UNITED STATES
               SECURITIES AND EXCHANGE COMMISSION
                     Washington, D.C.  20549

                           FORM 10-Q/A
                        (Amendment No. 1)


[x]Quarterly Report Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
For the Quarterly Period Ended June 30, 2006.


[ ]Transition Report Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
For the Transition Period From                      to      .


Commission file number 1-2691.


                    American Airlines, Inc.
     (Exact name of registrant as specified in its charter)

        Delaware                            13-1502798
    (State or other                      (I.R.S. Employer
      jurisdiction                      Identification No.)
   of incorporation or
     organization)

 4333 Amon Carter Blvd.
   Fort Worth, Texas                            76155
 (Address of principal                      (Zip Code)
   executive offices)

Registrant's telephone number,including area code     (817) 963-1234



                         Not Applicable
(Former name, former address and former fiscal year , if changed
                       since last report)


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.  x  Yes     No

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.
   Large Accelerated Filer      Accelerated Filer
 x Non-accelerated Filer

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

Common Stock, $1 par value - 1,000 shares as of July 21, 2006.

The registrant meets the conditions set forth in, and is filing
this form with the reduced disclosure format prescribed by,
General Instructions H(1)(a) and (b) of Form 10-Q.


                           EXPLANATORY NOTE


This Form 10-Q/A (Amendment No. 1)is being filed by American Airlines,
Inc.(the  Company) to correct a clerical error in the reported number
of certain shares and stock-settled stock appreciation rights listed in
Item 5 of Part 2  of the  Company's original report on Form 10-Q filed
with the  Securities and  Exchange Commission on July 25, 2006 (original
Form 10-Q) and  in Exhibits 10.1, 10.3 and 10.4 attached to the original
Form 10-Q.

As  the amendment only relates to Item 5 of Part 2, Other Information,
the  previously issued condensed consolidated financial statements and
footnotes  thereto are unchanged.  No attempt has been  made  in  this
Form  10-Q/A to modify or update disclosures in the original Form 10-Q
except as required to address the changes in Item 5.  This Form 10-Q/A
does  not  reflect events occurring after the filing of  the  original
Form  10-Q  or modify or update any related disclosures.   Information
not affected by the amendment is unchanged and reflects the disclosure
made  at  the  time of the filing of the original Form 10-Q  with  the
Securities  and  Exchange Commission on July 25,  2006.   Accordingly,
this  Form 10-Q/A should be read in conjunction with the original Form
10-Q  and  the Company's filings made with the Securities and Exchange
Commission  subsequent  to  the filing  of  the  original  Form  10-Q,
including any amendments to those filings.

In  accordance  with Rule 12b-15 promulgated under the Securities  and
Exchange  Act of 1934, as amended, the complete text of Item 5,  Other
Information, is set forth herein, including those portions of the text
that have not been amended from that set forth in the original Form 10-
Q.   The  only changes to the text in Item 5 of Part 2 of the original
Form 10-Q are as follows:

  -  The number of stock-settled Stock Appreciation Rights granted to
     Gerard J. Arpey is amended to 75,000 as compared to 77,500 listed in
     the original Form 10-Q.

  -  The number of Deferred Shares granted to Mr. Arpey is amended to
     20,000 as compared to 22,000 listed in the original Form 10-Q.

  -  The number of Performance Shares granted to Mr. Arpey is amended
     to 95,000 as compared to 100,000 listed in the original Form 10-Q.

Exhibits  10.1,  10.3 and 10.4 listed in Item 6 of Part  2  have  been
amended to reflect these changes.


Item 5.  Other Information

As discussed in the AMR Proxy Statement, the Compensation Committee of
the AMR Board of Directors conducts annually a comprehensive review of
compensation  for  the  executive officers of AMR  and  American  with
independent compensation consultants engaged by the Committee.  At the
July  2006  meetings of the Compensation Committee and the Board,  the
following compensation initiatives were approved (effective  July  24,
2006):

  -  Grants of stock-settled stock appreciation rights pursuant to the
     form of Stock Appreciation Right Agreement ("SAR Agreement"), attached
     as Exhibit 10.1 to this Form 10-Q/A, and the corresponding Amendment
     to the AMR Corporation 1998 Long Term Incentive Plan, as Amended,
     dated as of July 19, 2006, attached as Exhibit 10.2 to this Form 10-Q.
     An attachment to the form SAR Agreement notes the stock-settled stock
     appreciation right grants to the executive officers, effective July
     24, 2006.

  -  Grants of deferred shares pursuant to the form of Deferred Share
     Award Agreement for 2006 ("Deferred Share Agreement").  The form of
     the Deferred Share Agreement is attached as Exhibit 10.3 to this Form
     10-Q/A, and an attachment to the form Deferred Share Agreement notes
     the deferred share grants to the executive officers, effective
     July 24, 2006.

  -  Grants of performance shares pursuant to the form of Performance
     Share Agreement ("Performance Share Agreement") under the 2006 - 2008
     Performance Share Plan for Officers and Key Employees.  The form of
     the Performance Share Agreement is attached as Exhibit 10.4 to this
     Form 10-Q, and an attachment to the form Performance Share Agreement
     notes the performance share grants to the executive officers,
     effective July 24, 2006.

For  Gerard J. Arpey, the Committee determined that an increase of Mr.
Arpey's  compensation  was necessary based on several  considerations,
including:

  -  According  to the data and recommendations of the  Committee's
     independent compensation consultants, the adjustments were required to
     begin to bring Mr. Arpey's compensation more in-line with median CEO
     compensation at comparably-sized companies and other airlines.

  -  The need to retain Mr. Arpey over the long-term.

  -  Mr. Arpey declined base salary increases upon his promotion to
     CEO in 2003, and in each of 2004 and 2005 (other than the 1.5% pay
     increase offered to all management employees).

  -  Internal equity related to the market-rate salary of the
     Company's new Chief Financial Officer.

At  the  July  2006  meetings  of the Committee  and  the  Board,  the
following  compensation initiatives were therefore  approved  for  Mr.
Arpey:

  -  Base salary increase to $650,000.

  -  Long-term incentive grants (effective July 24, 2006), comprised of:
      -  75,000 stock-settled Stock Appreciation Rights
      -  20,000 Deferred Shares
      -  95,000 Performance Shares
      -  58,000 career performance shares (pursuant to the terms of the
         Career Performance Shares, Deferred Stock Award Agreement between
         the Company and Mr. Arpey, dated as of July 25, 2005.  The form
         of this agreement is attached as Exhibit 10.6 to AMR's report on
         Form 10-Q for the quarterly period ended June 30, 2005.)


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Item 6.  Exhibits

The following exhibits are included herein:

10.1  Form  of Stock Appreciation Right Agreement under the 1998  Long
      Term  Incentive Plan, as Amended (with awards to executive officers
      noted)

10.2 Amendment to the 1998 Long Term Incentive Plan, as Amended,  dated
     as of July 19, 2006

10.3 Form  of  2006 Deferred Share Award Agreement  (with  awards  to
     executive officers noted)

10.4 Form  of  Performance Share Agreement under the 2006  -  2008
     Performance Share Plan for Officers and Key Employees (with  awards
     to executive officers noted)

31.1 Certification of Chief Executive Officer pursuant to  Rule  13a-14(a).

31.2 Certification of Chief Financial Officer pursuant to  Rule  13a-14(a).




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Signature

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 AIRLINES, INC.




Date:  July 28, 2006           BY: /s/  Thomas W. Horton
                               Thomas W. Horton
                               Executive  Vice President  and  Chief
                               Financial Officer
                               (Principal Financial  and Accounting Officer)



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