|                                                               |  |      |        |      |   |       |  
|International and Global
 Commercial cardmember receivables(c) |  | $    | 8,170  |      | $ | 6,933 |  
|90 days past billing as a %
 of total(c)                       |  |      | 0.8    | %    |   | 2.7   | %
|Write-offs, net of
 recoveries(c)                              |  | $    | 69     |      | $ | 50    |  
|Net loss ratio(c)(d)                                           |  |      | 0.27   | %    |   | 0.23  | %
|                                                               |  |      |        |      |   |       |  

| |     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
| | --- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | (a) | Represents the average life
 of cardmember receivables owned by Credco, based upon the ratio of the
 average amount of both billed and unbilled receivables owned by Credco at the
 end of each month, during the years indicated, to the volume of cardmember
 receivables purchased by Credco.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
| |     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
| | (b) | Credcos write-offs, net of
 recoveries, expressed as a percentage of the average amount of cardmember
 receivables owned by Credco at the beginning of the quarter and at the end of
 each month in each of the quarters indicated.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
| |     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
| | (c) | Effective January 1, 2010,
 American Express revised the time period in which past due cardmember
 receivables for its International Card Services and Global Commercial
 Services segments are written off to 180 days past due or earlier, consistent
 with applicable bank regulatory guidance and the write-off methodology
 adopted for U.S. Consumer and Small Business receivables in the fourth
 quarter of 2008. Previously, these cardmember receivables were written off
 when they were 360 days past billing. Therefore, the net write-offs for the
 first quarter of 2010 include net write-offs resulting from this write-off
 methodology change, which increased the net loss ratios and decreased the 90
 days past billing metrics for these cardmember receivables but did not have a
 significant impact on provisions for losses.
| |     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
| | (d) | Credcos write-offs, net of
 recoveries, expressed as a percentage of the volume of cardmember receivables
 purchased by Credco in each of the periods indicated.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      

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| |                                                                                                                                    
| | -----------------------------------------------------------------------------------------------------------------------------------
| | Reserves for Cardmember Receivables and Cardmember Loans                                                                           
| |                                                                                                                                    
| | The
 following is an analysis of the reserves for cardmember receivables and
 cardmember loans for the three months ended March 31:

|                             |  |      |     |      |   |     |  
|---------------------------- |  | ---- | --- | ---- | - | --- | -
|                             |  |      |     |      |  
|(Millions)                   |  | 2010 |     | 2009 |  
|                             |  |      |     |      |  
|                            
|Balance,
 January 1          |  | $    | 160 |      | $ | 218 |  
|Provisions
 for losses       |  |      | 58  |      |   | 48  |  
|Accounts
 written-off(a) (b) |  |      | (87 | )    |   | (75 | )
|Other(c)                     |  |      | 19  |      |   | (7  | )
|                             |  |      |     |      |   |     |  
|Balance,
 March 31           |  | $    | 150 |      | $ | 184 |  
|                             |  |      |     |      |   |     |  

| |     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
| | --- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | (a) | Includes recoveries on accounts previously
 written-off of $35 million and $20 million during the three months ended
 March 31, 2010 and 2009, respectively. As described above, effective January
 1, 2010, Credco revised the time period in which past due International and
 Global Commercial cardmember receivables are written off when they are 180
 days past due or earlier, consistent with applicable bank regulatory
 guidance. Previously, International and Global Commercial cardmember
 receivables were written off when they were 360 days past billing. Therefore,
 the net write-offs for the first quarter of 2010 include net write-offs resulting
 from this write-off methodology change.
| |     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
| | (b) | Includes $82 million of cardmember receivable
 net write-offs and $5 million of cardmember loan net write-offs during the three
 months ended March 31, 2010. Includes $70 million of cardmember receivable net
 write-offs and $5 million of cardmember loan net write-offs during the three
 months ended March 31, 2009.                                                                                                                                                                                                                                                                                                                                                                                       
| |     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
| | (c) | Includes reserve balances applicable to new groups of
 cardmember receivables and loans purchased from TRS and certain of its
 subsidiaries and participation interests purchased from affiliates offset by
 reserve balances applicable to certain groups of cardmember receivables and
 participation interests sold to affiliates.                                                                                                                                                                                                                                                                                                                                                                             

| |                                                                                                                                                                                                         
| | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | Loans to Affiliates                                                                                                                                                                                     
| |                                                                                                                                                                                                         
| | Credcos
 loans to affiliates represent fixed and floating rate interest-bearing
 intercompany borrowings by other wholly-owned subsidiaries of TRS. Components
 of loans to affiliates were as follows:

