<PAGE>

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

                                    FORM 10-K

              [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF
                       THE SECURITIES EXCHANGE ACT OF 1934
                   For the fiscal year ended December 31, 2004

                                       OR

            [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF
                       THE SECURITIES EXCHANGE ACT OF 1934
                    For the transition period from ___ to ___


              AMERICAN EXPRESS RECEIVABLES FINANCING CORPORATION II
                           As a depositor on behalf of
                  AMERICAN EXPRESS CREDIT ACCOUNT MASTER TRUST
                            (Issuer of Certificates)
             (Exact name of registrant as specified in its charter)


           Delaware                                            13-3854638
  (State or other jurisdiction                               (I.R.S. Employer
of incorporation or organization)                           Identification No.)

 200 Vesey  Street, New York, New York                           10285
(Address of principal executive offices)                       (Zip Code)

        Registrant's telephone number, including area code: 212-640-2357


           AMERICAN EXPRESS RECEIVABLES FINANCING CORPORATION III LLC
                           As a depositor on behalf of
                  AMERICAN EXPRESS CREDIT ACCOUNT MASTER TRUST
                            (Issuer of Certificates)
             (Exact name of registrant as specified in its charter)


           Delaware                                            20-0942395
  (State or other jurisdiction                               (I.R.S. Employer
of incorporation or organization)                           Identification No.)

4315 South 2700 West, Salt Lake City, Utah                       84184
 (Address of principal executive offices)                      (Zip Code)

        Registrant's telephone number, including area code: 801-945-2030


            AMERICAN EXPRESS RECEIVABLES FINANCING CORPORATION IV LLC
                           As a depositor on behalf of
                  AMERICAN EXPRESS CREDIT ACCOUNT MASTER TRUST
                            (Issuer of Certificates)
             (Exact name of registrant as specified in its charter)


           Delaware                                            20-0942445
  (State or other jurisdiction                               (I.R.S. Employer
of incorporation or organization)                           Identification No.)

4315 South 2700 West, Salt Lake City, Utah                       84184
 (Address of principal executive offices)                      (Zip Code)

        Registrant's telephone number, including area code: 801-945-2068


        Securities registered pursuant to Section 12(b) of the Act: NONE

           Securities registered pursuant to Section 12(g) of the Act:
          Class A Series 2000-3 Floating Rate Asset Backed Certificates
          Class B Series 2000-3 Floating Rate Asset Backed Certificates
          Class A Series 2000-4 Floating Rate Asset Backed Certificates
          Class B Series 2000-4 Floating Rate Asset Backed Certificates
          Class A Series 2000-5 Floating Rate Asset Backed Certificates
          Class B Series 2000-5 Floating Rate Asset Backed Certificates
          Class A Series 2001-1 Floating Rate Asset Backed Certificates
          Class B Series 2001-1 Floating Rate Asset Backed Certificates
          Class A Series 2001-2 5.53% Asset Backed Certificates
          Class B Series 2001-2 5.83% Asset Backed Certificates
          Class A Series 2001-3 Floating Rate Asset Backed Certificates
          Class B Series 2001-3 Floating Rate Asset Backed Certificates
          Class A Series 2001-4 Floating Rate Asset Backed Certificates
          Class B Series 2001-4 Floating Rate Asset Backed Certificates
          Class A Series 2001-5 Floating Rate Asset Backed Certificates
          Class B Series 2001-5 Floating Rate Asset Backed Certificates
          Class A Series 2001-6 Floating Rate Asset Backed Certificates
          Class B Series 2001-6 Floating Rate Asset Backed Certificates
          Class A Series 2001-7 Floating Rate Asset Backed Certificates
          Class B Series 2001-7 Floating Rate Asset Backed Certificates
          Class A Series 2002-1 Floating Rate Asset Backed Certificates
          Class B Series 2002-1 Floating Rate Asset Backed Certificates
          Class A Series 2002-2 Floating Rate Asset Backed Certificates
          Class B Series 2002-2 Floating Rate Asset Backed Certificates
          Class A Series 2002-3 Floating Rate Asset Backed Certificates
          Class B Series 2002-3 Floating Rate Asset Backed Certificates
          Class A Series 2002-4 Floating Rate Asset Backed Certificates
          Class B Series 2002-4 Floating Rate Asset Backed Certificates
          Class A Series 2002-5 Floating Rate Asset Backed Certificates
          Class B Series 2002-5 Floating Rate Asset Backed Certificates
          Class A Series 2002-6 Floating Rate Asset Backed Certificates
          Class B Series 2002-6 Floating Rate Asset Backed Certificates
          Class A Series 2003-1 Floating Rate Asset Backed Certificates
          Class B Series 2003-1 Floating Rate Asset Backed Certificates
          Class A Series 2003-2 Floating Rate Asset Backed Certificates
          Class B Series 2003-2 Floating Rate Asset Backed Certificates
          Class A Series 2003-3 Floating Rate Asset Backed Certificates
          Class B Series 2003-3 Floating Rate Asset Backed Certificates
          Class A Series 2003-4 1.69% Asset Backed Certificates
          Class B Series 2003-4 1.90% Asset Backed Certificates
          Class A Series 2004-1 Floating Rate Asset Backed Certificates
          Class B Series 2004-1 Floating Rate Asset Backed Certificates
          Class A Series 2004-2 Floating Rate Asset Backed Certificates
          Class B Series 2004-2 Floating Rate Asset Backed Certificates
          Class A Series 2004-3 4.35% Asset Backed Certificates
          Class B Series 2004-3 4.55% Asset Backed Certificates
          Class A Series 2004-4 Floating Rate Asset Backed Certificates
          Class B Series 2004-4 Floating Rate Asset Backed Certificates
          Class A Series 2004-5 Floating Rate Asset Backed Certificates
          Class B Series 2004-5 Floating Rate Asset Backed Certificates
          Class A Series 2005-1 Floating Rate Asset Backed Certificates
          Class B Series 2005-2 Floating Rate Asset Backed Certificates

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.    YES X     NO
                                         ---       ---

Indicate by check mark if disclosure of delinquent  filers  pursuant to Item 405
of Regulation  S-K is not contained  herein,  and will not be contained,  to the
best  of  the  registrant's   knowledge,  in  definitive  proxy  or  information
statements  incorporated  by  reference  in Part  III of this  Form  10-K or any
amendment to this Form 10-K. [X]

Indicate  by check mark  whether  the  registrant  is an  accelerated  filer (as
defined in Rule 12b-2 of the Act).    YES       NO  X
                                         ---       ---

State the aggregate market value of the voting and non-voting common equity held
by non-affiliates  computed by reference to the price at which the common equity
was last sold, or the average bid and asked price of such common  equity,  as of
the last business day of the registrant's most recently  completed second fiscal
quarter:   None.

                    DOCUMENTS INCORPORATED BY REFERENCE: NONE
<PAGE>


                                INTRODUCTORY NOTE

American  Express  Receivables   Financing   Corporation  II,  American  Express
Receivables III LLC and American Express  Receivables  Financing  Corporation IV
LLC are the depositors of the  registrant,  the American  Express Credit Account
Master Trust.  Pursuant to a no-action  request  (no-action  request of American
Express Credit Account Master Trust publicly  available  December 6, 1996),  the
registrant is not required to respond to various items of Form 10-K.  Such items
are designated herein as "Not Applicable".

                                     PART I

Item 1.  Business

         Not Applicable.


Item 2.  Properties

         The American  Express  Credit  Account  Master Trust (the  "trust") was
formed pursuant to a pooling and servicing agreement,  dated as of May 16, 1996,
among  American  Express  Receivables  Financing  Corporation  II ("RFC II") and
American  Express  Centurion  Bank  ("Centurion"),  each  as an  originator  and
transferor,  American Express Travel Related Services Company,  Inc. ("TRS"), as
servicer,  and The Bank of New York, as trustee.  As of the close of business on
April 16, 2004,  Centurion sold a portion of its credit account portfolio to its
affiliate,  American Express Bank, FSB ("FSB"). In connection with this sale and
as permitted by the pooling and servicing  agreement,  the pooling and servicing
agreement  was amended and restated as of April 16, 2004 to designate  FSB as an
account owner with respect to the trust, to substitute  Centurion's wholly owned
subsidiary,  American Express  Receivables  Financing  Corporation III LLC ("RFC
III"),  as a  transferor  to the trust in place of  Centurion,  and to add FSB's
wholly owned subsidiary,  American Express Receivables  Financing Corporation IV
LLC ("RFC IV"),  as a  transferor  to the trust.  RFC III and RFC IV assumed the
obligations of a transferor of the trust.

         At the time of such  amendment,  Centurion  entered into a  receivables
purchase  agreement  with RFC III and FSB entered  into a  receivables  purchase
agreement  with RFC IV.  Under  the  receivables  purchase  agreements,  each of
Centurion  and FSB sold its  existing  right,  title and  interest in, and on an
ongoing basis will sell, the receivables in the accounts designated to the trust
owned by Centurion and FSB to RFC III and RFC IV, respectively.  RFC III and RFC
IV, as transferors under the pooling and servicing  agreement,  in turn transfer
the receivables to the trust.

         RFC II, a Delaware corporation, is a wholly owned subsidiary of TRS. It
was incorporated on August 7, 1995. Its principal office is located at 200 Vesey
Street, New York, New York, 10285. RFC II in the past purchased receivables from
TRS,  which  were  then  transferred  to the  Trust.  RFC II does not  currently
purchase receivables.

         RFC III, a special purpose Delaware  limited  liability  company,  is a
wholly owned  subsidiary of Centurion.  It operates under the terms of a limited
liability company agreement, dated as of March 10, 2004. Its principal office is
located at 4315 South 2700 West, Salt Lake City, Utah,  84184. RFC III purchases
receivables in the designated  accounts from Centurion,  which it then transfers
to the trust.  American Express  Centurion Bank was incorporated  under Delaware
banking laws as a limited service bank in 1985. As of July 1, 1996, its business
was combined by merger with another subsidiary of TRS that was a Utah-chartered,
FDIC-insured  industrial  loan company.  The surviving  institution  was renamed
American  Express  Centurion Bank. Its principal office is located at 4315 South
2700 West, Salt Lake City, Utah, 84184.


                                     - 1 -

<PAGE>


         RFC IV, a special purpose  Delaware  limited  liability  company,  is a
wholly  owned  subsidiary  of FSB.  It  operates  under  the  terms of a limited
liability company agreement, dated as of March 10, 2004. Its principal office is
located at 4315 South 2700 West, Salt Lake City,  Utah,  84184. RFC IV purchases
receivables in the designated  accounts from FSB, which it then transfers to the
trust.  American  Express  Bank,  FSB was  chartered  by the  Office  of  Thrift
Supervision  under the laws of the United States of America as a federal savings
bank in 2000 and  received  FDIC  insurance  in 2000.  Its  principal  office is
located at 4315 South 2700 West.

