<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, 2002

                                   OR

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

                   Commission File No. 000-20787-07

             AMERICAN EXPRESS CREDIT ACCOUNT MASTER TRUST
                        (Issuer of Certificates)

                   AMERICAN EXPRESS CENTURION BANK
              Co-Originator of the Trust and a Transferor
         (Exact name of registrant as specified in its charter)

                Utah                                     11-2869526
    (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) 945-3000

          AMERICAN EXPRESS RECEIVABLES FINANCING CORPORATION II
               Co-Originator of the Trust and a Transferor
         (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

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

     Securities registered pursuant to Section 12(g) of the Act:

    Class A Series 1998-1 Floating Rate Asset Backed Certificates,
    Class B Series 1998-1 Floating Rate Asset Backed Certificates,
    Class A Series 1999-1 5.60% Asset Backed Certificates,
    Class B Series 1999-1 5.85% Asset Backed Certificates,
    Class A Series 1999-2 5.95% Asset Backed Certificates,
    Class B Series 1999-2 6.10% Asset Backed Certificates,
    Class A Series 1999-3 Floating Rate Asset Backed Certificates,
    Class B Series 1999-3 Floating Rate Asset Backed Certificates,
    Class A Series 1999-5 Floating Rate Asset Backed Certificates,
    Class B Series 1999-5 Floating Rate Asset Backed Certificates,
    Class A Series 2000-1 7.20% Asset Backed Certificates,
    Class B Series 2000-1 7.40% Asset Backed Certificates,
    Class A Series 2000-2 Floating Rate Asset Backed Certificates,
    Class B Series 2000-2 Floating Rate Asset Backed Certificates,
    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 and
    Class B Series 2003-1 Floating Rate Asset Backed Certificates.

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

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.   Not applicable.

State the aggregate market value of the voting stock held by  non-affiliates  of
the registrant:    Not applicable.

                    DOCUMENTS INCORPORATED BY REFERENCE: NONE




<PAGE>

                                     PART I

Item 1:  Business

         The American  Express  Credit  Account  Master Trust (the  "Trust") was
formed pursuant to a Pooling and Servicing Agreement (the "Agreement"), dated as
of May 16, 1996, as amended by the First  Amendment to the Pooling and Servicing
Agreement, dated as of March 30, 2001, among American Express Centurion Bank and
American  Express  Receivables  Financing  Corporation II ("RFC II"), each as an
Originator  ("Originator"),  American Express Travel Related  Services  Company,
Inc. ("TRS"), as servicer (the "Servicer"), and The Bank of New York, as trustee
(the "Trustee"). RFC II, a Delaware corporation, is a wholly owned subsidiary of
TRS. It was  incorporated on August 7, 1995. Its principal  executive  office is
located at 200 Vesey Street,  New York, New York,  10285.  TRS 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.  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  is  a  Utah-chartered,  FDIC-insured  industrial  loan  company.  The
surviving institution was renamed American Express Centurion Bank ("Centurion").
Its principal  executive  offices are located at 4315 South 2700 West, Salt Lake
City, Utah, 84184.

         The Trust was formed for the purpose of acquiring and holding the Trust
Assets (defined below) and from time to time issuing  asset-backed  certificates
(the  "Certificates")  under the Agreement and one or more  supplements  thereto
(each, a "Supplement"),  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
(each, a "Series")  will have 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  (the  "Receivables")  generated from time to time in a portfolio of
designated  American  Express  Credit Card  (whether  branded  Optima(R)Card  or
otherwise),  Optima Line of Credit and Sign & Travel(R)/Extended  Payment Option
consumer  revolving  credit  accounts  or  features  and other  charge or credit
accounts or products (collectively,  the "Accounts") owned by Centurion or other
eligible account owners (each,  including  Centurion,  an "Account Owner"),  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 Originator or Account Owner will act as a guarantor  with respect to
any payments on the Certificates, and neither the Trustee nor the holders of the
Certificates  will have general recourse against any Originator or Account Owner
or the assets of any Originator or Account Owner.  Instead the Trustee's and the
Certificateholders' only recourse in any action seeking to collect amounts owing
under the Certificates will be against, and limited to, the Trust Assets.

         The  Receivables  that, to date,  have been conveyed to the Trust arise
from Accounts selected from Centurion's portfolio and 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").

         Each Series of Investor  Certificates will belong to a certain group of
Series (each, a "Group"). The Series included in a particular Group will share a
common  distribution  date and other terms,  and certain cash collections may be
allocated among the Series within a Group (any Group for which  collections will
be so allocated  is  hereinafter  referred to as a  "Reallocation  Group").  The
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
will prescribe the manner in which collections will be allocated among Series.


                                      - 1 -
<PAGE>

         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 Principal Receivables ("Shared Principal Collections") or Finance
Charge Receivables ("Excess Finance Charge  Collections")  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 (each such Series is hereinafter referred to,  respectively,  as a
"Principal Sharing Series" and an "Excess Allocation Series").  For each Series,
the  Supplement  relating  to such  Series  will  govern the terms and timing of
payment  of  interest  and  principal  and the  allocations  of  collections  of
Principal  Receivables and Finance Charge  Receivables  among the various Series
within such Series' Group and among Series in a different Group.