|                                           |  |                 |       |                    |   |        | 
|------------------------------------------ |  | --------------- | ----- | ------------------ | - | ------ | 
|                                           |  |                 |       |                    |  
|(Millions)                                 |  | March 31,
 2010 |       | December 31,
 2009 |  
|                                           |  |                 |       |                    |  
|                                          
|TRS
 Subsidiaries:                         |  |                 |       |                    |   |        | 
|American Express Australia Limited         |  | $               | 3,476 |                    | $ | 3,687  | 
|Amex Bank of Canada                        |  |                 | 2,769 |                    |   | 2,728  | 
|American Express Services Europe Limited   |  |                 | 2,537 |                    |   | 2,710  | 
|American Express Co. (Mexico) S.A. de C.V. |  |                 | 453   |                    |   | 432    | 
|American Express Bank (Mexico) S.A.        |  |                 | 365   |                    |   | 349    | 
|American Express International, Inc.       |  |                 | 219   |                    |   | 221    | 
|                                           |  |                 |       |                    |   |        | 
|                                          
|Total                                      |  | $               | 9,819 |                    | $ | 10,127 | 
|                                           |  |                 |       |                    |   |        | 

| |                                                                                                                                                                                                                                                                                                          
| | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | Due from Affiliates                                                                                                                                                                                                                                                                                      
| |                                                                                                                                                                                                                                                                                                          
| | As of March
 31, 2010 and December 31, 2009, amounts due from affiliates were $3.9 billion
 and $4.9 billion, respectively. These amounts relate primarily to timing
 differences resulting from the purchase of cardmember receivables net of
 remittances from TRS, as well as to operating activities.

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| |                                                              
| | -------------------------------------------------------------
| | Short-term Debt to Affiliates                                
| |                                                              
| | Components
 of short-term debt to affiliates were as follows:

|                                              |  |                 |       |                    |   |       | 
|--------------------------------------------- |  | --------------- | ----- | ------------------ | - | ----- | 
|                                              |  |                 |       |                    |  
|(Millions)                                    |  | March 31,
 2010 |       | December 31,
 2009 |  
|                                              |  |                 |       |                    |  
|                                             
|American Express                              |  | $               | 2,112 |                    | $ | 948   | 
|AE Exposure Management Ltd                    |  |                 | 1,353 |                    |   | 2,087 | 
|American Express Europe Limited               |  |                 | 450   |                    |   | 150   | 
|American Express Holdings (Netherlands)
 C.V. |  |                 | 294   |                    |   | 294   | 
|National Express Company, Inc.                |  |                 | 143   |                    |   | 142   | 
|American Express Publishing Corp.             |  |                 | 44    |                    |   | 55    | 
|Other                                         |  |                 | 253   |                    |   | 217   | 
|                                              |  |                 |       |                    |   |       | 
|                                             
|Total                                         |  | $               | 4,649 |                    | $ | 3,893 | 
|                                              |  |                 |       |                    |   |       | 

| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
| | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | Short-term
 debt to affiliates consists primarily of master note agreements for which
 there is no stated term. Credco does not expect any changes to its short-term
 funding strategies with affiliates.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
| | Service Fees to Affiliates                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
| | Certain
 affiliates do not explicitly charge Credco a servicing fee for the servicing
 of receivables purchased. Instead Credco receives a lower discount rate on
 the receivables sold to Credco than would be the case if servicing fees were
 charged explicitly, as the discount rate on receivables purchased by Credco
 is adjusted to generate income for Credco that is sufficient to maintain its
 minimum fixed charge coverage ratio. If a servicing fee were charged by these
 other affiliates from which Credco purchases receivables, servicing fees to
 affiliates would have been higher by approximately $30 million and $31
 million for the three months ended March 31, 2010 and 2009, respectively.
 Correspondingly, discount revenue would have increased by approximately the
 same amounts in these periods.
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
| | Consolidated Capital Resources and Liquidity                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
| | Credcos
 balance sheet management objectives are to maintain:                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        

| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    |                                                                                                                                                                                    
| | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   | A broad,
 deep and diverse set of funding sources to finance its assets and meet
 operating requirements; and                                                                      
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    |                                                                                                                                                                                    
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   | Liquidity programs that enable Credco to
 satisfy all maturing financing obligations for at least a 12-month period
 should some or all of its funding sources become inaccessible.
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
| | Funding Strategy                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
| | Credco seeks
 to maintain broad and well-diversified funding sources to allow it to meet
 its maturing obligations, cost-effectively finance current and future asset
 growth, as well as to maintain a strong liquidity profile. The diversity of
 funding sources by type of debt instrument, by maturity and by investor base,
 among other factors, provides additional insulation from the impact of
 disruptions in any one type of debt, maturity or investor. The mix of
 Credcos funding in any period will seek to achieve cost-efficiency
 consistent with both maintaining diversified sources and achieving its
 liquidity objectives. Credcos funding strategy and activities are integrated
 into its asset-liability management activities.                     
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
| | Credco, like
 many financial services companies, has historically relied on the debt
 capital markets to fulfill a substantial amount of its funding needs. It has
 a variety of funding sources available to access the debt capital markets,
 including senior unsecured debentures and commercial paper. One of the
 principal tenets of Credcos funding strategy is to issue debt with a wide
 range of maturities to reduce and distribute its refinancing requirements in
 future periods. Credco continues to assess its funding needs and investor
 demand and could change the mix of its existing sources as well as seek to
 add new sources to its funding mix. Credcos funding plan is subject to
 various risks and uncertainties, such as disruption of financial