         TRS, the servicer,  is a wholly owned  subsidiary  of American  Express
Company.  It was  incorporated  in the  state of New York on May 3, 1982 and its
principal executive offices are located at 200 Vesey Street, New York, New York,
10285.

         The trust was formed for the purpose of acquiring and holding the trust
assets and from time to time issuing asset-backed certificates under the pooling
and servicing agreement and one or more supplements  thereto,  including issuing
and selling certain  certificates to investors in underwritten  public offerings
("investor certificates").  Each certificate represents an undivided interest in
the trust and the right to receive  payments of interest at a specified rate and
payments of principal at certain times during the term of the trust. Each series
of investor  certificates  has its own supplement to govern the individual terms
and allocations applicable to such series.

         The property of the trust (the "trust assets")  includes a portfolio of
receivables  generated  from  transactions  made by persons  who are  holders of
consumer  American Express revolving credit card accounts issued by Centurion or
FSB,  whether branded  "Optima" Card accounts,  "Blue" from American  Express or
otherwise,  Optima Line of Credit accounts and Sign & Travel(R)/Extended Payment
Option revolving credit accounts or features.  Cards issued by Centurion and FSB
are  currently  accepted  worldwide,  and  may  be  used  for  the  purchase  of
merchandise and services. The Sign & Travel/Extended Payment Option is currently
available only to holders of American Express Card,  American Express Gold Card,
Platinum Card and Centurion Card accounts.

         Each  transferor  selects the accounts to be designated to the trust on
the basis of criteria  established in the pooling and servicing  agreement.  All
receivables in the accounts when designated to the trust were transferred to the
trust and all new receivables  generated in those accounts have been and will be
transferred automatically to the trust. The trust assets also include all monies
due or to  become  due in  payment  of the  receivables,  all  proceeds  of such
receivables  and any series  enhancement  provided for any particular  series or
class of  certificates.  Series  enhancement  may  include,  with respect to any
series or class of  certificates,  the  subordination  of one or more classes or
series of certificates to one or more other classes or series of certificates, a
letter of credit,  a cash  collateral  guaranty,  a cash collateral  account,  a
surety  bond,  a  collateral  interest,  a spread  account,  a  guaranteed  rate
agreement,  a maturity  liquidity  facility,  a tax  protection  agreement or an
insurance policy.

         No account  owner acts as a guarantor  with  respect to any payments on
the  certificates,  and neither the trustee nor the holders of the  certificates
have  general  recourse  against any account  owner or the assets of any account
owner.  Instead the trustee's and the  certificateholders'  only recourse in any
action seeking to collect amounts owing under the  certificates is against,  and
limited to, the trust assets.

         The  receivables  consist of amounts  charged or otherwise  borrowed by
account   holders  for  goods  and  services  and  cash   advances   ("principal
receivables"),  plus the related periodic  finance  charges,  amounts charged to
accounts in respect of late charges and certain other items (the "finance charge
receivables").


                                     - 2 -


<PAGE>


         TRS services the receivables under the pooling and servicing agreement.
In limited cases, it may resign or be removed, and either the trustee or a third
party may be appointed as the new servicer. The servicer receives collections on
the receivables,  deposits those  collections in a collection  account and keeps
track  of  those  collections  for  finance  charge  receivables  and  principal
receivables.  The servicer  allocates the collections as required by the pooling
and servicing agreement and each supplement.

         Each  series of  investor  certificates  belongs to a certain  group of
series  (each,  a "group").  The series  included in a particular  group share a
common  distribution  date and other terms,  and certain cash collections may be
allocated among the series within a group.  The pooling and servicing  agreement
and  supplements  govern the  allocation of  collections in respect of principal
receivables  and  finance  charge  receivables  between  the  interests  of  the
transferors   and  the  investor   certificateholders   and,  for  the  investor
certificateholders,  to each group,  based generally on the sum of the principal
amounts of investor  certificates for all series in all groups.  Each supplement
prescribes the manner in which collections are allocated among series.

         Each group may have a certain  number of series which will share,  to a
limited extent, the collections in respect of principal  receivables and finance
charge  receivables  allocated  to  such  group.  In  addition,  certain  excess
collections  of  receivables  allocated  to a series in one  group  that are not
required to make distributions with respect to the certificates of the series in
such group may be shared with the series in another group. For each series,  the
supplement  relating to such  series  governs the terms and timing of payment of
interest and principal and the  allocations of collections of receivables  among
the various  series  within such  series'  group and among series in a different
group.

         The trust may not engage in any business  activity other than acquiring
and  holding  the  trust  assets,  issuing  certificates,   making  payments  on
certificates  and related  activities.  Pursuant  to the  pooling and  servicing
agreement,  the trustee  holds the trust  assets in trust for the benefit of the
holders of the  certificates,  and TRS or any successor  servicer is responsible
for the administration and servicing of the receivables. The trust does not have
any source of capital  resources  other  than the  trust  assets.  The trust is
formed under and  administered  in accordance  with the laws of the State of New
York.

         The trust has 54 classes of investor certificates outstanding:

         .        Class A Series 2000-3 Floating Rate Asset Backed  Certificates
                  and  Class  B  Series   2000-3   Floating  Rate  Asset  Backed
                  Certificates (collectively, the "Series 2000-3 Certificates");

         .        Class A Series 2000-4 Floating Rate Asset Backed  Certificates
                  and  Class  B  Series   2000-4   Floating  Rate  Asset  Backed
                  Certificates (collectively, the "Series 2000-4 Certificates");

         .        Class A Series 2000-5 Floating Rate Asset Backed  Certificates
                  and  Class  B  Series   2000-5   Floating  Rate  Asset  Backed
                  Certificates (collectively, the "Series 2000-5 Certificates");

         .        Class A Series 2001-1 Floating Rate Asset Backed  Certificates
                  and  Class  B  Series   2001-1   Floating  Rate  Asset  Backed
                  Certificates (collectively, the "Series 2001-1 Certificates");

         .        Class A Series  2001-2  5.53% Asset  Backed  Certificates  and
                  Class  B  Series   2001-2  5.83%  Asset  Backed   Certificates
                  (collectively, the "Series 2001-2 Certificates");


                                      - 3-


<PAGE>


         .        Class A Series 2001-3 Floating Rate Asset Backed  Certificates
                  and  Class  B  Series   2001-3   Floating  Rate  Asset  Backed
                  Certificates (collectively, the "Series 2001-3 Certificates");

         .        Class A Series 2001-4 Floating Rate Asset Backed  Certificates
                  and  Class  B  Series   2001-4   Floating  Rate  Asset  Backed
                  Certificates (collectively, the "Series 2001-4 Certificates");

         .        Class A Series 2001-5 Floating Rate Asset Backed  Certificates
                  and  Class  B  Series   2001-5   Floating  Rate  Asset  Backed
                  Certificates (collectively, the "Series 2001-5 Certificates");

         .        Class A Series 2001-6 Floating Rate Asset Backed  Certificates
                  and  Class  B  Series   2001-6   Floating  Rate  Asset  Backed
                  Certificates (collectively, the "Series 2001-6 Certificates");

         .        Class A Series 2001-7 Floating Rate Asset Backed  Certificates
                  and  Class  B  Series   2001-7   Floating  Rate  Asset  Backed
                  Certificates (collectively, the "Series 2001-7 Certificates");

         .        Class A Series 2002-1 Floating Rate Asset Backed  Certificates
                  and  Class  B  Series   2002-1   Floating  Rate  Asset  Backed
                  Certificates (collectively, the "Series 2002-1 Certificates");

         .        Class A Series 2002-2 Floating Rate Asset Backed  Certificates
                  and  Class  B  Series   2002-2   Floating  Rate  Asset  Backed
                  Certificates (collectively, the "Series 2002-2 Certificates");

         .        Class A Series 2002-3 Floating Rate Asset Backed  Certificates
                  and  Class  B  Series   2002-3   Floating  Rate  Asset  Backed
                  Certificates (collectively, the "Series 2002-3 Certificates");

         .        Class A Series 2002-4 Floating Rate Asset Backed  Certificates
                  and  Class  B  Series   2002-4   Floating  Rate  Asset  Backed
                  Certificates (collectively, the "Series 2002-4 Certificates");

         .        Class A Series 2002-5 Floating Rate Asset Backed  Certificates
                  and  Class  B  Series   2002-5   Floating  Rate  Asset  Backed
                  Certificates (collectively, the "Series 2002-5 Certificates");

         .        Class A Series 2002-6 Floating Rate Asset Backed  Certificates
                  and  Class  B  Series   2002-6   Floating  Rate  Asset  Backed
                  Certificates (collectively, the "Series 2002-6 Certificates");

         .        Class A Series 2003-1 Floating Rate Asset Backed  Certificates
                  and  Class  B  Series   2003-1   Floating  Rate  Asset  Backed
                  Certificates (collectively, the "Series 2003-1 Certificates");

         .        Class A Series 2003-2 Floating Rate Asset Backed  Certificates
                  and  Class  B  Series   2003-2   Floating  Rate  Asset  Backed
                  Certificates (collectively, the "Series 2003-2 Certificates");

         .        Class A Series 2003-3 Floating Rate Asset Backed  Certificates
                  and  Class  B  Series   2003-3   Floating  Rate  Asset  Backed
                  Certificates (collectively, the "Series 2003-3 Certificates");

         .        Class A Series  2003-4  1.69% Asset  Backed  Certificates  and
                  Class B Series  2003-4  1.90% Rate Asset  Backed  Certificates
                  (collectively, the "Series 2003-4 Certificates");

         .        Class A Series 2004-1 Floating Rate Asset Backed  Certificates
                  and  Class  B  Series   2004-1   Floating  Rate  Asset  Backed
                  Certificates (collectively, the "Series 2004-1 Certificates");


                                     - 4 -


<PAGE>


         .        Class A Series 2004-2 Floating Rate Asset Backed  Certificates
                  and  Class  B  Series   2004-2   Floating  Rate  Asset  Backed
                  Certificates (collectively, the "Series 2004-2 Certificates");

         .        Class A Series  2004-3  4.35% Asset  Backed  Certificates  and
                  Class  B  Series   2004-3  4.55%  Asset  Backed   Certificates
                  (collectively, the "Series 2004-3 Certificates");

         .        Class A Series 2004-4 Floating Rate Asset Backed  Certificates
                  and  Class  B  Series   2004-4   Floating  Rate  Asset  Backed
                  Certificates (collectively, the "Series 2004-4 Certificates");

         .        Class A Series 2004-5 Floating Rate Asset Backed  Certificates
                  and  Class  B  Series   2004-5   Floating  Rate  Asset  Backed
                  Certificates (collectively, the "Series 2004-5 Certificates);

         .        Class A Series 2005-1 Floating Rate Asset Backed  Certificates
                  and  Class  B  Series   2005-1   Floating  Rate  Asset  Backed
                  Certificates (collectively,  the "Series 2005-1 Certificates);
                  and

         .        Class A Series 2005-2 Floating Rate Asset Backed  Certificates
                  and  Class  B  Series   2005-2   Floating  Rate  Asset  Backed
                  Certificates (collectively, the "Series 2005-2 Certificates).