         The Trust will not engage in any business activity other than acquiring
and holding the Trust Assets, issuing Certificates,  making payments thereon and
related activities.  Pursuant to the Agreement,  the Trustee will hold the Trust
Assets in trust for the benefit of the holders of the  Certificates,  and TRS or
any  successor  servicer,   as  the  Servicer,   will  be  responsible  for  the
administration and servicing of the Receivables. The Trust has issued 56 classes
of Investor Certificates, 48 of which are outstanding:

          .    Class A Series 1998-1 Floating Rate Asset Backed Certificates and
               Class B Series  1998-1  Floating  Rate Asset Backed  Certificates
               (collectively, the "Series 1998-1 Certificates");

          .    Class A Series 1999-1 5.60% Asset Backed Certificates and Class B
               Series 1999-1 5.85% Asset Backed Certificates (collectively,  the
               "Series 1999-1 Certificates");

          .    Class A Series 1999-2 5.95% Asset Backed Certificates and Class B
               Series 1999-2 6.10% Asset Backed Certificates (collectively,  the
               "Series 1999-2 Certificates");

          .    Class A Series 1999-3 Floating Rate Asset Backed Certificates and
               Class B Series  1999-3  Floating  Rate Asset Backed  Certificates
               (collectively, the "Series 1999-3 Certificates");

          .    Class A Series 1999-5 Floating Rate Asset Backed Certificates and
               Class B Series  1999-5  Floating  Rate Asset Backed  Certificates
               (collectively, the "Series 1999-5 Certificates");

          .    Class A Series 2000-1 7.20% Asset Backed Certificates and Class B
               Series 2000-1 7.40% Asset Backed Certificates (collectively,  the
               "Series 2000-1 Certificates");

          .    Class A Series 2000-2 Floating Rate Asset Backed Certificates and
               Class B Series  2000-2  Floating  Rate Asset Backed  Certificates
               (collectively, the "Series 2000-2 Certificates");

          .    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");

          .    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");


                                      - 2 -


<PAGE>


          .    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");

         The Class A Series 1999-4 Floating Rate Asset Backed  Certificates  and
the Class B Series 1999-4 Floating Rate Asset Backed  Certificates  were paid in
full July 15,  2002;  the  Class A Series  1999-6  Floating  Rate  Asset  Backed
Certificates   and  the  Class  B  Series  1999-6  Floating  Rate  Asset  Backed
Certificates  were paid in full August 15, 2002;  and the Class A Series  1997-1
6.40% Asset Backed Certificates and the Class B Series 1997-1 6.55% Asset Backed
Certificates were paid in full September 16, 2002.

         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 2002 or, as  applicable,  the  amount of
such items as of December  25,  2002.  This annual  report is filed  herewith as
Exhibit 99.3.


Item 2.  Properties

         See Exhibit 99.3.


Item 3.  Legal Proceedings

         The  Registrant  knows of no material  pending legal  proceedings  with
respect to the Trust,  involving the Trust, the Trustee,  the Trust Assets,  the
Servicer or the Originators, exclusive of ordinary routine litigation incidental
to the Trustee's, Servicer's or Originators' duties under the Agreement.


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

         Not applicable.


                                      - 3 -


<PAGE>


                                     PART II


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

         (a)      To  the  best  knowledge  of  the  Registrant,   there  is  no
                  established   public   trading   market   for   the   Investor
                  Certificates.

         (b)      The Investor Certificates,  representing  investors' interests
                  in the Trust,  were  delivered in book-entry  form through the
                  facilities of the  Depository  Trust and Clearing  Corporation
                  ("DTCC")  and the  nominee  for DTCC,  Cede & Co., is the sole
                  registered holder of the Investor 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

         See Exhibit 99.3.


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

         None.


                                    PART III


Item 10. Directors and Executive Officers of the Registrant

         Not applicable.


Item 11. Executive Compensation

         Not applicable.




                                      - 4 -


<PAGE>


Item 12. Security Ownership of Certain Beneficial Owners and Management

         (a)      The Investor  Certificates  were delivered in book-entry  form
                  through the facilities of DTCC. As a consequence,  the nominee
                  for  DTCC,  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 Certificate on behalf of brokers,  dealers,
                  banks and other direct  participants in the DTCC system.  DTCC
                  participants  may own  Investor  Certificates  for  their  own
                  account or hold them for the accounts of their  customers.  As
                  of March 11, 2003 the following direct DTCC  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:

                  <TABLE>

                  <CAPTION>
                                                                    Principal
                                                                    Amount of            Percent
                                     Name                           Certificates         of Class
                                     ----                           ------------         --------
                  <S>                <C>                           <C>                   <C>
                  CLASS A SERIES
                  1998-1 FLOATING
                  RATE ASSET
                  BACKED
                  CERTIFICATES:      JP Morgan Chase Bank/
                                      Broker & Dealer
                                      Clearance Department          $187,310,000           22.7%

                                     The Bank of New York           $158,075,000           19.2%

                                     Deutsche Bank Trust
                                      Company Americas              $154,020,000           18.7%

                                     Citibank, N.A.                 $129,395,000           15.7%

                                     Boston Safe Deposit
                                      and Trust Company              $63,450,000            7.7%

                  CLASS B SERIES
                  1998-1 FLOATING
                  RATE ASSET
                  BACKED
                  CERTIFICATES:      JP Morgan Chase Bank            $57,000,000          71.25%

                                     The Bank of New York            $12,000,000           15.0%

                                     Investors Bank & Trust
                                       Company                       $11,000,000          13.75%

                  CLASS A SERIES
                  1999-1 5.60%
                  ASSET BACKED
                  CERTIFICATES:      Deutsche Bank Trust
                                       Company Americas             $163,730,000           18.9%