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| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
| | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | markets,
 market capacity and demand for securities offered by Credco as well as any
 regulatory changes or changes in its long-term or short-term credit ratings.
 Many of these risks and uncertainties are beyond Credcos control.                                                                                                                                                                                                                                                                                                                       
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
| | Credcos
 funding strategy is to raise funds to meet short-term borrowings outstanding,
 which includes seasonal and other working capital needs and changes in
 receivables and other asset balances, while maintaining access to a
 sufficient amount of its own and its affiliates cash and readily-marketable
 securities that are easily convertible to cash, in order to be able to
 satisfy all maturing funding obligations for a 12-month period. Credco has
 $3.5 billion of unsecured long-term debt that will mature during the next 12
 months.
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
| | Credcos
 liquidity and funding strategy is designed, among other things, to support
 the maintenance of appropriate and stable unsecured debt ratings from the
 major credit rating agencies, including Moodys Investor Services (Moodys),
 Standard & Poors (S&P), Fitch Ratings and Dominion Bond Rating
 Service (DBRS). Such ratings support Credcos access to cost effective
 unsecured funding as part of its overall financing programs.                                                                                                         
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
| | Credcos
 Short-term ratings, Long-term ratings and Outlook as disclosed by the four
 major credit rating agencies are as follows:                                                                                                                                                                                                                                                                                                                                                                                                                           

|                |  |                      |  |                     |  |          
|--------------- |  | -------------------- |  | ------------------- |  | ---------
|Credit 
 Agency |  | Short-Term 
 ratings |  | Long-Term 
 ratings |  | Outlook  
|                |  |                      |  |                     |  |          
|                |  |                      |  |                     |  |          
|DBRS            |  | R-1 (middle)         |  | A (high)            |  | Stable(a)
|                |  |                      |  |                     |  |          
|Fitch           |  | F1                   |  | A+                  |  | Stable(b)
|                |  |                      |  |                     |  |          
|Moodys         |  | Prime-1              |  | A2                  |  | Stable   
|                |  |                      |  |                     |  |          
|S&P             |  | A-2                  |  | BBB+                |  | Stable(a)
|                |  |                      |  |                     |  |          

| |     |                                                                                              
| | --- | ---------------------------------------------------------------------------------------------
| | (a) | In January 2010 both DBRS and S&P revised their
 ratings outlook from Negative to Stable.
| |     |                                                                                              
| | (b) | In April 2010 Fitch revised its ratings outlook from
 Negative to Stable.                

| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
| | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | A downgrade
 in Credcos debt rating could result in higher interest expense on Credcos
 unsecured debt, as well as higher fees related to borrowings under its unused
 lines of credit. In addition to increased funding costs, a lower debt rating
 could also reduce Credcos borrowing capacity in the unsecured term debt and
 commercial paper markets. The overall level of the funding provided by Credco
 to American Express Centurion Bank and American Express Bank, FSB (together,
 the Banks), and other American Express subsidiaries, is impacted by a
 variety of factors, among them Credcos ratings. To the extent Credco is
 subject to a higher cost of funds, whether due to an adverse ratings action
 or otherwise, the Banks and Credcos other affiliates could continue to use, or
 could increase their use of, alternative sources of funding for their
 receivables that offer better pricing.
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
| | Short-term Funding Programs                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
| | Credcos
 primary short-term funding program, the issuance and sale of commercial
 paper, is used mainly to meet working capital needs, such as managing
 seasonal variations in receivables balances. The amount of short-term
 borrowing issued in the future will depend on Credcos funding strategy, its
 needs and market conditions. As of March 31, 2010 and December 31, 2009,
 Credco had $0.9 billion and $1.0 billion of commercial paper outstanding,
 respectively. The average commercial paper outstanding was $0.8 billion and
 $2.0 billion during the three months ended March 31, 2010 and the year ended
 December 31, 2009, respectively.                                                                                                                                                                                                                                                                 
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
| | Based on the
 maximum available borrowings under committed third-party bank credit
 facilities and investment securities, Credcos total liquidity coverage of
 net short-term borrowings was in excess of 100 percent as of both March 31,
 2010 and December 31, 2009.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        