         The Class A Series 1999-1 Floating Rate Asset Backed  Certificates  and
the Class B Series 1999-1 Floating Rate Asset Backed  Certificates  were paid in
full April 15, 2004.

         The Class A Series 1999-2 Floating Rate Asset Backed  Certificates  and
the Class B Series 1999-2 Floating Rate Asset Backed  Certificates  were paid in
full May 17, 2004.

         The Class A Series 1999-3 Floating Rate Asset Backed  Certificates  and
the Class B Series 1999-3 Floating Rate Asset Backed  Certificates  were paid in
full May 17, 2004.

         The Class A Series 1999-5 Floating Rate Asset Backed  Certificates  and
the Class B Series 1999-5 Floating Rate Asset Backed  Certificates  were paid in
full July 15, 2004.

         The Class A Series 2000-1 Floating Rate Asset Backed  Certificates  and
the Class B Series 2000-1 Floating Rate Asset Backed  Certificates  were paid in
full February 15, 2005.

         The Class A Series 2000-2 Floating Rate Asset Backed  Certificates  and
the Class B Series 2000-2 Floating Rate Asset Backed  Certificates  were paid in
full February 15, 2005.

         Information  concerning  the  performance  of the trust assets for each
monthly  due  period of the trust is  contained  in monthly  servicer's  reports
provided  to the  trustee  and  filed  monthly  on  Form  8-K,  and  information
concerning  distributions  made on the  investor  certificates  is  contained in
payment date statements prepared by the servicer and also filed on Form 8-K. The
servicer has  prepared a report that sets forth,  with respect to certain of the
items  reported  on monthly in the monthly  servicer's  reports,  the  aggregate
amount of such  items for the full year 2004 or, as  applicable,  the  amount of
such items as of December 25, 2004,  the last day of the last monthly due period
in 2004. This annual report is filed as Exhibit 99.3.

Item 3.  Legal Proceedings

         The  Registrant  knows of no legal  proceedings  material  to  security
holders  involving  the trust,  the trust  assets,  the  servicer or the account
owners.


                                     - 5 -


<PAGE>


Item 4.  Submission of Matters to a Vote of Security Holders

         None.


                                     PART II

Item 5.  Market for Registrant's Common Equity and Related Stockholder Matters

         (a)      The  Registrant  has no voting  stock or class of common stock
                  outstanding as of the date of this report. To the Registrant's
                  knowledge,  there is no established  public trading market for
                  the investor certificates.

         (b)      The  certificates  representing  investors'  interests  in the
                  trust were delivered in book-entry form through the facilities
                  of the  Depository  Trust Company  ("DTC") and the nominee for
                  DTC,  Cede  &  Co.,  is  the  sole  registered  holder  of the
                  certificates.

         (c)      Not Applicable.


Item 6.  Selected Financial Data

         Not Applicable.


Item 7.  Management's Discussion and Analysis of Financial Condition and Results
         of Operations

         Not Applicable.


Item 7A. Quantitative and Qualitative Disclosures About Market Risk

         Not Applicable.


Item 8.  Financial Statements and Supplementary Data

         Not Applicable.


Item 9.  Changes in and Disagreements with Accountants on Accounting and
         Financial Disclosure

         None.


Item 9A. Controls and Procedures

         Not Applicable.


                                     - 6 -


<PAGE>


                                    PART III


Item 10. Directors and Executive Officers of the Registrant

         Not Applicable.


Item 11. Executive Compensation

         Not Applicable.


Item 12. Security Ownership of Certain Beneficial Owners and Management

         (a)      The investor  certificates  were delivered in book-entry  form
                  through the facilities of DTC. As a  consequence,  the nominee
                  for DTC, Cede & Co., is the sole registered holder of investor
                  certificates.  An investor holding an interest in the trust is
                  not  entitled  to  receive  a  certificate  representing  such
                  interest except in limited circumstances. Cede & Co. holds the
                  investor certificates on behalf of brokers, dealers, banks and
                  other direct  participants in the DTC system. DTC participants
                  may own  investor  certificates  for their own account or hold
                  them for the accounts of their  customers.  As of February 28,
                  2005 the following direct DTC  participants  held positions in
                  investor  certificates  representing  interests  in the  trust
                  equal to or exceeding 5% of the total principal  amount of the
                  investor certificates of each class of each series outstanding
                  on that date.  Information on DTC participants' held positions
                  is provided by DTC.

                                                  Principal
                                                  Amount of             Percent
                             Name                 Certificates          of Class
                             ----                 ------------          --------

         CLASS A SERIES
         2000-3 FLOATING
         RATE ASSET
         BACKED
         CERTIFICATES:       State Street Bank    $344,395,000           41.74%
                               & Trust

                             JP Morgan Chase      $159,000,000           19.27%

                             Citibank             $151,500,000           18.36%

                             Northern Trust        $63,085,000            7.64%

         CLASS B SERIES
         2000-3 FLOATING
         RATE ASSET
         BACKED
         CERTIFICATES:       Bank of New York      $38,000,000           47.50%

                             JP Morgan Chase       $24,500,000           30.62%

                             Bank of Tokyo -
                               Mitsubishi          $10,000,000           12.50%

                             UBS Finance            $4,100,000            5.12%


                                     - 7 -


<PAGE>


                                                  Principal
                                                  Amount of             Percent
                             Name                 Certificates          of Class
                             ----                 ------------          --------

         CLASS A SERIES
         2000-4 FLOATING
         RATE ASSET
         BACKED
         CERTIFICATES:       Bank of Tokyo -
                               Mitsubishi         $950,000,000            95.0%

                             State Street Bank
                               & Trust             $50,000,000             5.0%


         CLASS B SERIES
         2000-4 FLOATING
         RATE ASSET
         BACKED
         CERTIFICATES:       Bank of New York      $23,970,000           24.72%

                             Citibank              $48,000,000           49.50%

                             JP Morgan Chase       $25,000,000           25.78%


         CLASS A SERIES
         2000-5 FLOATING
         RATE ASSET
         BACKED
         CERTFICATES:        State Street Bank
                               & Trust            $201,990,770           31.07%

                             Bank of New York     $178,355,000           27.44%

                             Northern Trust        $89,625,000           13.79%

                             JP Morgan Chase       $88,255,230           13.57%

                             Mellon Trust          $65,410,000           10.06%


         CLASS B SERIES
         2000-5 FLOATING
         RATE ASSET
         BACKED
         CERTFICATES:        JP Morgan Chase       $45,530,000           72.24%

                             Mellon Trust          $17,500,000           27.76%


         CLASS A SERIES
         2001-1 FLOATING
         RATE ASSET
         BACKED
         CERTFICATES:        State Street Bank
                               & Trust            $372,817,000           60.25%

                             JP Morgan Chase       $71,998,000           11.64%

                             Citibank              $34,925,000            5.64%


                                     - 8 -


<PAGE>


                                                  Principal
                                                  Amount of             Percent
                             Name                 Certificates          of Class
                             ----                 ------------          --------

         CLASS B SERIES
         2001-1 FLOATING
         RATE ASSET
         BACKED
         CERTFICATES:        Merrill Lynch         $20,000,000           33.33%

                             JP Morgan Chase       $20,000,000           33.33%

                             Bank of Tokyo -
                               Mitsubishi          $10,000,000           16.67%

                             Citibank               $5,000,000            8.33%

                             CGM                    $4,000,000            6.67%


         CLASS A SERIES
         2001-2 5.53%
         ASSET BACKED
         CERTIFICATES:       State Street Bank
                               & Trust             $79,925,000           36.95%

                             JP Morgan Chase       $31,600,000           14.61%

                             Mellon Trust          $17,215,000            7.96%

                             Harris Trust          $15,600,000            7.21%

                             Bank of New York      $13,195,000            6.10%

                             Northern Trust        $12,850,000            5.94%


         CLASS B SERIES
         2001-2 5.83%
         ASSET BACKED
         CERTIFICATES:       JP Morgan Chase       $15,000,000             100%


         CLASS A SERIES
         2001-3 FLOATING
         RATE ASSET
         BACKED
         CERTIFICATES:       State Street Bank
                               & Trust            $322,465,000           52.11%

                             Northern Trust       $162,695,000           26.29%

                             Mellon Trust         $36, 450,000            5.89%

                             Harris Trust          $35,000,000            5.65%


                                     - 9 -


<PAGE>


                                                  Principal
                                                  Amount of             Percent
                             Name                 Certificates          of Class
                             ----                 ------------          --------

         CLASS B SERIES
         2001-3 FLOATING
         RATE ASSET
         BACKED
         CERTIFICATES:       Bank of New York      $20,000,000           33.33%

                             Citibank              $20,000,000           33.33%

                             JP Morgan Chase       $10,000,000           16.67%

                             Mellon Trust          $10,000,000           16.67%


         CLASS A SERIES
         2001-4 FLOATING
         RATE ASSET
         BACKED
         CERTIFICATES:       Mellon Trust         $135,886,000           22.72%

                             State Street Bank
                               & Trust            $106,330,000           17.77%

                             Northern Trust        $92,000,000           15.38%

                             Bank of New York      $88,444,000           14.78%

                             JP Morgan Chase       $43,986,000            7.35%


         CLASS B SERIES
         2001-4 FLOATING
         RATE ASSET
         BACKED
         CERTIFICATES:       JP Morgan Chase       $25,000,000           43.10%

                             Bank of Tokyo -
                               Mitsubishi          $18,000,000           31.03%

                             Bank of New York      $10,000,000           17.24%

                             Citibank               $5,000,000            8.62%


         CLASS A SERIES
         2001-5 FLOATING
         RATE ASSET
         BACKED
         CERTIFICATES:       Citibank             $123,385,000           29.91%

                             JP Morgan Chase      $107,140,000           25.24%

                             WBNA - Main           $55,150,000           13.36%

                             Harris Trust          $50,000,000           12.12%

                             US Bank NA            $29,750,000            7.21%


                                     - 10 -


<PAGE>


                                                  Principal
                                                  Amount of             Percent
                             Name                 Certificates          of Class
                             ----                 ------------          --------

         CLASS B SERIES
         2001-5 FLOATING
         RATE ASSET
         BACKED
         CERTIFICATES:       Bank of New York      $20,000,000           50.00%

                             JP Morgan Chase       $13,000,000           32.50%

                             JP Morgan/GW           $7,000,000           17.50%


         CLASS A SERIES
         2001-6 FLOATING
         RATE ASSET
         BACKED
         CERTIFICATES:       JP Morgan Chase      $190,000,000           32.90%

