UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWashington, D.C. 20549FORM 10-Q(X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THESECURITIES EXCHANGE ACT OF 1934For the quarterly period ended September 30, 2007OR( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIESEXCHANGE ACT OF 1934For the transition period from ____ to ____Commission File No. 1-6908AMERICAN 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)                                                              |  |                                             
|One Christina Centre,
          301 North Walnut Street                                     |  |                                             
|Suite 1002, Wilmington,
          Delaware                                                  |  | 19801-2919                                  
|(Address of principal executive
        offices)                                            |  | (Zip Code)                                  
|Registrants
    telephone number including area code:(302) 594-3350                        |  |                                             
|                                                                                           
|                                                                                           
|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.
|YesXNo
          _____                                                                                                                                                                                                                                                                                                                                                                          
|                                                                                                                                                                                                                                                                                                                                                                                                
|Indicate by check mark
        whether the registrant is a large accelerated filer, an accelerated filer,
        or a non-accelerated filer. See definition of accelerated filer
        and large accelerated filer in Rule 12b-2 of the Exchange Act.
        (Check one):                                                                                                                 
|                                                                                                                                                                                                                                                                                                                                                                                                
|Large
          accelerated filer _____                Accelerated
          filer _____Non-accelerated
          filerX                                                                                                                                                                                                                                                                        
|                                                                                                                                                                                                                                                                                                                                                                                                
|Indicate by check
        mark whether the registrant is a shell company (as defined in Rule 12b-2
        of the Exchange Act).                                                                                                                                                                                                                                                                
|Yes _____       NoX                                                                                                                                                                                                                                                                                                                                                                             
|                                                                                                                                                                                                                                                                                                                                                                                                
|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 November 12, 2007
|--------------------------------------- |  | --------------------------------
|Common Stock (par value $.10 per share) |  | 1,504,938 Shares                

---



AMERICAN EXPRESS CREDIT CORPORATIONFORM 10-QINDEX

|         |  |                       |  |                                                              |  | Page No.
|-------- |  | --------------------- |  | ------------------------------------------------------------ |  | --------
|PART I.  |  | FINANCIAL INFORMATION |  |                                                             
|         |  |                       |  |                                                              |  |         
|         |  | Item 1.               |  | Financial Statements                                         |  |         
|         |  |                       |  |                                                              |  |         
|         |  |                       |  | Consolidated Statements of Income
        and Retained       |  |         
|         |  |                       |  | Earnings  Three and nine months
        ended September 30, |  |         
|         |  |                       |  | 2007 and 2006                                                |  | 3       
|         |  |                       |  |                                                              |  |         
|         |  |                       |  | Consolidated Balance Sheets                                 |  |         
|         |  |                       |  | September 30, 2007 and December
        31, 2006             |  | 4       
|        
|         |  |                       |  | Consolidated Statements of Cash Flows                       |  |         
|         |  |                       |  | Nine months ended September 30,
        2007 and 2006        |  | 5       
|         |  |                       |  |                                                              |  |         
|         |  |                       |  | Notes to Consolidated Financial
        Statements           |  | 6       
|         |  |                       |  |                                                              |  |         
|         |  | Item 2.               |  | Managements Discussion
          and Analysis               |  |         
|         |  |                       |  | of Financial Condition and Results                           |  |         
|         |  |                       |  | of Operations                                                |  | 9       
|         |  |                       |  |                                                              |  |         
|         |  | Item 4.               |  | Controls and Procedures                                      |  | 16      
|         |  |                       |  |                                                              |  |         
|PART II. |  | OTHER INFORMATION     |  |                                                             
|         |  |                       |  |                                                              |  |         
|         |  | Item 6.               |  | Exhibits                                                     |  | 17      
|         |  |                       |  |                                                              |  |         
|         |  |                       |  | Signatures                                                   |  | 18      
|         |  |                       |  |                                                              |  |         
|         |  |                       |  | Exhibit Index                                                |  | E-1     

- 2 -

---



AMERICAN EXPRESS CREDIT CORPORATION

PART I. FINANCIAL INFORMATION

Item 1.FINANCIAL STATEMENTS

CONSOLIDATED STATEMENTS OF INCOMEAND RETAINED EARNINGS(Millions)(Unaudited)

|                                                   |  | Three Months
          Ended |       | Nine Months
          Ended
|-------------------------------------------------- |  | ---------------------------- | ----- | ---------------------------
|                                                   |  | September
          30,      |       | September
          30,    
|                                                   |  | 2007                         |       | 2006                       
|                                                   |  |                              |       |                            
|Revenues                                           |  |                              |       |                            
|                                                   |  |                              |       |                            
|Discount revenue earned from
        purchased     |  |                              |       |                            
|cardmember receivables
        and loans           |  | $                            | 735   |                            
|Interest income from affiliates                    |  |                              | 168   |                            
|Interest income from investments                   |  |                              | 73    |                            
|Finance charge revenue                             |  |                              | 13    |                            
|Other                                              |  |                              | 3     |                            
|Total
        revenues                             |  |                              | 992   |                            
|                                                   |  |                              |       |                            
|Expenses                                           |  |                              |       |                            
|                                                   |  |                              |       |                            
|Provision for losses, net
        of recoveries(1) |  |                              | 194   |                            
|Interest expense                                   |  |                              | 426   |                            
|Interest expense to affiliates                     |  |                              | 110   |                            
|Service fees to affiliates                         |  |                              | 49    |                            
|Other                                              |  |                              | 2     |                            
|Total
        expenses                             |  |                              | 781   |                            
|                                                   |  |                              |       |                            
|Pretax income                                      |  |                              | 211   |                            
|Income
        tax provision                       |  |                              | 20    |                            
|Net income                                         |  |                              | 191   |                            
|Dividends                                          |  |                              | (150  | )                          
|Adoption of FIN 48                                 |  |                              | -     |                            
|Retained
        earnings at beginning of period   |  |                              | 3,260 |                            
|                                                   |  |                              |       |                            
|Retained
        earnings at end of period         |  | $                            | 3,301 |                            