                                     JP Morgan Chase Bank           $143,068,000           16.5%

                                     Boston Safe Deposit and
                                       Trust Company                $118,473,000           13.7%

                                     The Bank of New York            $63,270,000            7.3%

                  </TABLE>


                                                      - 5 -


<PAGE>

                  <TABLE>

                  <CAPTION>
                                                                    Principal
                                                                    Amount of            Percent
                                     Name                           Certificates         of Class
                                     ----                           ------------         -------
                  <S>                <C>                            <C>                  <C>
                  CLASS B SERIES
                  1999-1 5.85%
                  ASSET BACKED
                  CERTIFICATES:      The Bank of New York            $38,500,000           64.2%

                                     JP Morgan Chase Bank            $17,000,000           28.3%


                  CLASS A SERIES
                  1999-2 5.95%
                  ASSET BACKED
                  CERTIFICATES:      The Bank of New York            $87,534,000           20.2%

                                     JP Morgan Chase Bank            $86,789,000           20.1%

                                     State Street Bank &
                                       Trust Company                 $58,635,000           13.6%

                                     Boston Safe Deposit and
                                       Trust Company                 $42,963,000            9.9%

                                     Deutsche Bank Trust
                                       Company Americas              $36,089,000            8.3%

                                     Citibank, N.A.                  $31,925,000            7.4%


                  CLASS B SERIES
                  1999-2 6.10%
                  ASSET BACKED
                  CERTIFICATES:      JP Morgan Chase Bank            $16,000,000           53.3%

                                     The Bank of New York             $9,800,000           32.7%

                                     Brown Brothers Harriman
                                       & Co.                          $4,200,000           14.0%


                  CLASS A SERIES
                  1999-3 FLOATING
                  RATE ASSET
                  BACKED
                  CERTIFICATES:      The Northern Trust
                                       Company                      $233,025,000           28.2%

                                     State Street Bank and
                                       Trust Company                $196,975,000           23.9%

                                     The Bank of New York           $114,355,000           13.9%

                                     Deutsche Bank Trust
                                       Company Americas              $91,500,000           11.1%

                                     Boston Safe Deposit
                                       and Trust Company             $81,280,000            9.9%

                                     Citibank, N.A.                  $51,750,000            6.3%

                  </TABLE>


                                            - 6 -


<PAGE>

                  <TABLE>

                  <CAPTION>
                                                                    Principal
                                                                    Amount of            Percent
                                     Name                           Certificates         of Class
                                     ----                           ------------         --------
                  <S>                <C>                            <C>                  <C>
                  CLASS B SERIES
                  1999-3 FLOATING
                  RATE ASSET
                  BACKED
                  CERTIFICATES:      JP Morgan Chase Bank            $75,000,000          93.75%

                                     Citibank, N.A.                   $5,000,000           6.25%


                  CLASS A SERIES
                  1999-5 FLOATING
                  RATE ASSET
                  BACKED
                  CERTIFICATES:      State Street Bank and
                                       Trust Company                $260,650,000           63.2%

                                     The Bank of New York            $69,225,000           16.8%

                                     Deutsche Bank Trust
                                       Company Americas              $69,000,000           16.7%


                  CLASS B SERIES
                  1999-5 FLOATING
                  RATE ASSET
                  BACKED
                  CERTIFICATES:      Mizuho Trust &
                                       Banking Co. (USA)             $20,000,000           50.0%

                                     JP Morgan Chase Bank            $13,000,000           32.5%

                                     Boston Safe Deposit
                                       and Trust Company              $6,550,000           16.4%


                  CLASS A SERIES
                  2000-1 7.20%
                  ASSET BACKED
                  CERTIFICATES:      JP Morgan Chase Bank            $78,581,000           18.2%

                                     Deutsche Bank Trust
                                       Company Americas              $65,471,000           15.1%

                                     State Street Bank and
                                       Trust Company                 $41,975,000            9.7%

                                     Boston Safe Deposit
                                       and Trust Company             $37,874,000            8.8%

                                     The Bank of New York            $36,695,000            8.5%

                                     Wachovia Bank N.A. -
                                       Phila. Main                   $29,250,000            6.8%

                  </TABLE>


                                                 - 7 -


<PAGE>

                  <TABLE>

                  <CAPTION>
                                                                    Principal
                                                                    Amount of            Percent
                                     Name                           Certificates         of Class
                                     ----                           ------------         --------
                  <S>                <C>                            <C>                  <C>
                  CLASS B SERIES
                  2000-1 7.40%
                  ASSET BACKED
                  CERTIFICATES:      State Street Bank and           $14,000,000           46.7%
                                       Trust Company

                                     JP Morgan Chase Bank             $6,850,000           22.8%

                                     Citibank, N.A.                   $5,000,000           16.7%

                                     State Street Bank -
                                       Bank Portfolio                 $3,325,000           11.1%


                  CLASS A SERIES
                  2000-2 FLOATING
                  RATE ASSET
                  BACKED
                  CERTFICATES:       State Street Bank and
                                       Trust Company                $187,395,000           45.4%

                                     JP Morgan Chase Bank           $135,910,000           32.9%

                                     Deutsche Bank Trust
                                       Company Americas              $45,850,000           11.1%

                                     Boston Safe Deposit
                                       and Trust Company             $21,575,000            5.2%


                  CLASS B SERIES
                  2000-2 FLOATING
                  RATE ASSET
                  BACKED
                  CERTIFICATES:      Deutsche Bank Trust
                                       Company Americas              $25,000,000           62.5%