                             State Street Bank
                               & Trust            $104,250,000           18.05%

                             Northern Trust        $95,000,000           16.45%

                             Bank of New York      $83,500,000           14.45%

                             Mellon Trust          $56,500,000            9.78%


         CLASS B SERIES
         2001-6 FLOATING
         RATE ASSET
         BACKED
         CERTIFICATES:       Bank of New York      $33,900,000           60.53%

                             JP Morgan Chase       $16,900,000           30.17%

                             Brown Brothers         $5,200,000            9.28%


         CLASS A SERIES
         2001-7 FLOATING
         RATE ASSET
         BACKED
         CERTIFICATES:       JP Morgan Chase      $222,000,000           41.39%

                             Citibank              $80,690,000           15.04%

                             Bank of New York      $71,055,000           13.25%

                             BARC/Fixed            $47,000,000            8.76%

                             Mellon Trust          $40,825,000            7.61%

                             State Street Bank
                               & Trust             $33,350,000            6.22%


                                     - 11 -


<PAGE>


                                                  Principal
                                                  Amount of             Percent
                             Name                 Certificates          of Class
                             ----                 ------------          --------

         CLASS B SERIES
         2001-7 FLOATING
         RATE ASSET
         BACKED
         CERTIFICATES:       JP Morgan Chase       $30,000,000           57.69%

                             Bank of Tokyo -
                               Mitsubishi          $10,000,000           19.23%

                             Mellon Trust          $10,000,000           19.23%


         CLASS A SERIES
         2002-1 FLOATING
         RATE ASSET
         BACKED
         CERTIFICATES:       JP Morgan Chase      $288,065,000           37.95%

                             Citibank             $160,000,000           21.08%

                             Bank of New York     $139,300,000           18.35%

                             State Street Bank
                               & Trust              81,619,000           10.75%


         CLASS B SERIES
         2002-1 FLOATING
         RATE ASSET
         BACKED
         CERTIFICATES:       State Street Bank
                               & Trust             $44,000,000           59.78%

                             JP Morgan Chase       $17,600,000           23.91%

                             JPM/CCS2              $12,000,000           16.30%


         CLASS A SERIES
         2002-2 FLOATING
         RATE ASSET
         BACKED
         CERTIFICATES:       Bank of New York     $237,225,000           30.58%

                             JP Morgan Chase      $232,985,000           30.04%

                             State Street Bank
                               & Trust            $145,485,000           18.76%

                             CITIDLRTEO            $60,000,000            7.73%


         CLASS B SERIES
         2002-2 FLOATING
         RATE ASSET
         BACKED
         CERTIFICATES:       JP Morgan Chase       $29,500,000           39.22%

                             Mellon Trust          $25,000,000           33.24%

                             JPM/CCS2              $10,000,000           13.29%

                             State Street Bank
                               & Trust              $6,000,000            7.97%


                                     - 12 -


<PAGE>


                                                  Principal
                                                  Amount of             Percent
                             Name                 Certificates          of Class
                             ----                 ------------          --------

         CLASS A SERIES
         2002-3 FLOATING
         RATE ASSET
         BACKED
         CERTIFICATES:       JP Morgan Chase      $342,340,000           45.10%

                             State Street Bank
                               & Trust            $178,720,000           23.54%

                             Mellon Trust          $83,595,000           11.01%

                             Bank of New York      $50,000,000            6.59%


         CLASS B SERIES
         2002-3 FLOATING
         RATE ASSET
         BACKED
         CERTIFICATES:       State Street Bank
                               & Trust             $27,600,000           37.50%

                             JP Morgan Chase       $17,500,000           23.77%

                             Mellon Trust          $15,500,000           21.05%

                             Citibank               $5,000,000            6.79%

                             Deutsche  Bank         $4,000,000            5.43%

                             Wells Bank NA          $4,000,000            5.43%


         CLASS A SERIES
         2002-4 FLOATING
         RATE ASSET
         BACKED
         CERTIFICATES:       State Street Bank
                               & Trust            $117,220,000           28.14%

                             Bank of New York     $106,180,000           25.74%

                             Northern Trust       $101,540,000           24.61%

                             JP Morgan Chase       $34,625,000            8.39%

                             Mellon Trust          $20,635,000            5.00%


         CLASS B SERIES
         2002-4 FLOATING
         RATE ASSET
         BACKED
         CERTIFICATES:       JP Morgan Chase       $30,000,000           75.00%

                             Mellon Trust           $8,000,000           20.00%

                             Northern Trust         $2,000,000            5.00%


                                     - 13 -


<PAGE>


                                                  Principal
                                                  Amount of             Percent
                             Name                 Certificates          of Class
                             ----                 ------------          --------

         CLASS A SERIES
         2002-5 FLOATING
         RATE ASSET
         BACKED
         CERTIFICATES:       Citibank             $210,000,000           42.42%

                             JP Morgan Chase      $139,500,000           28.18%

                             US Bank NA            $78,000,000           15.75%

                             JPM/CCS2              $25,000,000            5.05%


         CLASS B SERIES
         2002-5 FLOATING
         RATE ASSET
         BACKED
         CERTIFICATES:       State Street Bank
                               & Trust             $30,000,000           62.50%

                             Bank of America       $17,650,000           36.77%


         CLASS A SERIES
         2002-6 FLOATING
         RATE ASSET
         BACKED
         CERTIFICATES:       Mellon Trust         $154,225,000           25.96%

                             JP Morgan Chase      $107,000,000           18.01%

                             Bank of New York      $82,750,000           13.93%

                             Bank of New York/
                               SO GE               $60,000,000           10.10%

                             State Street Bank
                               & Trust             $59,900,000           10.08%

                             UBS                   $50,000,000            8.41%

                             Merrill Lynch         $32,000,000            5.38%


         CLASS B SERIES
         2002-6 FLOATING
         RATE ASSET
         BACKED
         CERTIFICATES:       State Street Bank
                               & Trust             $20,000,000           34.72%

                             JP Morgan Chase       $18,000,000           31.25%

                             Merrill Lynch          $9,000,000           15.62%

                             Bank of Tokyo -
                               Mitsubishi           $5,000,000            8.68%

                             Pershing               $3,500,000            6.07%


                                     - 14 -


<PAGE>


                                                  Principal
                                                  Amount of             Percent
                             Name                 Certificates          of Class
                             ----                 ------------          --------

         CLASS A SERIES
         2003-1 FLOATING
         RATE ASSET
         BACKED
         CERTIFICATES:       JP Morgan Chase      $286,475,000           37.74%

                             Mellon Trust         $170,450,000           22.45%

                             State Street Bank
                               & Trust             $65,890,000            8.68%

                             JPM/CCS2              $60,000,000            7.90%

                             Bank of New York      $59,080,000            7.78%

                             Investors Bank        $46,825,000            6.16%

                             Citibank              $43,700,000            5.75%


         CLASS B SERIES
         2003-1 FLOATING
         RATE ASSET
         BACKED
         CERTIFICATES:       JPM/CCS2              $27,000,000           36.68%

                             JP Morgan Chase       $19,000,000           25.81%

                             Citibank              $16,750,000           22.75%

                             Mellon Trust           $9,000,000           12.22%


         CLASS A SERIES
         2003-2 FLOATING
         RATE ASSET
         BACKED
         CERTIFICATES:       JP Morgan Chase      $565,425,000           62.30%

                             Citibank             $161,350,000           17.77%

                             Bank of New York      $58,470,000            6.44%


         CLASS B SERIES
         2003-2 FLOATING
         RATE ASSET
         BACKED
         CERTIFICATES:       Citibank              $33,965,000           38.59%

                             Sumi Trust            $20,000,000           22.72%

                             JPM/CCS2              $19,035,000           21.63%

                             Bank of New York      $15,000,000           17.04%


                                     - 15 -


<PAGE>


                                                  Principal
                                                  Amount of             Percent
                             Name                 Certificates          of Class

         CLASS A SERIES
         2003-3 FLOATING
         RATE ASSET
         BACKED
         CERTIFICATES:       JP Morgan Chase      $241,050,000           38.95%

                             State Street Bank
                               & Trust            $129,050,000           20.85%

                             Bank of New York      $96,650,000           15.62%

                             Harris Trust          $47,000,000            7.59%

                             Citibank              $35,000,000            5.65%


         CLASS B SERIES
         2003-3 FLOATING
         RATE ASSET
         BACKED
         CERTIFICATES:       JP Morgan Chase       $30,000,000           50.00%

                             Sumi Trust            $10,000,000           16.67%

                             Citibank               $9,000,000           15.00%

                             WBNA - Main            $6,000,000           10.00%

                             JPM/CCS2               $5,000,000            8.33%


         CLASS A SERIES
         2003-4 1.69%
         ASSET BACKED
         CERTIFICATES:       JP Morgan Chase      $110,060,000           18.71%

                             State Street Bank
                               & Trust             $93,984,111           15.98%

                             Northern Trust        $76,779,000           13.05%

                             Mellon Trust          $67,760,000           11.52%

                             Bank of New York      $38,380,891            6.52%


         CLASS B SERIES
         2003-4 1.90%
         ASSET BACKED
         CERTIFICATES:       Bank of New York      $18,000,000           44.11%

                             Mellon Trust           $7,585,000           18.59%

                             JP Morgan Chase        $4,850,000           11.88%

                             Northern Trust         $3,900,000            9.55%

                             State Street Bank
                               & Trust              $3,500,000            8.57%

                             Wachovia Bank NA       $2,840,000            6.96%


                                     - 16 -


<PAGE>


                                                  Principal
                                                  Amount of             Percent
                             Name                 Certificates          of Class
                             ----                 ------------          --------

         CLASS A SERIES
         2004-1 FLOATING
         RATE ASSET
         BACKED
         CERTIFICATES:       JP Morgan Chase      $247,000,000           36.97%

                             Citibank             $184,000,000           27.54%

                             Bank of New York      $87,000,000           13.02%

                             State Street Bank
                               & Trust             $50,000,000            7.48%

                             Wells Bank NA         $35,000,000            5.23%


         CLASS B SERIES
         2004-1 FLOATING
         RATE ASSET
         BACKED
         CERTIFICATES:       State Street Bank
                               &  Trust            $19,640,000           32.73%

                             Bank of New York      $16,615,000           27.69%

                             JP Morgan Chase       $10,775,000           17.95%

                             Citibank               $8,470,000           14.11%

                             CGM/SAL BR             $3,000,000            5.00%


         CLASS A SERIES
         2004-2 FLOATING
         RATE ASSET
         BACKED
         CERTIFICATES:       Citibank              $66,150,000           19.80%