See Notes to Consolidated Financial Statements.

|(1) | Provision for losses are shown net of recoveries of $46 million and $30 million for the three months ended September 30, 2007 and 2006, respectively, and $135 million and $117 million for the nine months ended September 30,
2007 and 2006, respectively.
|--- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

Earnings per share and dividends per share are not reported because Credco is a wholly-owned subsidiary of American Express Travel Related Services Company, Inc.

- 3 -

---



AMERICAN EXPRESS CREDIT CORPORATIONCONSOLIDATED BALANCE SHEETS(Millions, except share data)(Unaudited)

|                                                                      |  | September
          30, |        | December
          31,
|--------------------------------------------------------------------- |  | ----------------------- | ------ | ----------------------
|                                                                      |  | 2007                    |        | 2006                  
|                                                                     
|Assets                                                                |  |                         |        |                       
|                                                                     
|Cash and cash equivalents                                             |  | $                       | 2,917  |                       
|Investment securities                                                 |  |                         | 2,029  |                       
|Investment securities restricted                                      |  |                         | 999    |                       
|Cardmember receivables, less
        reserves: 2007, $746; 2006, $739 |  |                         | 26,109 |                       
|Cardmember loans, less reserves:
        2007, $9; 2006, $10          |  |                         | 371    |                       
|Loans with affiliates                                                 |  |                         | 10,959 |                       
|Deferred charges and other
        assets                             |  |                         | 372    |                       
|Due
        from affiliates                                           |  |                         | 1,314  |                       
|Total
        assets                                                  |  | $                       | 45,070 |                       
|                                                                     
|Liabilities and Shareholders
          Equity                        |  |                         |        |                       
|                                                                     
|Short-term debt                                                       |  | $                       | 9,225  |                       
|Short-term debt with affiliates                                       |  |                         | 8,741  |                       
|Long-term debt                                                        |  |                         | 23,108 |                       
|Total
        debt                                                    |  |                         | 41,074 |                       
|Accrued
        interest and other liabilities                        |  |                         | 383    |                       
|Total
        liabilities                                             |  |                         | 41,457 |                       
|                                                                     
|Shareholders Equity                                                  |  |                         |        |                       
|                                                                     
|Common stock, $.10 par value,
        authorized 3 million shares;    |  |                         |        |                       
|issued
        and outstanding 1.5 million shares                     |  |                         | 1      |                       
|Capital surplus                                                       |  |                         | 161    |                       
|Retained earnings                                                     |  |                         | 3,301  |                       
|Accumulated other comprehensive
        income (loss), net of tax:    |  |                         |        |                       
|Net
        unrealized securities gains                               |  |                         | 16     |                       
|Net
        unrealized derivatives (losses) gains                     |  |                         | (3     | )                     
|Foreign
        currency translation adjustments                      |  |                         | 137    |                       
|Other                                                                 |  |                         | -      |                       
|Total
        accumulated other comprehensive income                  |  |                         | 150    |                       
|Total
        shareholders equity                                    |  |                         | 3,613  |                       
|Total
        liabilities and shareholders equity                    |  | $                       | 45,070 |                       

See Notes to Consolidated Financial Statements.

- 4 -

---



AMERICAN EXPRESS CREDIT CORPORATIONCONSOLIDATED STATEMENTS OF CASH FLOWS(Millions)(Unaudited)

|                                                                        |  | Nine Months
          Ended
|----------------------------------------------------------------------- |  | ---------------------------
|                                                                        |  | September
          30,    
|                                                                        |  | 2007                       
|Cash Flows from Operating
          Activities                          |  |                            
|Net income                                                              |  | $                          
|Adjustments to reconcile
        net income to net cash                 |  |                            
|provided
        by operating activities:                               |  |                            
|Provision
        for losses                                            |  |                            
|Amortization
        and other                                          |  |                            
|Deferred
        taxes                                                  |  |                            
|Changes in operating assets
        and liabilities:                    |  |                            
|Due
        from affiliates                                             |  |                            
|Other
        operating assets and liabilities                          |  |                            
|Net
        cash provided by operating activities                       |  |                            
|Cash Flows from Investing
          Activities                          |  |                            
|Net decrease (increase) in
        cardmember receivables and           |  |                            
|loans                                                                   |  |                            
|Purchase of investments                                                 |  |                            
|Maturities of investments                                               |  |                            
|Net increase in loans with
        affiliates                           |  |                            
|Net
        increase in due from affiliates                             |  |                            
|Net
        cash used in investing activities                           |  |                            
|Cash Flows from Financing
          Activities                          |  |                            
|Net (decrease) increase in
        short-term debt with affiliates with |  |                            
|maturities
        of ninety days or less                               |  |                            
|Net increase (decrease) in
        short-term debt with maturities of   |  |                            
|ninety
        days or less                                             |  |                            
|Issuance of debt                                                        |  |                            
|Redemption of debt                                                      |  |                            
|Dividends
        paid                                                  |  |                            
|Net
        cash provided by financing activities                       |  |                            
|Effect of exchange rate changes
        on cash and cash equivalents    |  |                            
|Net increase in cash and
        cash equivalents                       |  |                            
|Cash
        and cash equivalents at beginning of period                |  |                            
|Cash
        and cash equivalents at end of period                      |  | $                          

See Notes to Consolidated Financial Statements.