                                     JP Morgan Chase Bank            $13,000,000           32.5%

                                     The Northern Trust
                                       Company                        $2,000,000            5.0%


                  CLASS A SERIES
                  2000-3 FLOATING
                  RATE ASSET
                  BACKED
                  CERTIFICATES:      State Street Bank and
                                       Trust Company                $314,000,000           38.1%

                                     Boston Safe Deposit
                                       and Trust Company            $258,455,000           31.3%

                                     JP Morgan Chase Bank            $91,115,000           11.0%

                                     Citibank, N.A.                  $89,000,000           10.8%

                  </TABLE>


                                             - 8 -


<PAGE>

                  <TABLE>

                  <CAPTION>
                                                                    Principal
                                                                    Amount of            Percent
                                     Name                           Certificates         of Class
                                     ----                           ------------         -------
                  <S>                <C>                            <C>                  <C>
                  CLASS B SERIES
                  2000-3 FLOATING
                  RATE ASSET
                  BACKED
                  CERTIFICATES:      JP Morgan Chase Bank            $37,500,000           46.9%

                                     Mizuho Trust &
                                       Banking Co. (USA)             $30,000,000           37.5%

                                     Bank of Tokyo -
                                       Mitsubishi Trust Company      $10,000,000           12.5%


                  CLASS A SERIES
                  2000-4 FLOATING
                  RATE ASSET
                  BACKED
                  CERTIFICATES:      Bank of Tokyo -
                                       Mitsubishi Trust Company   $1,000,000,000          100.0%


                  CLASS B SERIES
                  2000-4 FLOATING
                  RATE ASSET
                  BACKED
                  CERTIFICATES:      JP Morgan Chase Bank            $48,970,000           50.5%

                                     Bank of Tokyo -
                                       Mitsubishi Trust Company      $48,000,000           49.5%


                  CLASS A SERIES
                  2000-5 FLOATING
                  RATE ASSET
                  BACKED
                  CERTFICATES:       Boston Safe Deposit
                                       and Trust Company            $196,535,000           30.2%

                                     The Northern Trust
                                       Company                      $142,858,000           21.9%

                                     Citibank, N.A.                  $93,000,000           14.3%

                                     JP Morgan Chase Bank            $73,820,000           11.4%


                  CLASS B SERIES
                  2000-5 FLOATING
                  RATE ASSET
                  BACKED
                  CERTFICATES:       JP Morgan Chase Bank            $39,030,000           61.9%

                                     Boston Safe Deposit
                                       and Trust Company             $16,500,000           26.2%

                                     Citibank, N.A.                   $5,500,000            8.7%

                  </TABLE>


                                               - 9 -


<PAGE>

                  <TABLE>

                  <CAPTION>

                                                                    Principal
                                                                    Amount of            Percent
                                     Name                           Certificates         of Class
                                     ----                           ------------         --------
                  <S>                <C>                            <C>                  <C>
                  CLASS A SERIES
                  2001-1 FLOATING
                  RATE ASSET
                  BACKED
                  CERTFICATES:       State Street Bank and
                                       Trust Company                $195,850,000           31.7%

                                     JP Morgan Chase Bank           $163,250,000           26.4%

                                     Boston Safe Deposit
                                       and Trust Company            $152,000,000           24.6%

                                     Deutsche Bank Trust
                                       Company Americas              $57,000,000            9.2%


                  CLASS B SERIES
                  2001-1 FLOATING
                  RATE ASSET
                  BACKED
                  CERTFICATES:       Merrill Lynch, Pierce,
                                       Fenner & Smith
                                       Safekeeping                   $20,000,000           33.3%

                                     The Bank of New York            $10,000,000           16.6%

                                     Bank of Tokyo -
                                       Mitsubishi Trust Company      $10,000,000           16.6%

                                     Deutsche Bank Trust
                                       Company Americas              $10,000,000           16.6%

                                     JP Morgan Chase Bank            $10,000,000           16.6%


                  CLASS A SERIES
                  2001-2 5.53%
                  ASSET BACKED
                  CERTIFICATES:      Boston Safe Deposit
                                       and Trust Company             $47,170,000           21.8%

                                     State Street Bank and
                                       Trust Company                 $33,540,000           15.5%

                                     Deutsche Bank Trust
                                       Company Americas              $33,490,000           15.5%

                                     JP Morgan Chase Bank            $29,335,000           13.6%

                                     The Bank of New York            $14,760,000            6.8%

                                     The Northern Trust
                                       Company                       $11,625,000            5.4%

                  </TABLE>


                                              - 10 -


<PAGE>

                  <TABLE>

                  <CAPTION>
                                                                    Principal
                                                                    Amount of            Percent
                                     Name                           Certificates         of Class
                                     ----                           ------------         --------
                  <S>                <C>                            <C>                  <C>
                  CLASS B SERIES
                  2001-2 5.83%
                  ASSET BACKED
                  CERTIFICATES:      JP Morgan Chase Bank            $13,000,000           86.7%

                                     State Street Bank -
                                       Bank Portfolio                 $2,000,000           13.3%


                  CLASS A SERIES
                  2001-3 FLOATING
                  RATE ASSET
                  BACKED
                  CERTIFICATES:      Deutsche Bank Trust
                                       Company Americas             $146,000,000           23.6%

                                     State Street Bank and
                                       Trust Company                $144,250,000           23.3%

                                     The Northern Trust
                                       Company                      $115,000,000           18.6%