                             State Street Bank     $61,550,000           18.43%

                             Brown Brothers        $60,400,000           18.08%

                             JPM/CCS2              $50,000,000           14.97%

                             Wachovia Bank NA      $50,000,000           14.97%

                             Bank of New York      $30,500,000            9.13%


         CLASS B SERIES
         2004-2 FLOATING
         RATE ASSET
         BACKED
         CERTIFICATES:       State Street Bank
                               & Trust Company     $18,000,000           60.00%

                             Bank of New York       12,000,000           40.00%


                                     - 17 -


<PAGE>


                                                  Principal
                                                  Amount of             Percent
                             Name                 Certificates          of Class
                             ----                 ------------          --------

         CLASS A SERIES
         2004-3 4.35%
         ASSET BACKED
         CERTIFICATES:       Mellon Trust         $168,306,000           32.24%

                             JP Morgan Chase       $89,707,000           17.18%

                             State Street Bank
                               & Trust             $84,426,000           16.17%

                             Bank of New York      $71,233,000           13.64%


         CLASS B SERIES
         2004-3 4.55%
         ASSET BACKED
         CERTIFICATES:       State Street Bank
                               & Trust             $12,500,000           41.67%

                             JP Morgan Chase        $8,720,000           29.06%

                             Bank of New York       $6,780,000           22.60%

                             Merrill Lynch          $2,000,000            6.67%


         CLASS A SERIES
         2004-4 FLOATING
         RATE ASSET
         BACKED
         CERTIFICATES:       State Street Bank
                               & Trust            $430,995,000           46.92%

                             Bank of New York     $195,000,000           21.23%

                             JP Morgan Chase      $142,965,000           15.56%

                             Citibank              $91,000,000            9.90%


         CLASS B SERIES
         2004-4 FLOATING
         RATE ASSET
         BACKED
         CERTIFICATES:       JP Morgan Chase       $32,575,000           39.48%

                             Citibank              $29,350,000           35.57%

                             Goldman Sachs         $10,000,000           12.12%

                             Bank of New York       $5,000,000            6.06%

                             Mellon Trust           $4,125,000            5.00%


                                     -18 -


<PAGE>


                                                  Principal
                                                  Amount of             Percent
                             Name                 Certificates          of Class
                             ----                 ------------          --------

         CLASS A SERIES
         2004-5 FLOATING
         RATE ASSET
         BACKED
         CERTIFICATES:       State Street Bank
                               & Trust            $243,000,000           29.10%

                             LaSalle  Bank        $122,400,000           14.65%

                             JP Morgan Chase      $117,000,000           14.01%

                             Bank of New York     $107,000,000           12.81%

                             Northern Trust        $73,000,000            8.74%

                             Northern Trust
                               Savings             $45,000,000            5.38%

                             Citibank              $43,000,000            5.15%


         CLASS B SERIES
         2004-5 FLOATING
         RATE ASSET
         BACKED
         CERTIFICATES:       JP Morgan Chase       $43,850,000           58.46%

                             Citibank              $24,150,000           32.20%

                             Mellon Trust           $7,000,000            9.33%



         The address of each of the above participants is:

         (a)      c/o The Depository Trust Company
                  55 Water Street
                  New York, New York 10041

         (b)      Not Applicable.

         (c)      Not Applicable.


Item 13. Certain Relationships and Related Transactions

         The Bank of New York acts as Trustee  under the Pooling  and  Servicing
Agreement.


Item 14. Principal Accounting Fees and Services

         Not Applicable.


                                     - 19 -


<PAGE>


                                     PART IV

Item 15. Exhibits, Financial Statement Schedules, and Reports on Form 8-K

         (a)      The  following  documents  are  filed  as part of this  Annual
                  Report on Form 10-K:

                  1.       First   Amendment   to  the  Pooling  and   Servicing
                           Agreement,  dated  June 30,  2004  (filed as  Exhibit
                           4.2).

                  2.       Annual Servicing  Statement  Delivered to the Trustee
                           (filed as Exhibit 99.1).

                  3.       Annual  Accountant's  Report  of  Ernst &  Young  LLP
                           (filed as Exhibit 99.2).

                  4.       Annual Report  containing  Aggregate  Information for
                           the Fiscal Year (filed as Exhibit 99.3).

                  5.       Certifications   pursuant   to  Section  302  of  the
                           Sarbanes-Oxley Act of 2002 (filed as Exhibits 99.4.1,
                           99.4.2 and 99.4.3).

                  6.       Administrative  and Services and Premises  Agreement,
                           dated April 16, 2004 (filed as Exhibit 10.4).

                  7.       Subservicing Agreement, dated June 30, 2004 (filed as
                           Exhibit 10.5).


         (b)      Reports on Form 8-K:

                  The trust has filed the  following  reports  on Form 8-K since
                  April 15, 2004:

                  1.       Form 8-K, dated April 15, 2004, attaching the Monthly
                           Servicer's  Certificate  for the due period  February
                           26, 2004 through March 26, 2004.

                  2.       Form 8-K, dated April 16, 2004, attaching the Pooling
                           and  Servicing  Agreement,  dated  May 16,  1996,  as
                           amended  and  restated  as of April 16,  2004,  among
                           American Express Receivables Financing Corporation II
                           ("RFC II"),  American Express  Receivables  Financing
                           Corporation III LLC ("RFC III") and American  Express
                           Receivables  Financing Corporation IV LLC ("RFC IV"),
                           as  transferors,   American  Express  Travel  Related
                           Services Company, Inc. ("TRS"), as servicer,  and The
                           Bank  of  New  York,  as  trustee  (the   "Trustee");
                           attaching the Amendment to Series Supplements,  dated
                           April 16,  2004,  among  American  Express  Centurion
                           Bank,  RFC II, RFC III,  RFC IV, TRS and the Trustee;
                           attaching the Receivables  Purchase Agreement,  dated
                           April 16, 2004,  between American  Express  Centurion
                           Bank  and RFC  III;  and  attaching  the  Receivables
                           Purchase  Agreement,  dated April 16,  2004,  between
                           American Express Bank, FSB and RFC IV.

                  3.       Form 8-K,  dated May 17, 2004,  attaching the Monthly
                           Servicer's  Certificate  for the due period March 27,
                           2004 through April 25, 2004.


                                     - 20 -


<PAGE>


                  4.       Form 8-K,  dated June 2, 2004,  attaching  the Series
                           2004-2 Supplement,  dated June 2, 2004, supplementing
                           the Pooling and  Servicing  Agreement,  dated May 16,
                           1996,  as amended  and  restated as of April 16, 2004
                           and the Series 2004-3 Supplement,  dated June 2, 2004
                           supplementing  the Pooling and  Servicing  Agreement,
                           dated May 16,  1996,  as amended  and  restated as of
                           April 16, 2004.

                  5.       Form 8-K, dated June 15, 2004, attaching the Monthly
                           Servicer's Certificate for the due period April 26,
                           2004 through May 25, 2004.

                  6.       Form 8-K, dated July 15, 2004,  attaching the Monthly
                           Servicer's  Certificate  for the due  period  May 26,
                           2004 through June 25, 2004.

                  7.       Form  8-K,  dated  August  16,  2004,  attaching  the
                           Monthly  Servicer's  Certificate  for the due  period
                           June 26, 2004 through July 25, 2004.

                  8.       Form 8-K, dated August 17, 2004, attaching the Series
                           2004-4    Supplement,    dated    August   17,   2004
                           supplementing  the Pooling and  Servicing  Agreement,
                           dated May 16,  1996,  as amended  and  restated as of
                           April 16, 2004.

                  9.       Form 8-K,  dated  September  15, 2004,  attaching the
                           Monthly  Servicer's  Certificate  for the due  period
                           July 27, 2004 through August 25, 2004.

                  10.      Form 8-K,  dated  September  21, 2004,  attaching the
                           Second   Amendment  to  the  Pooling  and   Servicing
                           Agreement,   dated   September   21,  2004  and  also
                           attaching   the  Series  2004-5   Supplement,   dated
                           September  23,  2004,  supplementing  the Pooling and
                           Servicing  Agreement,  dated May 16, 1996, as amended
                           and restated as of April 16, 2004.

                  11.      Form 8-K,  dated  October  15,  2004,  attaching  the
                           Monthly  Servicer's  Certificate  for the due  period
                           August 26, 2004 through September 25, 2004.

                  12.      Form 8-K,  dated  November  15, 2004,  attaching  the
                           Monthly  Servicer's  Certificate  for the due  period
                           September 26, 2004 through October 25, 2004.

                  13.      Form 8-K,  dated  December  15, 2004,  attaching  the
                           Monthly  Servicer's  Certificate  for the due  period
                           October 26, 2004 through November 24, 2004.

                  14.      Form 8-K,  dated  January  18,  2005,  attaching  the
                           Monthly  Servicer's  Certificate  for the due  period
                           November 25, 2004 through December 25, 2004.

                  15.      Form  8-K,  dated  February  14,  2005,  relating  to
                           addition of accounts and attaching  Assignment No. 12
                           of Receivables in Additional Accounts, dated February
                           14,  2005,   between  American  Express   Receivables
                           Financing  Corporation  III LLC  and The  Bank of New
                           York  and   Assignment   No.  13  of  Receivables  in
                           Additional Accounts, dated February 14, 2005, between
                           American Express Receivables Financing Corporation IV
                           LLC and The Bank of New York.


                                     - 21 -


<PAGE>


                  16.      Form 8-K,  dated  February  18, 2005,  attaching  the
                           Monthly  Servicer's  Certificate  for the due  period
                           December 26, 2004 through January 26, 2005.

                  17.      Form 8-K, dated March 15, 2005, attaching the Monthly
                           Servicer's Certificate for the due period January 27,
                           2005 through February 25, 2005.

                  18.      Form 8-K, dated March 24, 2005,  attaching the Series
                           2005-1 Supplement, dated March 24, 2005 supplementing
                           its Pooling and Servicing Agreement,  dated March 16,
                           1996,  as amended and  restated as of April 16, 2004;
                           and also  attaching  the  Series  2005-2  Supplement,
                           dated March 24, 2005,  supplementing  its Pooling and
                           Servicing  Agreement,  dated May 16, 1996, as amended
                           and restated as of April 16, 2004.


         (c)      Exhibits:

                  4.1      Pooling and Servicing Agreement,  dated May 16, 1996,
                           as  amended  and   restated  as  of  April  16,  2004
                           (incorporated  by  reference  to Exhibit  4.1 of Form
                           8-K, dated April 16, 2004, File No. 000-20787).

                  4.2      First   Amendment   to  the  Pooling  and   Servicing
                           Agreement, dated June 30, 2004.

                  4.3      Second   Amendment  to  the  Pooling  and   Servicing
                           Agreement,  dated September 21, 2004 (incorporated by
                           reference to Exhibit 4.1 of Form 8-K, dated September
                           21, 2004, File No. 000-20787).