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| |                                                                                                                                                                                                                                                               
| | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | In 2008, the
 Federal Reserve Board established the Commercial Paper Funding Facility
 (CPFF), which provided three months of liquidity to U.S. issuers of
 commercial paper through a special purpose vehicle. The CPFF program expired
 on February 1, 2010.
| |                                                                                                                                                                                                                                                               
| | The
 following table presents selected statistics regarding Credco commercial
 paper outstanding:                                                                                                                                                             

|                                      |  |        |      |         |   |         |  |         |      |  |   |      | 
|------------------------------------- |  | ------ | ---- | ------- | - | ------- |  | ------- | ---- |  | - | ---- | 
|                                      | 
|Outstanding Balance (Billions) as of: | 
|                                      | 
|                                      | 
|Period                                |  | Ending |      | Average |   | Minimum |  | Maximum |     
|                                      |  |        |      |         |   |         |  |         |     
|                                     
|Q108                                 |  | $      | 14.1 |         | $ | 11.6    |  | $       | 10.3 |  | $ | 14.1 | 
|Q208                                 |  |        | 12.6 |         |   | 13.2    |  |         | 11.5 |  |   | 14.7 | 
|Q308                                 |  |        | 9.2  |         |   | 10.9    |  |         | 9.2  |  |   | 12.1 | 
|Q408(a)                              |  |        | 7.3  |         |   | 7.3     |  |         | 4.4  |  |   | 9.0  | 
|                                      |  |        |      |         |   |         |  |         |      |  |   |      | 
|Q109                                 |  |        | 1.8  |         |   | 3.7     |  |         | 1.4  |  |   | 7.4  | 
|Q209                                 |  |        | 1.4  |         |   | 1.5     |  |         | 1.2  |  |   | 2.0  | 
|Q309                                 |  |        | 1.1  |         |   | 1.1     |  |         | 0.9  |  |   | 1.3  | 
|Q409                                 |  |        | 1.0  |         |   | 0.8     |  |         | 0.6  |  |   | 1.1  | 
|                                      |  |        |      |         |   |         |  |         |      |  |   |      | 
|Q110                                 |  |        | 0.9  |         |   | 0.8     |  |         | 0.6  |  |   | 1.0  | 
|                                      |  |        |      |         |   |         |  |         |      |  |   |      | 

| |     |                                                                                                                                                                                                                                                                                             
| | --- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | (a) | Includes $4.5 billion under
 the CPFF as of December 31, 2008, which was also Credcos maximum outstanding
 balance under the CPFF. Credco has not issued commercial paper to the CPFF
 since November 4, 2008 and had no commercial paper outstanding under the CPFF
 since March 30, 2009.

| |                                                                                                                                                                                                                              
| | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | Long-term Debt Programs                                                                                                                                                                                                      
| |                                                                                                                                                                                                                              
| | Long-term
 debt is raised through the offering of debt securities in the United States
 and international capital markets. Long-term debt is generally defined as any
 debt with an original maturity greater than 12 months.
| |                                                                                                                                                                                                                              
| | Credco had
 the following long-term debt outstanding as of March 31, 2010 and December
 31, 2009:                                                                                                                            

|                            |  |   |      |  |   |      | 
|--------------------------- |  | - | ---- |  | - | ---- | 
|                            |  |   |      |  |  
|(Billions)                  |  |   | 2010 |  |   | 2009 | 
|                            |  |   |      |  |  
|                            |  |   |      |  |  
|Long-term
 debt outstanding |  | $ | 19.4 |  | $ | 19.5 | 
|Average
 long-term debt     |  | $ | 19.1 |  | $ | 18.8 | 
|                            |  |   |      |  |   |      | 

| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
| | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | Credco has
 the ability to issue debt securities under shelf registrations filed with the
     Securities and Exchange Commission (SEC). The shelf registration statement
     filed with the SEC is for an unspecified amount of debt securities to be
     issued. During the three months ended March 31, 2010 Credco did not issue
     any debt securities from its U.S. shelf registrations. As of both March
     31, 2010 and December 31, 2009, Credco had $11.1 billion of debt securities
     outstanding, issued under the SEC registration statement.     
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
| | Credco, in
 conjunction with certain subsidiaries of American Express, has established a
 program for the issuance of debt instruments outside the United States, which
 is listed on the Luxembourg Stock Exchange. The maximum aggregate principal
 amount of debt instruments outstanding at any one time under the program
 cannot exceed $50.0 billion. During the three months ended March 31, 2010, no
 notes were issued under this program. As of March 31, 2010, $2.5 billion was
 outstanding under this program, of which $2.0 billion was issued by Credco.
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
| | Credco has
 also established a program in Australia for the issuance of debt securities
 of up to approximately $5.4 billion. During the three months ended March 31,
 2010, no notes were issued under this program. As of both March 31, 2010 and
 December 31, 2009, approximately $4.6 billion was available for issuance
 under this program.                                                                                                                                                                                                                      
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
| | During the
 three months ended March 31, 2010, Credco maintained a shelf registration in
 Canada for a medium-term note program providing for the issuance when
 necessary of up to approximately $3.4 billion                                                                                                                                                                                                                                                                                                                                                          