                                     JP Morgan Chase Bank            $50,000,000            8.1%

                                     The Bank of New York            $44,000,000            7.1%

                                     Harris Trust and
                                       Savings Bank                  $35,000,000            5.7%


                  CLASS B SERIES
                  2001-3 FLOATING
                  RATE ASSET
                  BACKED
                  CERTIFICATES:      Mizuho Trust &
                                       Banking Co. (USA)             $20,000,000           33.3%

                                     The Bank of New York            $10,000,000           16.6%

                                     Boston Safe Deposit
                                       and Trust Company             $10,000,000           16.6%

                                     Deutsche Bank Trust
                                       Company Americas              $10,000,000           16.6%

                                     JP Morgan Chase Bank            $10,000,000           16.6%

                  </TABLE>




                                                - 11 -


<PAGE>

                  <TABLE>

                  <CAPTION>
                                                                    Principal
                                                                    Amount of            Percent
                                     Name                           Certificates         of Class
                                     ----                           ------------         --------
                  <S>                <C>                            <C>                  <C>
                  CLASS A SERIES
                  2001-4 FLOATING
                  RATE ASSET
                  BACKED
                  CERTIFICATES:      Boston Safe Deposit
                                       and Trust Company            $188,653,000           31.5%

                                     Deutsche Bank Trust
                                       Company Americas              $96,498,000           16.1%

                                     The Northern Trust
                                       Company                       $92,000,000           15.4%

                                     JP Morgan Chase Bank            $72,799,000           12.2%


                  CLASS B SERIES
                  2001-4 FLOATING
                  RATE ASSET
                  BACKED
                  CERTIFICATES:      Bank of Tokyo -
                                       Mitsubishi Trust Company      $18,000,000           31.0%

                                     JP Morgan Chase Bank            $15,000,000           25.6%

                                     The Bank of New York            $10,000,000           17.2%

                                     Deutsche Bank Trust
                                       Company Americas              $10,000,000           17.2%

                                     Boston Safe Deposit
                                       and Trust Company              $5,000,000            8.6%


                  CLASS A SERIES
                  2001-5 FLOATING
                  RATE ASSET
                  BACKED
                  CERTIFICATES:      Citibank, N.A.                 $123,385,000           29.9%

                                     JP Morgan Chase Bank           $100,640,000           24.4%

                                     Harris Trust and
                                       Savings Bank                  $50,000,000           12.1%

                                     Wachovia Bank N.A. -
                                       Phila. Main                   $49,300,000           11.9%

                  </TABLE>




                                             - 12 -


<PAGE>

                  <TABLE>

                  <CAPTION>
                                                                    Principal
                                                                    Amount of            Percent
                                     Name                           Certificates         of Class
                                     ----                           ------------         --------
                  <S>                <C>                            <C>                  <C>
                  CLASS B SERIES
                  2001-5 FLOATING
                  RATE ASSET
                  BACKED
                  CERTIFICATES:      Mizuho Trust &
                                       Banking Co. (USA)             $20,000,000           50.0%

                                     JP Morgan Chase Bank            $13,000,000           32.5%

                                     The Bank of New York             $7,000,000           17.5%


                  CLASS A SERIES
                  2001-6 FLOATING
                  RATE ASSET
                  BACKED
                  CERTIFICATES:      JP Morgan Chase Bank           $190,000,000           32.9%

                                     The Northern Trust
                                       Company                       $95,000,000           16.5%

                                     The Bank of New York            $93,500,000           16.2%

                                     Boston Safe Deposit
                                       and Trust Company             $79,000,000           13.7%

                                     Deutsche Bank Trust
                                       Company Americas              $50,000,000            8.7%


                  CLASS B SERIES
                  2001-6 FLOATING
                  RATE ASSET
                  BACKED
                  CERTIFICATES:      JP Morgan Chase Bank            $50,800,000           90.7%

                                     Brown Brothers Harriman
                                       & Co.                          $5,200,000            9.3%


                  CLASS A SERIES
                  2001-7 FLOATING
                  RATE ASSET
                  BACKED
                  CERTIFICATES:      JP Morgan Chase Bank           $267,750,000           49.9%

                                     The Bank of New York           $134,310,000           25.0%

                                     Citibank, N.A.                  $55,000,000           10.3%

                                     Dresdner Kleinwort
                                       Wasserstein Securities LLC    $45,690,000            8.5%

                  </TABLE>


                                           - 13 -


<PAGE>

                  <TABLE>

                  <CAPTION>
                                                                    Principal
                                                                    Amount of            Percent
                                     Name                           Certificates         of Class
                                     ----                           ------------         --------
                  <S>                <C>                            <C>                  <C>
                  CLASS B SERIES
                  2001-7 FLOATING
                  RATE ASSET
                  BACKED
                  CERTIFICATES:      The Bank of New York            $15,000,000           28.8%

                                     JP Morgan Chase Bank            $15,000,000           28.8%

                                     Boston Safe Deposit
                                       and Trust Company             $12,000,000           23.1%

                                     Bank of Tokyo -
                                       Mitsubishi Trust Company      $10,000,000           19.2%


                  CLASS A SERIES
                  2002-1 FLOATING
                  RATE ASSET
                  BACKED
                  CERTIFICATES:      JP Morgan Chase Bank           $334,950,000           44.1%

                                     Citibank, N.A.                 $193,600,000           25.5%

                                     Boston Safe Deposit
                                       and Trust Company             $80,290,000           10.6%