                  4.4      Supplemental  Assumption  Agreement,  dated  June 27,
                           1996,  between  American  Express  Centurion Bank, as
                           Assignor,  and American Express Deposit  Corporation,
                           as   Assignee,   with  respect  to  the  Pooling  and
                           Servicing  Agreement  Governing the American  Express
                           Credit   Account   Master  Trust   (incorporated   by
                           reference to Exhibit 4.3 of Form 8-K,  dated July 15,
                           1996, File No. 000-20787).

                  4.5      Assignment   No.  1  of   Receivables  in  Additional
                           Accounts, dated August 7, 1997, by and among American
                           Express   Centurion   Bank   and   American   Express
                           Receivables Financing Corporation II, as transferors,
                           and The Bank of New York, as trustee (incorporated by
                           reference to Exhibit  20.2 of Form 8-K,  dated August
                           15, 1997, File No. 000-20787).

                  4.6      Assignment   No.  3  of   Receivables  in  Additional
                           Accounts,  dated  September  13,  1999,  by and among
                           American Express  Centurion Bank and American Express
                           Receivables Financing Corporation II, as transferors,
                           and The Bank of New York, as trustee (incorporated by
                           reference  to  Exhibit   99.1  of  Form  8-K,   dated
                           September 1, 1999, File No. 000-20787).

                  4.7      Assignment   No.  4  of   Receivables  in  Additional
                           Accounts,  dated May 19, 2000, by and among  American
                           Express   Centurion   Bank   and   American   Express
                           Receivables Financing Corporation II, as transferors,
                           and The Bank of New York, as trustee (incorporated by
                           reference to Exhibit 99.01 of Form 8-K, dated May 19,
                           2000, File No. 000-20787).

                  4.8      Assignment   No.  5  of   Receivables  in  Additional
                           Accounts, dated August 8, 2000, by and among American
                           Express   Centurion   Bank   and   American   Express
                           Receivables Financing Corporation II, as transferors,
                           and The Bank of New York, as trustee (incorporated by
                           reference to Exhibit 99.01 of Form 8-K,  dated August
                           8, 2000, File No. 000-20787).


                                     - 22 -


<PAGE>


                  4.9      Assignment   No.  6  of   Receivables  in  Additional
                           Accounts,  dated March 2, 2001, by and among American
                           Express   Centurion   Bank   and   American   Express
                           Receivables Financing Corporation II, as transferors,
                           and The Bank of New York, as trustee (incorporated by
                           reference to Exhibit  99.01 of Form 8-K,  dated March
                           27, 2001, File No. 000-20787).

                  4.10     Assignment   No.  7  of   Receivables  in  Additional
                           Accounts,  dated July 18, 2001, by and among American
                           Express   Centurion   Bank   and   American   Express
                           Receivables Financing Corporation II, as transferors,
                           and The Bank of New York, as trustee (incorporated by
                           reference  to Exhibit  99.01 of Form 8-K,  dated July
                           18, 2001, File No. 000-20787).

                  4.11     Assignment   No.  8  of   Receivables  in  Additional
                           Accounts,  dated  January  25,  2002,  by  and  among
                           American Express  Centurion Bank and American Express
                           Receivables Financing Corporation II, as transferors,
                           and The Bank of New York, as trustee (incorporated by
                           reference to Exhibit 99.01 of Form 8-K, dated January
                           25, 2002, File No. 000-20787).

                  4.12     Assignment   No.  9  of   Receivables  in  Additional
                           Accounts, dated March 14, 2002, by and among American
                           Express   Centurion   Bank   and   American   Express
                           Receivables Financing Corporation II, as transferors,
                           and The Bank of New York, as trustee (incorporated by
                           reference to Exhibit  99.01 of Form 8-K,  dated March
                           14, 2002, File No. 000-20787).

                  4.13     Assignment   No.  10  of  Receivables  in  Additional
                           Accounts,  dated  December  11,  2002,  by and  among
                           American  Express  Centurion Bank,  American  Express
                           Receivables Financing Corporation II, as transferors,
                           and The Bank of New York, as trustee (incorporated by
                           reference  to  Exhibit  99.01  of  Form  8-K,   dated
                           December 11, 2002, File No. 000-20787).

                  4.14     Assignment   No.  11  of  Receivables  in  Additional
                           Accounts,  dated  October  23,  2003,  by  and  among
                           American  Express  Centurion Bank,  American  Express
                           Receivables Financing Corporation II, as transferors,
                           and The Bank of New York, as trustee (incorporated by
                           reference to Exhibit 99.01 of Form 8-K, dated October
                           23, 2003, File No. 000-20787).

                  4.15     Assignment   No.  12  of  Receivables  in  Additional
                           Accounts,  dated February 14, 2005  (incorporated  by
                           reference  to  Exhibit  99.01  of  Form  8-K,   dated
                           February 14, 2005, File No. 000-20787).

                  4.16     Assignment   No.  13  of  Receivables  in  Additional
                           Accounts,  dated February 14, 2005  (incorporated  by
                           reference  to  Exhibit  99.02  of  Form  8-K,   dated
                           February 14, 2005, File No. 000-20787).

                  4.17     Supplemental  Conveyance No. 1, dated August 7, 1997,
                           by and between American Express Credit Corporation as
                           seller,  and American Express  Receivables  Financing
                           Corporation   II,  as  purchaser   (incorporated   by
                           reference to Exhibit  20.3 of Form 8-K,  dated August
                           15, 1997, File No. 000-20787).


                                     - 23 -


<PAGE>


                  4.18     Supplemental  Conveyance  No. 3, dated  September 13,
                           1999,  by  and  between   American   Express   Credit
                           Corporation,   as  seller,   and   American   Express
                           Receivables  Financing  Corporation  II, as purchaser
                           (incorporated  by  reference  to Exhibit 99.2 of Form
                           8-K, dated September 21, 1999, File No. 000-20787).

                  4.19     Supplemental Conveyance No. 4, dated May 19, 2000, by
                           and between  American  Express Credit  Corporation as
                           seller,  and American Express  Receivables  Financing
                           Corporation   II,  as  purchaser   (incorporated   by
                           reference to Exhibit 99.02 of Form 8-K, dated May 19,
                           2000, File No. 000-20787).

                  4.20     Supplemental  Conveyance No. 5, dated August 8, 2000,
                           by and between American Express Credit Corporation as
                           seller,  and American Express  Receivables  Financing
                           Corporation   II,  as  purchaser   (incorporated   by
                           reference to Exhibit 99.02 of Form 8-K,  dated August
                           8, 2000, File No. 000-20787).

                  4.21     Supplemental  Conveyance  No. 6, dated March 2, 2001,
                           by and between American Express Credit Corporation as
                           seller,  and American Express  Receivables  Financing
                           Corporation   II,  as  purchaser   (incorporated   by
                           reference to Exhibit  99.02 of Form 8-K,  dated March
                           27, 2001, File No. 000-20787).

                  4.22     Series 2000-3 Supplement to the Pooling and Servicing
                           Agreement,   dated  May  3,  2000   (incorporated  by
                           reference  to Exhibit  4.1 of Form 8-K,  dated May 3,
                           2000, File No. 000-20787).

                  4.23     Series 2000-4 Supplement to the Pooling and Servicing
                           Agreement,  dated  June  22,  2000  (incorporated  by
                           reference to Exhibit 4.2 of Form  8-A12G,  dated June
                           22, 2000, File No. 000-20787).

                  4.24     Series 2000-5 Supplement to the Pooling and Servicing
                           Agreement,  dated September 15, 2000 (incorporated by
                           reference  to  Exhibit  4.2  of  Form  8-A12G,  dated
                           September 15, 2000, File No. 000-20787).

                  4.25     Series 2001-1 Supplement to the Pooling and Servicing
                           Agreement,  dated February 23, 2001  (incorporated by
                           reference to Exhibit 4.1 of Form 8-K,  dated February
                           23, 2001, File No. 000-20787).

                  4.26     Series 2001-2 Supplement to the Pooling and Servicing
                           Agreement,  dated  March 23,  2001  (incorporated  by
                           reference to Exhibit 5.1 of Form 8-K, dated March 23,
                           2001, File No. 000-20787).

                  4.27     Series 2001-3 Supplement to the Pooling and Servicing
                           Agreement,  dated  April  3,  2001  (incorporated  by
                           reference to Exhibit 5.1 of Form 8-K, dated March 30,
                           2001, File No. 000-20787).

                  4.28     Series 2001-4 Supplement to the Pooling and Servicing
                           Agreement,  dated  April 19,  2001  (incorporated  by
                           reference to Exhibit 5.1 of Form 8-K, dated April 19,
                           2001, File No. 000-20787).


                                     - 24 -


<PAGE>


                  4.29     Series 2001-5 Supplement to the Pooling and Servicing
                           Agreement,   dated  May  9,  2001   (incorporated  by
                           reference to Exhibit 5.1 of Form 8-K, dated as of May
                           9, 2001, File No. 000-20787).

                  4.30     Series 2001-6 Supplement to the Pooling and Servicing
                           Agreement,  dated  June  12,  2001  (incorporated  by
                           reference to Exhibit 5.1 of Form 8-K,  dated June 12,
                           2001, File No. 000-20787).

                  4.31     Series 2001-7 Supplement to the Pooling and Servicing
                           Agreement,  dated  August 21, 2001  (incorporated  by
                           reference  to Exhibit 5.1 of Form 8-K,  dated  August
                           21, 2001, File No. 000-20787).

                  4.32     Series 2002-1 Supplement to the Pooling and Servicing
                           Agreement,  dated February 21, 2002  (incorporated by
                           reference to Exhibit 5.1 of Form 8-K,  dated February
                           21, 2002, File No. 000-20787).

                  4.33     Series 2002-2 Supplement to the Pooling and Servicing
                           Agreement,  dated  April 25,  2002  (incorporated  by
                           reference to Exhibit 4.1 of Form 8-K, dated April 25,
                           2002, File No. 000-20787).

                  4.34     Series 2002-3 Supplement to the Pooling and Servicing
                           Agreement,   dated  May  16,  2002  (incorporated  by
                           reference  to Exhibit 4.1 of Form 8-K,  dated May 16,
                           2002, File No. 000-20787).

                  4.35     Series 2002-4 Supplement to the Pooling and Servicing
                           Agreement,  dated  July  17,  2002  (incorporated  by
                           reference to Exhibit 4.1 of Form 8-K,  dated July 17,
                           2002, File No. 000-20787).

                  4.36     Series 2002-5 Supplement to the Pooling and Servicing
                           Agreement,  dated  July  17,  2002  (incorporated  by
                           reference to Exhibit 4.1 of Form 8-K,  dated July 17,
                           2002, File No. 000-20787).

                  4.37     Series 2002-6 Supplement to the Pooling and Servicing
                           Agreement,  dated  August 15, 2002  (incorporated  by
                           reference  to Exhibit 4.1 of Form 8-K,  dated  August
                           15, 2002, File No. 000-20787).