- 5 -

---



AMERICAN EXPRESS CREDIT CORPORATIONNOTES TO CONSOLIDATED FINANCIAL STATEMENTS(Unaudited)

|1. | Basis of Presentation                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|-- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|   | The accompanying Consolidated
          Financial Statements should be read in conjunction with the financial
          statements in the Annual Report on Form 10-K of American Express Credit
          Corporation (Credco) and its subsidiaries for the year ended December
          31, 2006. Significant accounting policies disclosed therein have not
          changed. Certain prior year amounts have been reclassified to conform
          to the current year presentation of the Consolidated Balance Sheets,
          Consolidated Statements of Income and Consolidated Statements of Cash
          Flows, including disclosures related to foreign currency translation
          adjustment and net cardmember receivables and loans. In addition, beginning
          prospectively on September 30, 2007, certain cardmember receivables
          were reclassified to loans with affiliates.
      On September 18, 2007, American
          Express Company (American Express) announced that it entered into an
          agreement to sell its international banking subsidiary, American Express
          Bank Ltd. (AEB) to Standard Chartered PLC, subject to certain regulatory
          approvals. Credco purchases certain AEB customer loans. At September
          30, 2007, approximately $1.3 million of AEB customer loans were included
          in cardmember loans.
      Credco is a wholly-owned
          subsidiary of American Express Travel Related Services Company, Inc.
          (TRS), which is a wholly-owned subsidiary of American Express. American
          Express Overseas Credit Corporation Limited, together with its subsidiaries
          (AEOCC), Credco Receivables Corporation (CRC), Credco Finance, Inc.,
          together with its subsidiaries (CFI), American Express Canada Credit
          Corporation (AECCC), American Express Canada Finance Limited (AECFL),
          American Express Capital Australia (AECA), American Express Sterling
          Funding Limited Partnership together with its subsidiary (AESLP), American
          Express Euro Funding Limited Partnership (AEELP) and American Express
          Credit Mexico LLC, together with its subsidiaries, are wholly-owned
          subsidiaries of Credco.
      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.
      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 and investment securities valuation.
          These accounting estimates reflect the best judgment of management,
          but actual results could differ.
      Recently Issued Accounting
            Standards
      The Financial Accounting
          Standards Board (FASB) has recently issued the following accounting
          standards, which are effective beginning January 1, 2008. Credco is
    currently evaluating the impact of these accounting standards.

- Statement of Financial Accounting Standard (SFAS) No. 157, Fair Value Measurements (SFAS No. 157), establishes a framework for measuring fair value and applies broadly to
financial and non-financial assets and liabilities measured at fair value under existing authoritative accounting pronouncements. SFAS No. 157 establishes a fair value hierarchy that
prioritizes inputs to valuation techniques used for financial instruments without active markets and for non-financial assets and liabilities. SFAS No. 157 also expands disclosure requirements regarding methods used to measure fair value and the effects on earnings.

- 6 -

---



AMERICAN EXPRESS CREDIT CORPORATIONNOTES TO CONSOLIDATED FINANCIAL STATEMENTS(Unaudited)

- SFAS No. 159, The Fair Value Option for Financial Assets and Financial Liabilities - Including an amendment of FASB Statement No. 115 (SFAS No. 159), provides companies with an
option to report selected financial assets and liabilities at fair value.
- FASB Staff Position No. FIN 39-1, Amendment of FASB Interpretation No. 39 (FIN 39-1), permits a reporting entity to offset fair value amounts recognized for the right to reclaim
cash collateral (a receivable) or the obligation to return cash collateral (a payable) against fair value amounts recognized for derivative instruments executed with the same
counterparty under the same master netting arrangement. Credco does not expect FIN 39-1 to have a material impact on its Consolidated Financial Statements.
- Emerging Issues Task Force Issue No. 06-11, Accounting for Income Tax Benefits of Dividends on Share- Based Payment Awards (EITF 06-11), clarifies when income tax benefits from
dividends paid on share-based payment awards should be recognized in equity or the income statement. Credco does not expect EITF 06-11 to have a material impact on its Consolidated
Financial Statements.

2.Investment Securities

The following is a summary of investment securities at September 30, 2007 and December 31, 2006:

|Available-for-Sale                     |  | 2007 |       | 2006 
|-------------------------------------- |  | ---- | ----- | -----
|                                      
|                                       |  |      |       |      
|                                       |  |      |       |      
|(Millions)                             |  | Cost |       | Gains
|U.S. Treasury and government           |  |      |       |      
|agency
        securities              |  | $    | 2,012 |      
|U.S. Treasury and government           |  |      |       |      
|agency
        securities - restricted |  |      | 990   |      
|Total                                  |  | $    | 3,002 |      

During the nine months ended September 30, 2007, there were no purchases or maturities of U.S. Treasury and government agency securities. All of Credcos investment securities are Available-for-Sale. There were no
realized gains or losses on U.S. Treasury and government agency securities for the nine months ended September 30, 2007.