                                     The Bank of New York            $54,100,000            7.1%


                  CLASS B SERIES
                  2002-1 FLOATING
                  RATE ASSET
                  BACKED
                  CERTIFICATES:      Deutsche Bank Trust
                                       Company Americas              $30,000,000           40.8%

                                     JP Morgan Chase Bank            $17,600,000           23.9%

                                     The Bank of New York            $14,000,000           19.0%

                                     JP Morgan Chase Bank/
                                       Correspondence Clearing
                                       Services                      $12,000,000           16.3%

                  </TABLE>




                                        - 14 -


<PAGE>

                  <TABLE>

                  <CAPTION>
                                                                    Principal
                                                                    Amount of            Percent
                                     Name                           Certificates         of Class
                                     ----                           ------------         --------
                  <S>                <C>                            <C>                  <C>
                  CLASS A SERIES
                  2002-2 FLOATING
                  RATE ASSET
                  BACKED
                  CERTIFICATES:      The Bank of New York           $215,000,000           27.7%

                                     JP Morgan Chase Bank           $185,000,000           23.9%

                                     Citibank, N.A.                  $76,500,000            9.9%

                                     Boston Safe Deposit
                                       and Trust Company             $75,000,000            9.7%

                                     State Street Bank and
                                       Trust Company                 $61,000,000            7.9%

                                     Citibank Dealer -
                                       Tax Exempt Operations         $60,000,000            7.7%


                  CLASS B SERIES
                  2002-2 FLOATING
                  RATE ASSET
                  BACKED
                  CERTIFICATES:      Boston Safe Deposit
                                       and Trust Company             $25,000,000           33.2%

                                     Deutsche Bank Trust
                                       Company Americas              $20,700,000           27.5%

                                     Citibank, N.A.                  $19,500,000           25.9%

                                     JP Morgan Chase Bank/
                                      Correspondence Clearing
                                       Services                      $10,000,000           13.3%

</TABLE>




                                        - 15 -


<PAGE>

                  <TABLE>

                  <CAPTION>
                                                                    Principal
                                                                    Amount of            Percent
                                     Name                           Certificates         of Class
                                     ----                           ------------         --------
                 <S>                 <C>                            <C>                  <C>
                  CLASS A SERIES
                  2002-3 FLOATING
                  RATE ASSET
                  BACKED
                  CERTIFICATES:      JP Morgan Chase Bank           $200,000,000           26.4%

                                     The Bank of New York           $148,110,000           19.5%

                                     State Street Bank and
                                       Trust Company                $137,410,000           18.1%

                                     Boston Safe Deposit
                                       and Trust Company             $76,380,000           10.1%

                                     Citibank, N.A.                  $50,500,000            6.7%

                                     Wells Fargo Bank
                                       Minnesota, N.A.               $50,000,000            6.6%

                                     State Street Bank -
                                       Bank Portfolio                $40,000,000            5.3%


                  CLASS B SERIES
                  2002-3 FLOATING
                  RATE ASSET
                  BACKED
                  CERTIFICATES:      JP Morgan Chase Bank            $42,600,000           57.9%

                                     Boston Safe Deposit
                                       and Trust Company             $26,000,000           35.3%

                                     State Street Bank and
                                       Trust Company                  $5,000,000            6.8%


                  CLASS A SERIES
                  2002-4 FLOATING
                  RATE ASSET
                  BACKED
                  CERTIFICATES:      Boston Safe Deposit
                                       and Trust Company            $125,815,000           30.5%

                                     The Northern Trust
                                       Company                      $101,685,000           24.7%

                                     The Bank of New York            $76,300,000           18.5%

                                     State Street Bank and
                                       Trust Company                 $45,915,000           11.1%

                                     Citibank, N.A.                  $28,450,000            6.9%

                   </TABLE>




                                            - 16 -


<PAGE>

                  <TABLE>

                  <CAPTION>
                                                                    Principal
                                                                    Amount of            Percent
                                     Name                           Certificates         of Class
                                     ----                           ------------         --------
                  <S>                <C>                            <C>                  <C>
                  CLASS B SERIES
                  2002-4 FLOATING
                  RATE ASSET
                  BACKED
                  CERTIFICATES:      JP Morgan Chase Bank            $30,000,000           75.0%

                                     Boston Safe Deposit
                                       and Trust Company             $10,000,000           25.0%


                  CLASS A SERIES
                  2002-5 FLOATING
                  RATE ASSET
                  BACKED
                  CERTIFICATES:      Citibank, N.A.                 $223,000,000           45.1%

                                     JP Morgan Chase Bank            $94,000,000           18.9%

                                     The Bank of New York            $45,000,000            9.1%

                                     Deutsche Bank Trust
                                       Company Americas/
                                       Deutsche Bank Frankfurt       $40,000,000            8.1%

                                     Deutsche Bank Trust
                                       Company Americas              $35,000,000            7.1%

                                     U.S. Bank N.A.                  $30,000,000            6.1%

                                     JP Morgan Chase Bank/
                                       Correspondence Clearing
                                       Services                      $25,000,000            5.1%


                  CLASS B SERIES
                  2002-5 FLOATING
                  RATE ASSET
                  BACKED
                  CERTIFICATES:      Deutsche Bank Trust
                                       Company Americas              $30,000,000           62.5%