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| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
| | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | of notes by
 American Express Canada Credit Corporation (CanCredco), an indirect
 wholly-owned subsidiary of Credco. All notes issued under this shelf
 registration are guaranteed by Credco. During the three months ended March
 31, 2010, no notes were issued under this program. The financial results of
 CanCredco are included in the consolidated financial results of Credco. This
 shelf registration expired on March 11, 2010, and on May 14, 2010, Credco
 filed to renew the registration for C$3.5 billion.                                                                                                                                                                                                                                      
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
| | The most
 restrictive limitation on Credcos ability to pay dividends to its parent
 imposed by the covenants of debt instruments issued by Credco is the
 requirement that Credco maintain a minimum consolidated net worth of $50
 million. During the three months ended March 31, 2010, Credco did not pay
 cash dividends to TRS. There are no significant covenant restrictions on the
 ability of Credco to obtain funds from its subsidiaries by dividend or loan.
 Additionally, there are no limitations on the amount of debt that can be issued
 by Credco, provided it maintains the minimum required fixed charge coverage
 ratio of 1.25.                                                                                                          
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
| | Liquidity Strategy                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
| | Credco seeks
 to ensure that it has adequate liquidity in the form of cash, cash
 equivalents and readily-marketable securities easily convertible into cash,
 as well as access to additional liquidity through intercompany borrowing
 arrangements, to satisfy all maturing funding obligations for a period of 12
 months. This objective is managed by regularly accessing capital through a broad
 and diverse set of funding programs, as well as maintaining a variety of
 contingent sources of cash and financing. Credco maintains a liquidity plan
 that enables it to continuously meet its financing obligations even when
 access to its primary funding sources becomes impaired or markets become
 inaccessible.                                 
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
| | In addition
 to its cash and readily-marketable securities, Credco maintains a variety of
 contingent liquidity resources, such as access to securitizations of
 cardmember receivables through sales of receivables to TRS for securitization
 by RFC V and AEIT, as well as committed bank facilities.                                                                                                                                                                                                                                                                                                                                                                                                                                                          
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
| | The yield
 Credco receives on its cash and readily-marketable securities is generally
 less than the interest expense on the sources of funding for these balances.
 Thus, Credco incurs substantial net interest cost on these amounts. The level
 of net interest costs will be dependent on the size of its cash and
 readily-marketable securities holdings, as well as the difference between its
 cost of funding these amounts and their investment yields.                                                                                                                                                                                                                                                                                                
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
| | Cash and Readily-Marketable Securities                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
| | As of March
 31, 2010, Credco had cash and cash equivalents of approximately $0.2 billion
 as well as $2.0 billion of readily-marketable securities. These investments
 are of high credit quality and are highly liquid short-term instruments and
 longer-term U.S. government-sponsored enterprise debt. These instruments
 either mature prior to the maturity of borrowings that will occur within the
 next 12 months, or could be sold or pledged under sale/repurchase agreements
 to raise cash. In addition to its actual holdings of cash and readily-marketable
     securities, Credco maintains access to additional liquidity, in the form
     of cash and cash equivalents held by certain affiliates, through intercompany
     loan agreements.
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
| | Committed Bank Credit Facilities                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
| | Credco
 maintained the following committed bank credit facilities as of March 31,
 2010:                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          

|            |  |                   |     |        |   |       |     |   |      | 
|----------- |  | ----------------- | --- | ------ | - | ----- | --- | - | ---- | 
|            |  |                   |     |        |   |       |    
|(Billions)  |  | American
 Express |     | Credco |   | Total |    
|            |  |                   |     |        |   |       |    
|Committed   |  | $                 | 1.3 |        | $ | 9.9   | (a) | $ | 11.2 | 
|            |  |                   |     |        |   |       |     |   |      | 
|Outstanding |  | $                 |    |        | $ | 3.3   | (b) | $ | 3.3  | 
|            |  |                   |     |        |   |       |     |   |      | 

| |     |                                                                                                                                                                   
| | --- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | (a) | Credco has the right to borrow a maximum amount of
 $11.2 billion with a commensurate maximum $1.3 billion reduction in the
 amount available to American Express.
| |     |                                                                                                                                                                   
| | (b) | In April 2010, an additional $0.4 billion was drawn
 on these facilities.                                                                                         

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| |                                                             
| | ------------------------------------------------------------
| | Credcos
committed bank credit facilities expire as follows:

|           |  |   |      | 
|---------- |  | - | ---- | 
|           |  |   |      | 
|(Billions) |  |   |      | 
|           |  |   |      | 
|2010       |  | $ | 1.9  | 
|2011       |  |   | 2.7  | 
|2012       |  |   | 6.6  | 
|           |  |   |      | 
|Total      |  | $ | 11.2 | 
|           |  |   |      | 

| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
| | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | The
 availability of the credit lines is subject to Credcos compliance with
 certain financial covenants that require maintenance of a 1.25 ratio of
 combined earnings and fixed charges to fixed charges. The ratio of earnings
 to fixed charges for Credco was 1.68 for the three months ended March 31,
 2010. The ratio of earnings to fixed charges for American Express for the
 three months ended March 31, 2010 was 3.02.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
| | Committed
 bank credit facilities do not contain material adverse change clauses, which
 may preclude borrowing under the credit facilities. Additionally, the
 facilities may not be terminated should there be a change in Credcos credit
 rating.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
| | In
 consideration of all its funding sources, Credco believes it would have the
 liquidity to satisfy all maturing obligations for at least a 12-month period
 in the event that access to the secured and unsecured fixed income capital
 markets is completely interrupted for that length of time. These events are
 not considered likely to occur.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
| | Forward-Looking Statements                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
| | Various
 statements have been made in this Quarterly Report on First Quarter 2010 Form
 10-Q that may constitute forward-looking statements within the meaning of
 the Private Securities Litigation Reform Act of 1995. Forward-looking
 statements may also be made in Credcos other reports filed with or furnished
 to the SEC and in other documents. In addition, from time to time, Credco,
 through its management, may make oral forward-looking statements.
 Forward-looking statements are subject to risks and uncertainties, including
 those identified below, which could cause actual results to differ materially
 from such statements. The words believe, expect, anticipate,
 optimistic, intend, plan, aim, will, may, should, could,
 would, likely and similar expressions are intended to identify
 forward-looking statements. Credco cautions you that the risk factors
 described below are not exclusive. There may also be other risks that Credco
 is unable to predict at this time that may cause actual results to differ
 materially from those in 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 are made. Credco undertakes no obligation
 to update or revise any forward-looking statements.
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
| | Factors that
 could cause actual results to differ materially from Credcos forward-looking
 statements include, but are not limited to:                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           

| |   |                                                                                                                                                                                                                                                               
| | - | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |  | credit
 trends, which will depend in part on the economic environment, including,
 among other things, the housing market and the rates of bankruptcies, which
 can affect spending on card products and debt payments by individual and
 corporate customers;
| |   |                                                                                                                                                                                                                                                               
| |  | Credcos
 ability to accurately estimate the provisions for losses in Credcos
 outstanding portfolio of cardmember receivables and loans;                                                                                                                    
| |   |                                                                                                                                                                                                                                                               
| |  | fluctuations
 in foreign currency exchange rates;                                                                                                                                                                                                             
| |   |                                                                                                                                                                                                                                                               
| |  | negative
 changes in Credcos credit ratings, which could result in decreased liquidity
 and higher borrowing costs;                                                                                                                                          
| |   |                                                                                                                                                                                                                                                               
| |  | changes in
 laws or government regulations affecting American Express business,
 including the potential impact of regulations adopted by federal bank
 regulators relating to certain credit and charge card practices;                                     
| |   |                                                                                                                                                                                                                                                               
| |  | the effect
 of fluctuating interest rates, which could affect Credcos borrowing costs;                                                                                                                                                                       

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| |                                                                                                               |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
| | ------------------------------------------------------------------------------------------------------------- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |                                                                                                              | the impact
 on American Express business resulting from continuing geopolitical
 uncertainty;                                                                                                                                                                                                                                                                                                                                                                                                                     
| |                                                                                                               |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
| |                                                                                                              | Credcos
 ability to satisfactorily remediate (i) the accounting errors that resulted
 in restatements or (ii) its material weakness in internal control over
 financial reporting;                                                                                                                                                                                                                                                                                                                                
| |                                                                                                               |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
| |                                                                                                              | Credcos
 ability to satisfy its liquidity needs and execute on its funding plans,
 which will depend on, among other things, Credcos future business growth,
 its credit ratings, market capacity and demand for securities offered by
 Credco, performance by Credcos counterparties under its bank credit
 facilities and other lending facilities and regulatory changes, including
 adoption of changes to the policies, rules and regulations of the Board of
 Governors of the Federal Reserve System; and
| |                                                                                                               |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
| |                                                                                                              | Credcos
 results of operations being adversely impacted by various proposals to reform
 the taxation of income earned by U.S. companies international business
 operations and by other legislative action or inaction, including the
 potential failure of the United States Congress to extend the active
 financing exception to Subpart F of the Internal Revenue Code.                                                                                                                                      
| |                                                                                                               |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
| | OTHER
 REPORTING MATTERS                                                                                     
| |                                                                                                               |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
| | Accounting Developments                                                                                      
| |                                                                                                               |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
| | Refer to
 Recently Issued Accounting Standards section of Note 1 to the Consolidated
 Financial Statements.