In conjunction with its liquidity investment portfolio, Credco has securities lending agreements with other financial institutions. Under these agreements, certain investment securities are loaned on an overnight basis to
financial institutions, and are secured by collateral equal to at least 102 percent of the fair market value of the investment securities lent. Collateral received by Credco can be in the form of cash or marketable U.S. Treasury or government agency
securities. Credco may only retain or sell these securities in the event of a borrower default. Credcos loaned investment securities are considered restricted and pledged assets and, therefore, have been reclassified as investment securities
restricted on the Consolidated Balance Sheet. The marketable securities received as collateral are not recorded on its Consolidated Balance Sheet, as Credco is not permitted to sell or repledge these securities absent a borrower default. Fees
received from the securities lending transactions are recorded as interest income from investments. At September 30, 2007, $999 million of investment securities were loaned under these agreements.

- 7 -

---



AMERICAN EXPRESS CREDIT CORPORATIONNOTES TO CONSOLIDATED FINANCIAL STATEMENTS(Unaudited)

|3. | Comprehensive Income                                                                
|-- | ------------------------------------------------------------------------------------
|   |                                                                                     
|   | The components of comprehensive
        income, net of related tax, were as follows:
|   |                                                                                     

|                                                 |           
|------------------------------------------------ | ----------
|                                                 |           
|                                                 | (Millions)
|                                                 |           
|Net income                                       |           
|Other comprehensive income
        (loss):       |           
|Net unrealized
        securities gains          |           
|Net unrealized
        derivatives losses        |           
|Foreign
        currency translation adjustments |           
|Total                                            |           
|                                                 |           

|4. | Income Taxes                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|-- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|   | Credco adopted
          FASB Financial Interpretation No. 48, Accounting for Uncertainty
          in Income Taxes  an interpretation of FASB Statement No. 109 (FIN
          48) as of January 1, 2007. The initial adoption of FIN 48 resulted
          in a charge of approximately $15 million to the January 1, 2007 balance
          of retained earnings.
        As of January 1, 2007, and
            including the impact of the initial adoption charge to retained earnings,
            Credcos total gross benefits for tax positions that have not
            been recognized through the financial statements were approximately
            $44 million, exclusive of interest and penalties described below.
            Included in the $44 million are approximately $38 million of unrecognized
            tax benefits that, if recognized, would favorably affect the effective
            tax rate in a future period. There have not been any significant
            changes in Credcos unrecognized tax benefits as of September
            30, 2007.
        Credcos continuing practice
            is to recognize interest and penalties relating to unrecognized tax
            benefits in the income tax provision, which therefore has an impact
            on the effective tax rate. As of January 1, 2007, Credco had $8 million
            ($5 million after-tax) accrued for the payment of interest and penalties.
            There have not been any significant changes in Credcos accrual
            for the payment of interest and penalties as of September 30, 2007.
        The taxable income of Credco
            is included in the consolidated U.S. federal income tax return of
            American Express. Under an agreement with TRS, taxes are recognized
            on a separate company basis.If benefits for all future tax deductions, foreign tax credits
            and net operating losses 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. American Express is
            currently under examination by the IRS for the years 1997- 2004.
        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 will 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.



- 8 -

---



AMERICAN EXPRESS CREDIT CORPORATION

Item 2. MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

American Express Credit Corporation (Credco) was incorporated in Delaware in 1962 and was acquired by American Express Company (American Express) in December 1965. On January 1, 1983, Credco became a wholly-owned subsidiary
of American Express Travel Related Services Company, Inc. (TRS), a wholly-owned subsidiary of American Express. Credco is primarily 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 designated currencies outside the United States. Credco also
purchases certain interest-bearing and discounted revolving loans and extended payment plan receivables comprised of American Express credit cards, Sign & Travel®and Extended Payment Option receivables and certain American Express Bank Ltd. (AEB) customer loans, although interest-bearing and revolving loans are primarily funded by subsidiaries of TRS other than Credco. American Express cards
and American Express credit cards are collectively referred to herein as the card.

On September 18, 2007, American Express Company (American
Express) announced that it entered into an agreement to sell its international
banking subsidiary, AEB to Standard Chartered PLC, subject to certain regulatory
approvals. Credco purchases certain AEB customer loans. At September 30, 2007,
approximately $1.3 million of AEB customer loans were included in cardmember
loans.

Results of Operations for the Nine Months Ended September 30, 2007 and 2006

Credcos consolidated net income rose 25 percent to $564 million for the nine months ended September 30, 2007, as compared to the nine months ended September 30, 2006. The year-over-year increase was primarily due to
an increase in discount revenue earned on purchased cardmember receivables and loans and an increase in interest income earned on loans to affiliates and investments, offset by an increase in interest expense to affiliates, others and provision for
losses, net of recoveries and loan service fees.

The following is an analysis of the changes attributable to the increase (decrease) in key revenue and expense accounts for the nine month period ended September 30, 2007, compared with the nine month period ended September
30, 2006, (millions):

|Discount revenue earned on
        purchased cardmember receivables and loans: |  |   |    
|------------------------------------------------------------------------------ |  | - | ---
|Volume
        of receivables purchased                                        |  | $ | 44 
|Discount
        rates                                                         |  |   | 469
|Total                                                                          |  | $ | 513
|Interest income from affiliates:                                               |  |   |    
|Average
        loans and deposits with affiliates                             |  | $ | 51 
|Interest
        rates                                                         |  |   | 42 
|Total                                                                          |  | $ | 93 
|Interest income from investments:                                              |  |   |    
|Average
        investments outstanding                                        |  | $ | 8  
|Interest
        rates                                                         |  |   | 40 
|Total                                                                          |  | $ | 48 
|Provision for losses, net
        of recoveries:                               |  |   |    
|Volume
        of receivables purchased                                        |  | $ | 19 
|Provision
        rates and volume of recoveries                               |  |   | 93 
|Total                                                                          |  | $ | 112