                                     JP Morgan Chase Bank            $18,000,000           37.5%

                  </TABLE>




                                            - 17 -


<PAGE>

                  <TABLE>

                  <CAPTION>
                                                                    Principal
                                                                    Amount of            Percent
                                     Name                           Certificates         of Class
                                     ----                           ------------         --------
                  <S>                <C>                            <C>                  <C>
                  CLASS A SERIES
                  2002-6 FLOATING
                  RATE ASSET
                  BACKED
                  CERTIFICATES:      JP Morgan Chase Bank            $99,000,000           16.7%

                                     State Street Bank and
                                      Trust Company                  $84,000,000           14.1%

                                     Boston Safe Deposit
                                       and Trust Company             $80,000,000           13.5%

                                     The Bank of New York            $70,000,000           11.8%

                                     Wells Fargo Bank
                                       Minnesota, N.A.               $60,000,000           10.1%

                                     Citibank, N.A.                  $58,200,000            9.8%

                                     U. S. Bank N.A.                 $50,000,000            8.4%

                                     Merrill Lynch, Pierce,
                                       Fenner & Smith
                                       Safekeeping                   $32,000,000            5.4%


                  CLASS B SERIES
                  2002-6 FLOATING
                  RATE ASSET
                  BACKED
                  CERTIFICATES:      Deutsche Bank Trust
                                       Company Americas              $20,000,000           34.7%

                                     Merrill Lynch, Pierce,
                                       Fenner & Smith
                                       Safekeeping                    $9,000,000           15.6%

                                     JP Morgan Chase Bank             $8,000,000           13.9%

                                     Bank of Tokyo -
                                        Mitsubishi Trust Company      $5,000,000            8.7%

                                     State Street Bank and
                                       Trust Company                  $5,000,000            8.7%

                                     Bank One Trust
                                       Company, N.A.                  $3,500,000            6.1%

                   </TABLE>




                                                  - 18 -



<PAGE>

                  <TABLE>

                  <CAPTION>
                                                                    Principal
                                                                    Amount of            Percent
                                     Name                           Certificates         of Class
                                     ----                           ------------         --------
                  <S>                <C>                            <C>                  <C>
                  CLASS A SERIES
                  2003-1 FLOATING
                  RATE ASSET
                  BACKED
                  CERTIFICATES:      The Bank of New York           $219,200,000           28.9%

                                     JP Morgan Chase Bank           $212,000,000           27.9%

                                     Boston Safe Deposit
                                       and Trust Company             $75,000,000            9.9%

                                     State Street Bank and
                                       Trust Company                 $71,875,000            9.5%

                                     Citibank, N.A.                  $53,180,000            7.0%

                                     BNP Paribas Securities
                                       Corp./ Bonds                  $50,000,000            6.6%


                  CLASS B SERIES
                  2003-1 FLOATING
                  RATE ASSET
                  BACKED
                  CERTIFICATES:      JP Morgan Chase Bank            $56,000,000           76.1%

                                     Citibank, N.A.                  $16,000,000           21.7%

                  </TABLE>


         The address of each of the above participants is:

         (a)   c/o The Depository Trust and Clearing Corporation
               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 Agreement.


                                     PART IV

Item 14. Exhibits, Financial Statement Schedules, and Reports on Form 8-K

         (a)  Financial Statements:

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

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

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

                                          - 19 -


<PAGE>

         (b)  Reports on Form 8-K:

              The Trust has filed the following reports on Form 8-K since April
              1, 2002:

              1.    Form  8-K,  dated  April 15,  2002,  attaching  the  Monthly
                    Servicer's  Certificate for the due period February 25, 2002
                    through March 26, 2002.

              2.    Form 8-K,  dated April 16, 2002,  attaching  the Series Term
                    Sheet,  dated April 16, 2002,  which sets forth the proposed
                    issuance  of  the  Class  A  Floating   Rate  Asset   Backed
                    Certificates,  Series 2002-2,  and the Class B Floating Rate
                    Asset Backed  Certificates,  Series 2002-2,  of the American
                    Express Credit Account Master Trust.

              3.    Form 8-K, dated April 25, 2002,  attaching the Series 2002-2
                    Supplement,  dated April 25, 2002, supplementing the Pooling
                    and Servicing Agreement, dated May 16, 1996.

              4.    Form 8-K,  dated May 7,  2002,  attaching  the  Series  Term
                    Sheet,  dated May 7, 2002,  which  sets  forth the  proposed
                    issuance  of  the  Class  A  Floating   Rate  Asset   Backed
                    Certificates,  Series 2002-3,  and the Class B Floating Rate
                    Asset Backed  Certificates,  Series 2002-3,  of the American
                    Express Credit Account Master Trust.

              5.    Form  8-K,  dated  May  15,  2002,   attaching  the  Monthly
                    Servicer's  Certificate  for the due period  March 27,  2002
                    through April 25, 2002.

              6.    Form 8-K,  dated May 16, 2002,  attaching  the Series 2002-3
                    Supplement,  dated May 16, 2002,  supplementing  the Pooling
                    and Servicing Agreement, dated May 16, 1996.

              7.    Form  8-K,  dated  June  17,  2002,  attaching  the  Monthly
                    Servicer's  Certificate  for the due period  April 26,  2002
                    through May 25, 2002.

              8.    Form 8-K,  dated July 8,  2002,  attaching  the Series  Term
                    Sheet,  dated  July 8, 2002,  which sets forth the  proposed
                    issuance  of  the  Class  A  Floating   Rate  Asset   Backed
                    Certificates,  Series 2002-4,  and the Class B Floating Rate
                    Asset Backed  Certificates,  Series 2002-4,  of the American
                    Express Credit Account Master Trust.