                  4.38     Series 2003-1 Supplement to the Pooling and Servicing
                           Agreement,  dated February 20, 2003  (incorporated by
                           reference to Exhibit 4.1 of Form 8-K,  dated February
                           20, 2003, File No. 000-20787).

                  4.39     Series 2003-2 Supplement to the Pooling and Servicing
                           Agreement,  dated  April  2,  2003  (incorporated  by
                           reference to Exhibit 4.1 of Form 8-K,  dated April 2,
                           2003, File No. 000-20787).

                  4.40     Series 2003-3 Supplement to the Pooling and Servicing
                           Agreement,   dated  May  7,  2003   (incorporated  by
                           reference  to Exhibit  4.1 of Form 8-K,  dated May 7,
                           2003, File No. 000-20787).


                                     - 25 -


<PAGE>


                  4.41     Series 2003-4 Supplement to the Pooling and Servicing
                           Agreement,  dated  June  18,  2003  (incorporated  by
                           reference to Exhibit 4.1 of Form 8-K,  dated June 18,
                           2003, File No. 000-20787).

                  4.42     Series 2004-1 Supplement to the Pooling and Servicing
                           Agreement,  dated  March  1,  2004  (incorporated  by
                           reference to Exhibit 4.1 of Form 8-K,  dated March 1,
                           2004, File No. 000-20787).

                  4.43     Series 2004-2 Supplement to the Pooling and Servicing
                           Agreement,   dated  June  2,  2004  (incorporated  by
                           reference  to Exhibit 4.1 of Form 8-K,  dated June 2,
                           2004, File No. 000-20787).

                  4.44     Series 2004-3 Supplement to the Pooling and Servicing
                           Agreement,   dated  June  2,  2004  (incorporated  by
                           reference  to Exhibit 4.2 of Form 8-K,  dated June 2,
                           2004, File No. 000-20787).

                  4.45     Series 2004-4 Supplement to the Pooling and Servicing
                           Agreement,  dated  August 17, 2004  (incorporated  by
                           reference  to Exhibit 4.1 of Form 8-K,  dated  August
                           17, 2004, File No. 000-20787).

                  4.46     Series 2004-5 Supplement to the Pooling and Servicing
                           Agreement,  dated September 23, 2004 (incorporated by
                           reference to Exhibit 4.2 of Form 8-K, dated September
                           21, 2004, File No. 000-20787).

                  4.47     Series 2005-1 Supplement to the Pooling and Servicing
                           Agreement,  dated  March 24,  2005  (incorporated  by
                           reference to Exhibit 4.1 of Form 8-K, dated March 24,
                           2005, File No. 000-20787).

                  4.48     Series 2005-2 Supplement to the Pooling and Servicing
                           Agreement,  dated  March 24,  2005  (incorporated  by
                           reference to Exhibit 4.2 of Form 8-K, dated March 24,
                           2005, File No. 000-20787).

                  10.1     Form  of  American  Express   Receivables   Financing
                           Corporation II Purchase  Agreement  (incorporated  by
                           reference to Exhibit 10.1 of  Registration  Statement
                           on Form S-3, filed March 6, 1996, File No. 33-95784).

                  10.2     Receivables Purchase Agreement, dated April 16, 2004,
                           between American Express  Centurion Bank and American
                           Express   Receivables   Financing   Corporation   III
                           (incorporated  by  reference  to Exhibit  4.3 of Form
                           8-K, dated April 16, 2004, File No. 000-20787).

                  10.3     Receivables Purchase Agreement, dated April 16, 2004,
                           between  American  Express  Bank,  FSB  and  American
                           Express   Receivables    Financing   Corporation   IV
                           (incorporated  by  reference  to Exhibit  4.4 of Form
                           8-K, dated April 16, 2004, File No. 000-20787).

                  10.4     Administrative Services and Premises Agreement, dated
                           April 16,  2004,  as amended and  restated as of June
                           30,  2004,   between  American  Express   Receivables
                           Financing   Corporation  III  and  American   Express
                           Receivables Financing Corporation IV.

                                     - 26 -


<PAGE>


                  99.1     Annual Servicing Statement Delivered to the Trustee.

                  99.2     Annual Accountant's Reports of Ernst & Young LLP.

                  99.3     Annual Report  Containing  Aggregate  Information for
                           the Fiscal Year.

                  99.4.1   Certification of Maureen Ryan pursuant to Section 302
                           of the Sarbanes-Oxley Act of 2002.

                  99.4.2   Certification of Traci L. Memmott pursuant to Section
                           302 of the Sarbanes-Oxley Act of 2002.

                  99.4.3   Certification  of Robert C. Radle pursuant to Section
                           302 of the Sarbanes-Oxley Act of 2002.





























                                     - 27 -


<PAGE>


                                    SIGNATURE

         Pursuant to the  requirements  of Section 13 or 15(d) 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 ACCOUNT MASTER TRUST
                                   Registrant

                                   By:  AMERICAN EXPRESS RECEIVABLES
                                        FINANCING CORPORATION II,
                                        Co-Transferor of the Trust

                                   By:   /s/ Maureen Ryan
                                         -------------------------------------
                                         Maureen Ryan
                                         President











March 31, 2005
















                                     - 28 -


<PAGE>


                                    SIGNATURE

         Pursuant to the  requirements  of Section 13 or 15(d) 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 ACCOUNT MASTER TRUST
                                    Registrant

                                    By:  AMERICAN EXPRESS RECEIVABLES
                                         FINANCING CORPORATION III LLC,
                                         Co-Transferor of the Trust

                                    By:   /s/ Traci L. Memmott
                                         ---------------------------------------
                                         Traci L. Memmott
                                         Vice President and Treasurer











March 31, 2005














                                     - 29 -


<PAGE>


                                    SIGNATURE

         Pursuant to the  requirements  of Section 13 or 15(d) 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 ACCOUNT MASTER TRUST
                                   Registrant

                                   By:   AMERICAN EXPRESS RECEIVABLES FINANCING
                                         CORPORATION IV LLC
                                         Co-Transferor of the Trust

                                   By:   /s/ Robert C. Radle
                                         -------------------------------------
                                         Robert C. Radle
                                         President











March 31, 2005

















                                     -30 -


<PAGE>


                                  EXHIBIT INDEX

The  following  exhibits  are  filed as part of this  Annual  Report  or,  where
indicated,  were  heretofore  filed and are hereby  incorporated by reference (*
indicates exhibits electronically filed herewith).

4.1      Pooling and  Servicing  Agreement,  dated May 16, 1996,  as amended and
         restated as of April 16, 2004 (incorporated by reference to Exhibit 4.1
         of Form 8-K, dated April 16, 2004, File No. 000-20787).

4.2*     First Amendment to the Pooling and Servicing Agreement,  dated June 30,
         2004.

4.3      Second  Amendment  to  the  Pooling  and  Servicing  Agreement,   dated
         September  21, 2004  (incorporated  by reference to Exhibit 4.1 of Form
         8-K, dated September 21, 2004, File No. 000-20787).

4.4      Supplemental  Assumption  Agreement,   dated  June  27,  1996,  between
         American  Express  Centurion  Bank, as Assignor,  and American  Express
         Deposit  Corporation,  as  Assignee,  with  respect to the  Pooling and
         Servicing  Agreement  Governing  the American  Express  Credit  Account
         Master  Trust  (incorporated  by  reference to Exhibit 4.3 of Form 8-K,
         dated July 15, 1996, File No. 000-20787).

4.5      Assignment No. 1 of Receivables in Additional Accounts, dated August 7,
         1997, by and among American Express Centurion Bank and American Express
         Receivables Financing  Corporation II, as transferors,  and The Bank of
         New York, as trustee (incorporated by reference to Exhibit 20.2 of Form
         8-K, dated August 15, 1997, File No. 000-20787).

4.6      Assignment No. 3 of Receivables in Additional Accounts, dated September
         13, 1999, by and among  American  Express  Centurion  Bank and American
         Express Receivables Financing  Corporation II, as transferors,  and The
         Bank of New York, as trustee (incorporated by reference to Exhibit 99.1
         of Form 8-K, dated September 1, 1999, File No. 000-20787).

4.7      Assignment No. 4 of Receivables in Additional  Accounts,  dated May 19,
         2000, by and among American Express Centurion Bank and American Express
         Receivables Financing  Corporation II, as transferors,  and The Bank of
         New York,  as trustee  (incorporated  by reference to Exhibit  99.01 of
         Form 8-K, dated May 19, 2000, File No. 000-20787).

4.8      Assignment No. 5 of Receivables in Additional Accounts, dated August 8,
         2000, by and among American Express Centurion Bank and American Express
         Receivables Financing  Corporation II, as transferors,  and The Bank of
         New York,  as trustee  (incorporated  by reference to Exhibit  99.01 of
         Form 8-K, dated August 8, 2000, File No. 000-20787).

4.9      Assignment No. 6 of Receivables in Additional Accounts,  dated March 2,
         2001, by and among American Express Centurion Bank and American Express
         Receivables Financing  Corporation II, as transferors,  and The Bank of
         New York,  as trustee  (incorporated  by reference to Exhibit  99.01 of
         Form 8-K, dated March 27, 2001, File No. 000-20787).


                                     - 31 -


<PAGE>


4.10     Assignment No. 7 of Receivables in Additional Accounts,  dated July 18,
         2001, by and among American Express Centurion Bank and American Express
         Receivables Financing  Corporation II, as transferors,  and The Bank of
         New York,  as trustee  (incorporated  by reference to Exhibit  99.01 of
         Form 8-K, dated July 18, 2001, File No. 000-20787).

4.11     Assignment No. 8 of Receivables in Additional  Accounts,  dated January
         25, 2002, by and among  American  Express  Centurion  Bank and American
         Express Receivables Financing  Corporation II, as transferors,  and The
         Bank of New York,  as trustee  (incorporated  by  reference  to Exhibit
         99.01 of Form 8-K, dated January 25, 2002, File No. 000-20787).

4.12     Assignment No. 9 of Receivables in Additional Accounts, dated March 14,
         2002, by and among American Express Centurion Bank and American Express
         Receivables Financing  Corporation II, as transferors,  and The Bank of
         New York,  as trustee  (incorporated  by reference to Exhibit  99.01 of
         Form 8-K, dated March 14, 2002, File No. 000-20787).

4.13     Assignment No. 10 of Receivables in Additional Accounts, dated December
         11,  2002,  by and among  American  Express  Centurion  Bank,  American
         Express Receivables Financing  Corporation II, as transferors,  and The
         Bank of New York,  as trustee  (incorporated  by  reference  to Exhibit
         99.01 of Form 8-K, dated December 11, 2002, File No. 000-20787).