- 9 -

---



AMERICAN EXPRESS CREDIT CORPORATION

|Interest expense:                 |  |   |    
|--------------------------------- |  | - | ---
|Average
        debt outstanding  |  | $ | 115
|Interest
        rates            |  |   | 146
|Total                             |  | $ | 261
|Interest expense with affiliates: |  |   |    
|Average
        debt outstanding  |  | $ | 18 
|Interest
        rates            |  |   | 71 
|Total                             |  | $ | 89 

Discount Revenue Earned on Purchased Cardmember Receivables and Loans

Discount revenue increased 33 percent or $513 million to $2.1 billion for the nine months ended September 30, 2007, as compared to the nine months ended September 30, 2006. The year-over-year increase was primarily due to
an increase in both discount rates and to a lesser extent volume of receivables purchased. Volume of receivables and loans purchased for the nine months ended September 30, 2007, was four percent higher than the same period a year ago; purchased
volume does not include those cardmember receivables transferred with recourse to Credco and cardmember receivables and loans funded by loans to affiliates. Discount rates, which vary over time due to changes in market interest rates or changes in
the collectibility of cardmember receivables, increased an average of approximately 22 basis points compared to the nine months ended September 30, 2006.

Interest Income from Affiliates

Interest income from affiliates increased 25 percent or $93 million to $471 million for the nine months ended September 30, 2007, as compared to the nine months ended September 30, 2006. The year-over-year increase is
primarily due to an increase in both the volume of loans with affiliates and the interest rates charged to affiliates. The average interest rate charged to affiliates during the nine months ended September 30, 2007, was 42 basis points higher than
the average interest rate charged to affiliates in the same nine month period a year ago, primarily due to greater floating rate interest-bearing borrowings with affiliates.

Interest Income from Investments

Interest income from investments increased 31 percent or $48 million to $203 million for the nine months ended September 30, 2007, as compared to the nine months ended September 30, 2006. The year-over-year increase is due
the replacement of matured U.S. Treasury securities in 2006 primarily with higher yielding government agency securities. The average interest rate on the total investment portfolio increased approximately 75 basis points for the nine months ended
September 30, 2007, as compared to the same nine month period a year ago.

Provision for Losses, Net of Recoveries

The provision for losses, net of recoveries increased 28 percent or $112 million to $508 million for the nine months ended September 30, 2007, as compared to the nine months ended
September 30, 2006. The year-over-year increase primarily reflects current trends in loss rate offset by results from collection activities.

Interest Expense and Interest Expense to Affiliates

Interest expense and interest expense to affiliates increased 28 percent and 38 percent, respectively, for the nine months ended September 30, 2007, as compared to the same period a year ago, due to an increase in both the
levels of debt funding and higher effective cost of funds. The average interest rate on debt outstanding during the nine months ended September 30, 2007, was 48 basis points higher than the same period a year ago. The average rate due to affiliates
during the nine months ended September 30, 2007, was 89 basis points higher than the same period a year

- 10 -

---



AMERICAN EXPRESS CREDIT CORPORATION

ago, primarily due to the fact that a high proportion of the interest-bearing borrowings due to affiliates were at floating rate.

Service Fees to Affiliates

Credco pays fees to affiliates for the related servicing of the receivables purchased and other services. Service fees to affiliates increased $86 million for the nine months ended September 30, 2007, as compared to the
nine months ended September 30, 2006, due to an increase in servicing provided by service level agreements with affiliates.

Income Taxes

Credco's effective tax rate for the nine months ended September 30, 2007 was 11 percent compared with 14 percent for the nine month period ended September 30, 2006.

Cardmember Receivables

At September 30, 2007 and December 31, 2006, Credco owned $26.9 billion and $27.6 billion, respectively of cardmember receivables and participation interests in cardmember receivables.

Credco generally purchases, without recourse, cardmember receivables and cardmember loans arising from the use of the card throughout the world pursuant to agreements with TRS and certain of its subsidiaries that issue the
card. During the nine months ended September 30, 2007 and December 31, 2006, Credco purchased $215.0 billion and $213.9 billion of cardmember receivables, respectively.

Participation interests in cardmember receivables represent
undivided interests in the cash flows of the non-interest-bearing cardmember
receivables and are purchased without recourse by Credco Receivables Corporation
 (CRC), from American Express Receivables Corporation V LLC (RFC V). During May
2005, TRS established the American Express Issuance Trust (AEIT), which is used
to securitize cardmember receivables originated by TRS and its subsidiaries.
AEIT is a  non-qualifying special purpose entity that is consolidated by RFC
V. RFC V, in turn, is consolidated by TRS. CRC purchases participation interests
without recourse held by AEIT from RFC V. At September 30, 2007 and December
31, 2006, CRC owned  approximately $6.7 billion and $8.2 billion, respectively,
of participation interests purchased from RFC V. On November 1, 2007, CRC sold
back $2.0 billion, net of reserve, of gross seller's interest in the charge cardmember
receivables to RFC V.  RFC V, in turn, through the AEIT Trust securitized $2.0
billion of charge cardmember receivables through the public issuance of investor
certificates.