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|         |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|-------- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|ITEM 4T. | CONTROLS AND PROCEDURES                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|         |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|         | Evaluation
 of Disclosure Controls and Procedures                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|         |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|         | Credcos
 management, with the participation of Credcos Chief Executive Officer and
 Chief Financial Officer, has evaluated the effectiveness of Credcos disclosure
 controls and procedures (as such term is defined in Rules 13a-15(e) and
 15d-15(e) under the Securities Exchange Act of 1934, as amended (Exchange
 Act)) as of the end of the period covered by this report. Based on such
 evaluation, Credcos Chief Executive Officer and Chief Financial Officer have
 concluded that Credcos disclosure controls and procedures were not effective
 as of March 31, 2010 due to the material weakness identified and described
 below.                                                                                                                                                                                                                                                                                                                                                                                                                                  
|         |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|         | Credco filed an amendment to its Quarterly Report on Form 10-Q
     for the quarterly period ended September 30, 2009 (Third Quarter 2009 Form
     10-Q/A) to restate its Consolidated Statement of Cash Flows for the nine
     months ended September 30, 2009. The restatement was to correct an
     overstatement of cash flows from investing activities and an equal and offsetting
     understatement of cash flows from operating activities, as further explained
     below. The restatement did not impact Credcos previously reported overall net change in
 cash and cash equivalents in its Consolidated Statement of Cash Flows, or
 Credcos Consolidated Balance Sheet or Consolidated Statement of Income, for
 the period presented.                                                                                                                                                                                                                                                                                                                           
|         |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|         | The
 restatement was the result of a correction of a manual error in the
 classification of cash flows pertaining to amounts Due from Affiliates. The
 error resulted from an incorrect identification of cash flows between
 investing and operating activities from transactions between Credco and its
 affiliates. As a result, a cash outflow from investing activities was
 inadvertently recorded as a cash inflow, with an equal and offsetting error
 in cash flow from operating activities. The error resulted in an
 overstatement of cash from investing activities of $3.9 billion and an
 understatement of cash from operating activities of $3.9 billion. This error
 was identified by management in the course of preparing the Consolidated
 Statement of Cash Flows for Credcos 2009 Annual Report on Form 10-K and
 brought immediately to the attention of the internal and external auditors.
 As part of the remediation activities for this material weakness, more senior
 personnel have been deployed to the accounting and control processes of Credco.
|         |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|         | Following a
 review of its controls and processes, Credcos management has
 determined that it did not maintain effective controls over the preparation
 and review of its Consolidated Financial Statements. Accordingly, Credcos
 management concluded that this deficiency constitutes a material weakness.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|         |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|         | Remediation
 Steps to Address Material Weaknesses in Internal Controls                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|         |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|         | As reported
 previously, Credco restated its financial statements and filed an amended
 Annual Report on Form 10-K/A for the fiscal year ended December 31, 2008 and
 amended Quarterly Reports on Form 10-Q/A for the periods ended March 31, and
 June 30, 2009. The restatement was to correct errors in the translation of foreign
currency balances related to an investment in a consolidated foreign subsidiary.
These errors were discovered by management in the third quarter of 2009 in connection
with its preparation for the maturity of debt related to the investment and brought
immediately to the attention of the internal and external auditors, prior to the preparation
of Credcos financial statements for the third quarter of 2009. These errors resulted in:                                                                                                                                                                                                                                                                                              
|         |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|         | Incorrect transaction losses of $135 million being recorded in Other
         Revenues in the Consolidated Statements of Income from September 2007
         through June 2009; and Corresponding incorrect credits in Foreign Currency Translation
           Adjustments (FCTA) in Accumulated Other Comprehensive Income (Loss)
           in the Consolidated Balance Sheets over the same period.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|         |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|         | Following a review of its controls and processes
       for recording and monitoring its investments in consolidated foreign subsidiaries,
       Credcos management determined that it did not maintain effective
       controls over processes to accurately record and subsequently monitor
       certain of its investments in consolidated foreign subsidiaries with funding
       structures similar to the structure in which the error occurred. This
       deficiency resulted in restatements of the financial statements for the
       fiscal years ended December 31, 2008 and 2007, including each of the quarterly
       periods in fiscal year 2008 and the third and fourth quarters in fiscal
       year 2007, and for the first and second quarters in 2009. Accordingly,
       Credcos management concluded that this deficiency constituted a
    material weakness.                                                                                                                                                                                    
|         |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|         | Credco has
 reviewed its processes and controls for recording and monitoring its
 investments in consolidated foreign subsidiaries and has determined that the
 error was limited to a discrete number of similar transactions (specifically
 three funding structures related to its investments in certain consolidated
 foreign subsidiaries). Credco has performed a detailed review of each of
 these investment funding structures and has determined there have been no
 other errors in accounting for them. In addition, Credco                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              

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| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              |                                                                                                                                                                                                                    
| | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | instituted
 new controls that have been operating effectively and therefore, the
 material weakness in connection with investments in foreign subsidiaries is
 considered remediated.                                                                                                                                                                                                                                                                                                                                                                                                       
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
| | Credco has
 also instituted the following new controls to address the deficiency around
 the preparation and review of its financial statements.                                                                                                                                                                                                                                                                                                                                                                                                                                            
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             | Cross-training
 of Credco accounting personnel and introduction of more senior personnel to
 the accounting and control processes;                                                                                 
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              |                                                                                                                                                                                                                    
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             | Enhanced
 monitoring of control effectiveness by American Express internal control
 specialists;                                                                                                                   
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              |                                                                                                                                                                                                                    
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             | Improving
 the spreadsheet controls for the preparation of the Consolidated Financial
 Statements;                                                                                                                 
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              |                                                                                                                                                                                                                    
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             | Developing
 refreshed training for preparers and reviewers of financial statement items;
 and                                                                                                                      
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              |                                                                                                                                                                                                                    
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             | Enhancing
 managements review and analysis of key financial statement items, footnotes
 and disclosures, including formal documentation of composition and trend
 analysis for all financial statement line items.
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              |                                                                                                                                                                                                                    
| | Based on the
 foregoing, management believes that, as of the filing date of this Form 10-Q
 for the three months ended March 31, 2010, the consolidated financial
 statements included herein fairly present, in all material respects, Credcos
 financial condition, results of operations and cash flows for the periods
 presented. Testing of the effectiveness of the recently instituted controls
 is ongoing. As a result, Credcos management believes the material weakness
 related to the preparation and review of its financial statements has not yet
 been fully remediated.
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
| | Changes in
 Internal Control over Financial Reporting                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
| | There were
 changes to Credcos internal control over financial reporting relating to
 remediation measures as described above that occurred during the three months
 ended March 31, 2010 and through the date of this filing that have had a
 material effect, or are reasonably likely to have a material effect, on
 Credcos internal control over financial reporting.                                                                                                                                                                                                                