4.14     Assignment No. 11 of Receivables in Additional Accounts,  dated October
         23,  2003,  by and among  American  Express  Centurion  Bank,  American
         Express Receivables Financing  Corporation II, as transferors,  and The
         Bank of New York,  as trustee  (incorporated  by  reference  to Exhibit
         99.01 of Form 8-K, dated October 23, 2003, File No. 000-20787).

4.15     Assignment No. 12 of Receivables in Additional Accounts, dated February
         14, 2005 (incorporated by reference to Exhibit 99.01 of Form 8-K, dated
         February 14, 2005, File No. 000-20787).

4.16     Assignment No. 13 of Receivables in Additional Accounts, dated February
         14, 2005 (incorporated by reference to Exhibit 99.02 of Form 8-K, dated
         February 14, 2005, File No. 000-20787).

4.17     Supplemental  Conveyance  No. 1, dated  August 7, 1997,  by and between
         American  Express Credit  Corporation as seller,  and American  Express
         Receivables  Financing  Corporation II, as purchaser  (incorporated  by
         reference to Exhibit 20.3 of Form 8-K, dated August 15, 1997,  File No.
         000-20787).

4.18     Supplemental Conveyance No. 3, dated September 13, 1999, by and between
         American Express Credit  Corporation,  as seller,  and American Express
         Receivables  Financing  Corporation II, as purchaser  (incorporated  by
         reference to Exhibit 99.2 of Form 8-K, dated  September 21, 1999,  File
         No. 000-20787).

4.19     Supplemental  Conveyance  No. 4,  dated May 19,  2000,  by and  between
         American  Express Credit  Corporation as seller,  and American  Express
         Receivables  Financing  Corporation II, as purchaser  (incorporated  by
         reference to Exhibit  99.02 of Form 8-K,  dated May 19, 2000,  File No.
         000-20787).


                                      -32-


<PAGE>


4.20     Supplemental  Conveyance  No. 5, dated  August 8, 2000,  by and between
         American  Express Credit  Corporation as seller,  and American  Express
         Receivables  Financing  Corporation II, as purchaser  (incorporated  by
         reference to Exhibit 99.02 of Form 8-K, dated August 8, 2000,  File No.
         000-20787).

4.21     Supplemental  Conveyance  No. 6, dated  March 2, 2001,  by and  between
         American  Express Credit  Corporation as seller,  and American  Express
         Receivables  Financing  Corporation II, as purchaser  (incorporated  by
         reference to Exhibit 99.02 of Form 8-K, dated March 27, 2001,  File No.
         000-20787).

4.22     Series 2000-3 Supplement to the Pooling and Servicing Agreement,  dated
         May 3, 2000  (incorporated  by  reference  to Exhibit  4.1 of Form 8-K,
         dated May 3, 2000, File No. 000-20787).

4.23     Series 2000-4 Supplement to the Pooling and Servicing Agreement,  dated
         June 22, 2000 (incorporated by reference to Exhibit 4.2 of Form 8-A12G,
         dated June 22, 2000, File No. 000-20787).

4.24     Series 2000-5 Supplement to the Pooling and Servicing Agreement,  dated
         September  15, 2000  (incorporated  by reference to Exhibit 4.2 of Form
         8-A12G, dated September 15, 2000, File No. 000-20787).

4.25     Series 2001-1 Supplement to the Pooling and Servicing Agreement,  dated
         February  23, 2001  (incorporated  by  reference to Exhibit 4.1 of Form
         8-K, dated February 23, 2001, File No. 000-20787).

4.26     Series 2001-2 Supplement to the Pooling and Servicing Agreement,  dated
         March 23, 2001  (incorporated  by reference to Exhibit 5.1 of Form 8-K,
         dated March 23, 2001, File No. 000-20787).

4.27     Series 2001-3 Supplement to the Pooling and Servicing Agreement,  dated
         April 3, 2001  (incorporated  by  reference to Exhibit 5.1 of Form 8-K,
         dated March 30, 2001, File No. 000-20787).

4.28     Series 2001-4 Supplement to the Pooling and Servicing Agreement,  dated
         April 19, 2001  (incorporated  by reference to Exhibit 5.1 of Form 8-K,
         dated April 19, 2001, File No. 000-20787).

4.29     Series 2001-5 Supplement to the Pooling and Servicing Agreement,  dated
         May 9, 2001  (incorporated  by  reference  to Exhibit  5.1 of Form 8-K,
         dated as of May 9, 2001, File No. 000-20787).

4.30     Series 2001-6 Supplement to the Pooling and Servicing Agreement,  dated
         June 12, 2001  (incorporated  by  reference to Exhibit 5.1 of Form 8-K,
         dated June 12, 2001, File No. 000-20787).


                                     - 33 -


<PAGE>


4.31     Series 2001-7 Supplement to the Pooling and Servicing Agreement,  dated
         August 21, 2001  (incorporated by reference to Exhibit 5.1 of Form 8-K,
         dated August 21, 2001, File No. 000-20787).

4.32     Series 2002-1 Supplement to the Pooling and Servicing Agreement,  dated
         February  21, 2002  (incorporated  by  reference to Exhibit 5.1 of Form
         8-K, dated February 21, 2002, File No. 000-20787).

4.33     Series 2002-2 Supplement to the Pooling and Servicing Agreement,  dated
         April 25, 2002  (incorporated  by reference to Exhibit 4.1 of Form 8-K,
         dated April 25, 2002, File No. 000-20787).

4.34     Series 2002-3 Supplement to the Pooling and Servicing Agreement,  dated
         May 16, 2002  (incorporated  by  reference  to Exhibit 4.1 of Form 8-K,
         dated May 16, 2002, File No. 000-20787).

4.35     Series 2002-4 Supplement to the Pooling and Servicing Agreement,  dated
         July 17, 2002  (incorporated  by  reference to Exhibit 4.1 of Form 8-K,
         dated July 17, 2002, File No. 000-20787).

4.36     Series 2002-5 Supplement to the Pooling and Servicing Agreement,  dated
         July 17, 2002  (incorporated  by  reference to Exhibit 4.1 of Form 8-K,
         dated July 17, 2002, File No. 000-20787).

4.37     Series 2002-6 Supplement to the Pooling and Servicing Agreement,  dated
         August 15, 2002  (incorporated by reference to Exhibit 4.1 of Form 8-K,
         dated August 15, 2002, File No. 000-20787).

4.38     Series 2003-1 Supplement to the Pooling and Servicing Agreement,  dated
         February  20, 2003  (incorporated  by  reference to Exhibit 4.1 of Form
         8-K, dated February 20, 2003, File No. 000-20787).

4.39     Series 2003-2 Supplement to the Pooling and Servicing Agreement,  dated
         April 2, 2003  (incorporated  by  reference to Exhibit 4.1 of Form 8-K,
         dated April 2, 2003, File No. 000-20787).

4.40     Series 2003-3 Supplement to the Pooling and Servicing Agreement,  dated
         May 7, 2003  (incorporated  by  reference  to Exhibit  4.1 of Form 8-K,
         dated May 7, 2003, File No. 000-20787).

4.41     Series 2003-4 Supplement to the Pooling and Servicing Agreement,  dated
         June 18, 2003  (incorporated  by  reference to Exhibit 4.1 of Form 8-K,
         dated June 18, 2003, File No. 000-20787).

4.42     Series 2004-1 Supplement to the Pooling and Servicing Agreement,  dated
         March 1, 2004  (incorporated  by  reference to Exhibit 4.1 of Form 8-K,
         dated March 1, 2004, File No. 000-20787).

4.43     Series 2004-2 Supplement to the Pooling and Servicing Agreement,  dated
         June 2, 2004  (incorporated  by  reference  to Exhibit 4.1 of Form 8-K,
         dated June 2, 2004, File No. 000-20787).

4.44     Series 2004-3 Supplement to the Pooling and Servicing Agreement,  dated
         June 2, 2004  (incorporated  by  reference  to Exhibit 4.2 of Form 8-K,
         dated June 2, 2004, File No. 000-20787).

                                     - 34 -


<PAGE>


4.45     Series 2004-4 Supplement to the Pooling and Servicing Agreement,  dated
         August 17, 2004  (incorporated by reference to Exhibit 4.1 of Form 8-K,
         dated August 17, 2004, File No. 000-20787).

4.46     Series 2004-5 Supplement to the Pooling and Servicing Agreement,  dated
         September  23, 2004  (incorporated  by reference to Exhibit 4.2 of Form
         8-K, dated September 21, 2004, File No. 000-20787).

4.46     Series 2004-5 Supplement to the Pooling and Servicing Agreement,  dated
         September  23, 2004  (incorporated  by reference to Exhibit 4.2 of Form
         8-K, dated September 21, 2004, File No. 000-20787).

4.47     Series 2005-1 Supplement to the Pooling and Servicing Agreement,  dated
         March 24, 2005  (incorporated  by reference to Exhibit 4.1 of Form 8-K,
         dated March 24, 2005, File No. 000-20787).

4.48     Series 2005-2 Supplement to the  Pooling and Servicing Agreement, dated
         March 24, 2005  (incorporated  by reference to Exhibit 4.2 of Form 8-K,
         dated March 24, 2005, File No. 000-20787).

10.1     Form of American Express Receivables  Financing Corporation II Purchase
         Agreement  (incorporated  by reference to Exhibit 10.1 of  Registration
         Statement on Form S-3, filed March 6, 1996, File No. 33-95784).

10.2     Receivables Purchase Agreement,  dated April 16, 2004, between American
         Express  Centurion  Bank and  American  Express  Receivables  Financing
         Corporation III  (incorporated by reference to Exhibit 4.3 of Form 8-K,
         dated April 16, 2004, File No. 000-20787).

10.3     Receivables Purchase Agreement,  dated April 16, 2004, between American
         Express  Bank,   FSB  and  American   Express   Receivables   Financing
         Corporation IV  (incorporated  by reference to Exhibit 4.4 of Form 8-K,
         dated April 16, 2004, File No. 000-20787).

10.4*    Administrative  Services and Premises Agreement,  dated April 16, 2004,
         as amended and restated as of June 30, 2004,  between  American Express
         Receivables  Financing Corporation III and American Express Receivables
         Financing Corporation IV.

99.1*    Annual Servicing Statement Delivered to the Trustee.

99.2*    Annual Accountant's Reports of Ernst & Young LLP.

99.3*    Annual Report Containing Aggregate Information for the Fiscal Year.

99.4.1*  Certification   of  Maureen  Ryan   pursuant  to  Section  302  of  the
         Sarbanes-Oxley Act of 2002.

99.4.2*  Certification  of Traci  L.  Memmott  pursuant  to  Section  302 of the
         Sarbanes-Oxley Act of 2002.

99.4.3*  Certification  of  Robert  C.  Radle  pursuant  to  Section  302 of the
         Sarbanes-Oxley Act of 2002.








                                     - 35 -