- 11 -

---



AMERICAN EXPRESS CREDIT CORPORATION

The following table summarizes selected information related to the cardmember receivables portfolio:

| |                                                              |                                                                        |   | September
          30, |        | December
          31, |   | September
          30, |       
| | ------------------------------------------------------------ | ---------------------------------------------------------------------- | - | ----------------------- | ------ | ---------------------- | - | ----------------------- | ------
| |                                                              | As
        of and for nine months ended (Millions, except percentages) |   | 2007                    |        | 2006                   |   | 2006                    |       
| |                                                              | Total cardmember receivables                                           |   | $                       | 26,855 |                        |   | $                       | 27,593
| | 90 days past due as a % of
        total                     |                                                                        |   | 3.6                     | %      |                        |   | 3.3                     | %     
| | Loss reserves                                                |                                                                        | $ | 746                     |        |                        | $ | 739                     |       
| | as a %
        of receivables                                |                                                                        |   | 2.8                     | %      |                        |   | 2.7                     | %     
| | as a %
        of 90 days past due                           |                                                                        |   | 76                      | %      |                        |   | 80                      | %     
| | Write-offs, net of recoveries                                |                                                                        | $ | 476                     |        |                        | $ | 415                     |       
| | Net write-off rate (1)                                       |                                                                        |   | 0.22                    | %      |                        |   | 0.19                    | %     
| | Average
        life of cardmember receivables (in days) (2) |                                                                        |   | 34                      |        |                        |   | 33                      |       

|(1) | 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.                                                                                                                               
|--- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   
|(2) | 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 periods
indicated, to the volume of cardmember receivables purchased by Credco.
|   

Cardmember receivables decreased slightly from December 31, 2006, as a result of lower cardmember receivables purchased during the nine months ended September30, 2007, compared to the nine months ended December 31, 2006 due to seasonality. The cardmember receivables purchased for the nine months ended September 30, 2007, increased approximately four percent from the cardmember receivables
purchased during the nine months ended September 30, 2006, due to overall business growth.

Cardmember Loans

At September 30, 2007 and December 31, 2006, Credco owned cardmember loans totaling $0.4 billion and $0.3 billion, respectively. These loans consist of certain interest-bearing and discounted extended payment plan
receivables comprised principally of American Express credit card, Sign & Travel®and Extended Payment Option receivables. During the nine months ended
September 30, 2007 and December 31, 2006, Credco purchased $1.2 billion and $770 million of cardmember loans, respectively.

The following table summarizes selected information related to the cardmember loans portfolio:

| |                                                    | As of and for nine months ended (Millions,
        except |      | September
          30, |      | December
          31, |      | September
          30, |  
| | -------------------------------------------------- | --------------------------------------------------------- | ---- | ----------------------- | ---- | ---------------------- | ---- | ----------------------- | -
| | percentages)                                       |                                                           | 2007 |                         | 2006 |                        | 2006 |                        
| | Total cardmember loans                             |                                                           | $    | 380                     |      |                        | $    | 356                     |  
| | Past due cardmember loans
        as a % of total: |                                                           |      |                         |      |                        |      |                         |  
| | 30-89 days                                         |                                                           |      | 5.1                     | %    |                        |      | 5.9                     | %
| | 90+ days                                           |                                                           |      | 2.1                     | %    |                        |      | 2.1                     | %
| | Loss reserves                                      |                                                           | $    | 9                       |      |                        | $    | 10                      |  
| | as a %
        of cardmember loans                 |                                                           |      | 2.5                     | %    |                        |      | 2.8                     | %
| | as a %
        of past due                         |                                                           |      | 34                      | %    |                        |      | 35                      | %
| | Write-offs, net of recoveries                      |                                                           | $    | 6                       |      |                        | $    | 5                       |  
| | Net
        write-off rate (1)                     |                                                           |      | 2.10                    | %    |                        |      | 1.91                    | %

|(1) | Credcos write-offs, net of recoveries, expressed as a percentage of the average amount of cardmember loans owned by Credco at the beginning of the year and at the end of each month in each of the periods
indicated.
|--- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

Cardmember loans increased $24 million from December 31, 2006, primarily due to higher cardmember loans purchased, and increased $54 million from September 30, 2006, due primarily to increased volumes purchased from
Singapore.

- 12 -

---



AMERICAN EXPRESS CREDIT CORPORATION

Reserves for Cardmember Receivables and Cardmember Loans

The following is an analysis of the reserves for cardmember receivables and cardmember loans:

|                                                             |                                                    |            |      | September
          30, |      | September
          30, |      |                         |   |     
|------------------------------------------------------------ | -------------------------------------------------- | ---------- | ---- | ----------------------- | ---- | ----------------------- | ---- | ----------------------- | - | ----
|                                                             | Nine
        months ended (Millions)               |            | 2007 |                         | 2006 |                         |      |                         |  
|                                                             | Balance, beginning of period                       |            | $    | 749                     |      |                         | $    | 686                     |   |     
|                                                             | Provision for losses                               |            |      | 643                     |      |                         |      | 513                     |  
|                                                             | Accounts written-off                               |            |      | (618                    | )    |                         |      | (497                    | )
|                                                             | Other                                              |            |      | (19                     | )    |                         |      | 2                       |  
|                                                             | Balance,
        end of period                     |            | $    | 755                     |      |                         | $    | 704                     |   |     
|                                                             |                                                    |            |      |                         |      |                         |      |                         |   |     
|Loans with
            Affiliates                            |                                                    |            |      |                         |      |                         |      |                         |   |     
|                                                             |                                                    |            |      |                         |      |                         |      |                         |   |     
|Components of
        loans with affiliates were as follows: |                                                    |            |      |                         |      |                         |      |                         |   |     
|                                                             |                                                    |            |      | September
          30, |      | December
          31,  |      | September
          30,
|                                                             |                                                    | (Millions) |      | 2007                    |      |                         | 2006 |                         |   | 2006
|                                                             | TRS Parent                                         |            | $    | -                       |      |                         | $    | 531                     |   |     
|                                                             | TRS Subsidiaries:                                  |            |      |                         |      |                         |      |                         |   |     
|                                                             | American
        Express Australia Limited         |            |      | 3,803                   |      |                         |      | 3,529                   |   |     
|                                                             | American
        Express Services Europe Limited   |            |      | 3,628                   |      |                         |      | 3,360                   |   |     
|                                                             | Amex Bank
        of Canada                        |            |      | 2,586                   |      |                         |      | 2,166                   |   |     
|                                                             | American
        Express Co. (Mexico) S.A. De C.V. |            |      | 432                     |      |                         |      | -                       |   |     
|                                                             | American
        Express International, Inc.       |            |      | 510                     |      |                         |      | 105                     |   |     
|                                                             | Total                                              |            | $    | 10,959                  |      |                         | $    | 9,691                   |   |     

Credcos loans with affiliates represent fixed
and floating rate interest-bearing intercompany borrowings by other wholly-owned
TRS subsidiaries and American Express. Of the $11.0 billion outstanding as of
September 30, 2007, $7.9 billion is due to the transfer of cardmember receivables
and cardmember loans with recourse and is collateralized by third-party assets
owned by American Express or TRS and its subsidiaries. Revenue earned from cardmember
receivables with recourse and cardmember receivables and loans funded by loans
to affiliates are recorded as interest income from affiliates in the Consolidated
Statement of Income. The average yield earned on loans with affiliates is approximately
6.3 percent and 5.8 percent for the period ended September 30, 2007 and December
31, 2006, respectively. As of September 30, 2007, no significant amount of loss
reserves have been recorded and no amount of loans is 30 days or greater past
due. On February 9, 2007, the loan with TRS Parent of $531 million was repaid.

Liquidity and Capital Resources

Financing Activities

Credcos funding requirements are met primarily by the sale of commercial paper, the issuance of medium- and long-term notes, borrowings under long-term bank credit facilities in certain international markets and
equity capital. Credco has readily sold the volume of commercial paper necessary to meet its funding needs as well as to cover the daily maturities of commercial paper issued. During the nine months ended September 30, 2007, Credco had uninterrupted
access to the commercial paper and capital markets to fund its business operations.

The commercial paper market represents the primary source of short-term funding for Credco. At September 30, 2007 and December 31, 2006, Credco had $9.0 billion and $5.8 billion of commercial paper outstanding,
respectively. Average commercial paper outstanding was $7.5 billion and $7.6 billion for the nine months ended September 30, 2007 and December 31, 2006, respectively. Credco currently manages the level of short-term debt outstanding such that its
total back-up liquidity, including available bank credit facilities and term liquidity portfolio investment

- 13 -

---



AMERICAN EXPRESS CREDIT CORPORATION

securities, is not less than 100 percent of net short-term debt. Net short-term debt, which consists of commercial paper and certain other short-term borrowings less cash and cash equivalents, was $6.3 billion at September
30, 2007. Based on the maximum available borrowings under bank credit facilities and term liquidity portfolio investment securities, Credcos total back-up liquidity coverage of net short-term debt was 174 percent at September 30,
2007.

Credco raises term funding primarily through the issuance of medium- and long-term debt securities in the U.S. and international capital markets. Medium-term debt is generally defined as any debt with an original maturity greater than 12 months but less than 36 months. Long-term debt is generally defined as any
debt with an original maturity greater than 36 months. At September 30, 2007 and December 31, 2006, Credco had an aggregate of $11.5 billion and $12.4 billion, respectively, of medium-term debt outstanding at fixed and floating rates, a portion of
which can be extended by the holders up to an additional four years. Credcos outstanding long-term debt at September 30, 2007 and December 31, 2006 was $11.6 billion and $9.4 billion, respectively.

Credco also has the ability to issue debt securities under shelf registrations filed with the Securities and Exchange Commission (SEC). During the second quarter of 2006, Credco filed a shelf registration statement with the
SEC for an unspecified amount of debt securities to be issued from time to time. During the nine months ended September 30, 2007, Credco issued $2.1 billion of floating medium-term notes. At September 30, 2007, Credco had $14.1 billion of debt
securities outstanding, issued under SEC registration statements.

Credco, TRS, American Express Overseas Credit Corporation Limited (AEOCC), a wholly-owned subsidiary of Credco, American Express Centurion Bank, a wholly-owned subsidiary of TRS, American Express Bank, FSB, a wholly-owned
subsidiary of TRS, and American Express Bank Ltd., a wholly-owned subsidiary of American Express, have established a program for the issuance, outside the U.S., of debt instruments to be listed on the Luxembourg Stock Exchange. As of September 30,
2007, the maximum aggregate principal amount of debt instruments outstanding at any one time under the program may not exceed $10 billion. During the third quarter of 2007, Credco issued approximately $606 million of fixed rate notes due in 2012. At
September 30, 2007, $4.1 billion was outstanding under this program, of which $2.8 billion were issued by Credco.