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|         |                                                                                                                                                                                                                               
|-------- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|PART II. | OTHER INFORMATION                                                                                                                                                                                                             
|         |                                                                                                                                                                                                                               
|ITEM 1A. | RISK FACTORS                                                                                                                                                                                                                  
|         |                                                                                                                                                                                                                               
|         | For a
 discussion of Credcos risk factors, see Part I, Item 1A. Risk Factors of
 Credcos Form 10-K for the year ended December 31, 2009. There are no
 material changes from the risk factors set forth in such Form 10-K.
|         |                                                                                                                                                                                                                               
|ITEM 6.  | EXHIBITS                                                                                                                                                                                                                      
|         |                                                                                                                                                                                                                               
|         | The exhibits
 required to be filed with this report are listed on page E-1 hereof, under
 Exhibit Index, which is incorporated herein by reference.                                                                         

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Table of Contents

SIGNATURES

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,
thereunto duly authorized.

AMERICAN EXPRESS CREDIT CORPORATION
(Registrant)

|                    |    |                                            
|------------------- | -- | -------------------------------------------
|DATE: May
 17, 2010 | By | /s/ David L. Yowan                         
|                    |    |                                            
|                    |    |                                            
|                    |    | David L. Yowan                             
|                    |    | Chief Executive Officer                    
|                    |    |                                            
|DATE: May
 17, 2010 | By | /s/ Kimberly R. Scardino                   
|                    |    |                                            
|                    |    |                                            
|                    |    | Kimberly R. Scardino                       
|                    |    | Vice President and Chief Accounting Officer

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EXHIBIT INDEX

Pursuant to Item 601 of Regulation S-K

|             |  |                                                                                                                                                                        |  |                                                                                                                                      
|------------ |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------- |  | -------------------------------------------------------------------------------------------------------------------------------------
|             |  | Description                                                                                                                                                            |  | How
 Filed                                                                                                                           
|             |  |                                                                                                                                                                        |  |                                                                                                                                      
|Exhibit 4    |  | Form of
 Medium-Term Note  Master Note relating to the Registrants InterNotes®
 program.                                                                             |  | Incorporated
 by reference to Exhibit 4 to Registrants Current Report on Form 8-K
 (Commission file No. 1-6908) dated April 23, 2010
|             |  |                                                                                                                                                                        |  |                                                                                                                                      
|Exhibit 12.1 |  | Computation
 in Support of Ratio of Earnings to Fixed Charges of American Express Credit
 Corporation.                                                                 |  | Electronically
 filed herewith.                                                                                                      
|             |  |                                                                                                                                                                        |  |                                                                                                                                      
|Exhibit 12.2 |  | Computation
 in Support of Ratio of Earnings to Fixed Charges of American Express Company.                                                                             |  | Electronically
 filed herewith.                                                                                                      
|             |  |                                                                                                                                                                        |  |                                                                                                                                      
|Exhibit 31.1 |  | Certification
 of David L. Yowan, Chief Executive Officer, pursuant to Rule 13a-14(a)
 promulgated under the Securities Exchange Act of 1934, as amended.              |  | Electronically
 filed herewith.                                                                                                      
|             |  |                                                                                                                                                                        |  |                                                                                                                                      
|Exhibit 31.2 |  | Certification
 of Anderson Y. Lee, Chief Financial Officer, pursuant to Rule 13a-14(a)
 promulgated under the Securities Exchange Act of 1934, as amended.             |  | Electronically
 filed herewith.                                                                                                      
|             |  |                                                                                                                                                                        |  |                                                                                                                                      
|Exhibit 32.1 |  | Certification
 of David L. Yowan, Chief Executive Officer, pursuant to 18 U.S.C. Section
 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.  |  | Electronically
 filed herewith.                                                                                                      
|             |  |                                                                                                                                                                        |  |                                                                                                                                      
|Exhibit 32.2 |  | Certification
 of Anderson Y. Lee, Chief Financial Officer, pursuant to 18 U.S.C. Section
 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. |  | Electronically
 filed herewith.                                                                                                      

E-1

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