American Express Canada Credit Corporation (AECCC), a wholly-owned subsidiary of Credco, had approximately $2.3 billion of total debt securities outstanding under the Canadian shelf registration program. At September 30,
2007, approximately $1.2 billion was available for issuance. All notes issued under this shelf registration are guaranteed by Credco. The financial results of AECCC are included in the consolidated financial results of Credco.

During the fourth quarter of 2006, Credco established a program for the issuance from time to time, in Australia, of up to approximately $5.2 billion. At September 30, 2007, approximately $4.4 billion was available for
issuance under this program.

Credco paid cash dividends of $450 million to TRS during the nine months ended September 30, 2007. On November 9, 2007, Credco paid a cash dividend of $300 million to TRS.

The most restrictive limitation on dividends imposed by the debt instruments issued by Credco is the requirement that Credco maintain a minimum consolidated net worth of $50 million. There are no significant 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.

Liquidity InvestmentPortfolio

During the normal course of business, funding activities
may raise more proceeds than are necessary for immediate funding needs. These
amounts are invested principally in high credit quality and highly liquid, short-term
 securities.

Credco also maintains a term liquidity portfolio comprised of high credit quality, highly liquid securities. At September 30, 2007, Credco held $3.0 billion in U.S. Treasury and government agency securities in this
portfolio. The

- 14 -

---



AMERICAN EXPRESS CREDIT CORPORATION

invested amounts of the term liquidity portfolio provide back-up liquidity, primarily for Credcos commercial paper program.

In conjunction with its liquidity portfolio, Credco has securities lending agreements with financial institutions to enhance investment income. At September 30, 2007, approximately $999 million of investment securities were
loaned under these agreements.

Committed Bank Credit Facilities

At September 30, 2007, Credco has the right to borrow a maximum amount of $11.3 billion (including amounts outstanding) under committed bank credit facilities, with a commensurate maximum $1.3 billion reduction in the
amount available to American Express. These facilities expire as follows (billions): 2010, $1.9; 2011, $2.8; and 2012, $6.6. As of September 30, 2007, Credco had outstanding borrowings of $3.1 billion under these bank credit facilities related to
the Australian credit facility. During the third quarter of 2007, the $5.0 billion U.S. credit facility was replaced by $2.0 billion that expire in 2010 and $3.0 billion that expire in 2012, and the Australian credit facility was renewed and
extended until 2012.

The availability of the credit lines is subject to compliance with certain financial covenants by Credco, including the maintenance of a 1.25 ratio of earnings to fixed charges. The ratio of earnings to fixed charges for
Credco was 1.42 for the nine months ended September 30, 2007. The ratio of earnings to fixed charges for American Express for the nine months ended September 30, 2007 was 2.38.

Forward-Looking Statements

Various statements have been made in this Quarterly Report on 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 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. The
factors described below are not exclusive. 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 and the rate of bankruptcies, which can affect spending on card products and debt payments by individual and corporate customers;
- Credcos ability to accurately estimate the provision 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;
- the effect of fluctuating interest rates, which could affect Credcos borrowing costs; and
- the impact on American Express Companys business resulting from continuing geopolitical uncertainty.

OTHER REPORTING MATTERS

Accounting Developments

See Recently Issued Accounting Standards section of Note 1 to the Consolidated Financial Statements.

- 15 -

---



AMERICAN EXPRESS CREDIT CORPORATION

Item 4. 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 (the 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, as of the end of such period, Credcos disclosure controls and procedures are effective. There have not been any changes in Credcos internal control over financial reporting (as such term is
defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during the fiscal quarter to which this report relates that have materially affected, or are reasonably likely to materially affect, Credcos internal control over financial
reporting.

- 16 -

---



AMERICAN EXPRESS CREDIT CORPORATION

PART II. OTHER INFORMATION

Item 6. EXHIBITS

The list of exhibits required to be filed as exhibits to this report are listed on page E-1 hereof, under Exhibit Index, which is incorporated herein by reference.

- 17 -

---



AMERICAN EXPRESS CREDIT CORPORATION

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:   November
        14, 2007 |  | By | /s/
        Christopher S. Forno                    | 
|--------------------------------- |  | -- | --------------------------------------------------- | 
|                                  |  |    | Christopher S.
        Forno                       
|                                  |  |    | President and
        Chief Executive Officer      
|                                 
|                                 
|DATE:   November
        14, 2007 |  | By | /s/
        Lawrence A. Belmonte                    | 
|                                  |  |    | Lawrence A. Belmonte                               
|                                  |  |    | Vice President
        and Chief Accounting Officer

- 18 -

---



AMERICAN EXPRESS CREDIT CORPORATION

EXHIBIT INDEXPursuant to Item 601 of Regulation S-K

|             | Description                                                                                                                                                                                               |  | How
            Filed                 
|------------ | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- |  | --------------------------------------
|             |                                                                                                                                                                                                           |  |                                       
|Exhibit 10.1 | Amended and Restated
        Agreement for Sale and Purchase of Receivables dated
        as of October 26, 2007 between American Express Centurion Bank and American
        Express Credit Corporation. |  | Electronically
        filed herewith.
|             |                                                                                                                                                                                                           |  |                                       
|Exhibit 10.2 | Amended and Restated
        Agreement for Sale and Purchase of Receivables dated as of October 26,
        2007 between American Express Bank, FSB and American Express Credit Corporation.              |  | Electronically
        filed herewith.
|            
|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 Christopher
        S. Forno, 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 David
        L. Yowan, 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 Christopher
        S. Forno, 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 David
        L. Yowan, 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

---