               9.   Form 8-K,  dated July 8,  2002,  attaching  the Series  Term
                    Sheet,  dated  July 8, 2002,  which sets forth the  proposed
                    issuance  of  the  Class  A  Floating   Rate  Asset   Backed
                    Certificates,  Series 2002-5,  and the Class B Floating Rate
                    Asset Backed  Certificates,  Series 2002-5,  of the American
                    Express Credit Account Master Trust.

              10.   Form  8-K,  dated  July  15,  2002,  attaching  the  Monthly
                    Servicer's  Certificate  for the  due  period  May 26,  2002
                    through June 24, 2002.

              11.   Form  8-K,  dated  July  17,  2002,   attaching  the  2002-4
                    Supplement,  dated July 17, 2002,  supplementing the Pooling
                    and Servicing Agreement, dated May 16, 1996.

              12.   Form  8-K,  dated  July  17,  2002,   attaching  the  2002-5
                    Supplement,  dated July 17, 2002,  supplementing the Pooling
                    and Servicing Agreement, dated May 16, 1996.

              13.   Form 8-K,  dated August 6, 2002,  attaching  the Series Term
                    Sheet,  dated August 6, 2002,  which sets forth the proposed
                    issuance  of  the  Class  A  Floating   Rate  Asset   Backed
                    Certificates,  Series 2002-6,  and the Class B Floating Rate
                    Asset Backed  Certificates,  Series 2002-6,  of the American
                    Express Credit Account Master Trust.

              14.   Form 8-K,  dated  August  15,  2002,  attaching  the  2002-6
                    Supplement, dated August 15, 2002, supplementing the Pooling
                    and Servicing Agreement, dated May 16, 1996.


                                         - 20 -
<PAGE>


              15.   Form 8-K,  dated  August 15,  2002,  attaching  the  Monthly
                    Servicer's  Certificate  for the due  period  June 25,  2002
                    through July 25, 2002.

              16.   Form 8-K,  dated  September 16, 2002,  attaching the Monthly
                    Servicer's  Certificate  for the due  period  July 26,  2002
                    through August 25, 2002.

              17.   Form 8-K,  dated  October 15,  2002,  attaching  the Monthly
                    Servicer's  Certificate  for the due period  August 26, 2002
                    through September 25, 2002.

              18.   Form 8-K,  dated  November 15, 2002,  attaching  the Monthly
                    Servicer's Certificate for the due period September 26, 2002
                    through October 25, 2002.

              19.   Form 8-K, dated December 11, 2002,  attaching Assignment No.
                    10 of Receivables in Additional Accounts, dated December 11,
                    2002,  among  American  Express  Centurion  Bank,   American
                    Express Receivables Financing Corporation II and The Bank of
                    New York.

              20.   Form 8-K,  dated  December 16, 2002,  attaching  the Monthly
                    Servicer's  Certificate  for the due period October 26, 2002
                    through November 24, 2002.

              21.   Form 8-K,  dated  January 15,  2003,  attaching  the Monthly
                    Servicer's  Certificate for the due period November 25, 2002
                    through December 25, 2002.

              22.   Form 8-K, dated February 10, 2003, attaching the Series Term
                    Sheet,  dated  February  10,  2002,  which  sets  forth  the
                    proposed  issuance of the Class A Floating Rate Asset Backed
                    Certificates,  Series 2003-1,  and the Class B Floating Rate
                    Asset Backed  Certificates,  Series 2003-1,  of the American
                    Express Credit Account Master Trust.

              23.   Form 8-K,  dated  February 18, 2003,  attaching  the Monthly
                    Servicer's  Certificate for the due period December 26, 2002
                    through January 25, 2003.

              24.   Form 8-K,  dated  February  20, 2003,  attaching  the 2003-1
                    Supplement,  dated  February  20,  2003,  supplementing  the
                    Pooling and Servicing Agreement, dated May 16, 1996.

              25.   Form  8-K,  dated  March 17,  2003,  attaching  the  Monthly
                    Servicer's  Certificate  for the due period January 26, 2003
                    through February 24, 2003.


         (c)   Exhibits:

              4.1   Pooling  and  Servicing   Agreement,   dated  May  16,  1996
                    (incorporated  by  reference  to Exhibit  4.1 of Form 8-A12G
                    filed by registrant on May 30, 1996, File No. 000-20787).

              4.2   First  Amendment  to the  Pooling and  Servicing  Agreement,
                    dated March 30,  2001,  amending  the Pooling and  Servicing
                    Agreement,  dated  as  of  May  16,  1996  (incorporated  by
                    reference to Exhibit 5.2 of Form 8-K,  dated March 30, 2001,
                    File No. 000-20787).

              4.3   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).

              4.4   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).


                                     - 21 -


<PAGE>


              4.5   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).

              4.6   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).

              4.7   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).

              4.8   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).

              4.9   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).

              4.10  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).

              4.11  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).

              4.12  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).

              4.13  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).

              4.14  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).

              4.15  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).




                                        - 22 -


<PAGE>


              4.16  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).

              4.17  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).

              4.18  Series  1998-1  Supplement  to  the  Pooling  and  Servicing
                    Agreement, dated June 23, 1998 (incorporated by reference to
                    Exhibit  4.1 of Form  8-K,  dated  July 15,  1998,  File No.
                    000-20787).

              4.19  Series  1999-1  Supplement  to  the  Pooling  and  Servicing
                    Agreement,  dated April 21, 1999  (incorporated by reference
                    to Exhibit 4.1 of Form 8-A12G,  dated April 21,  1999,  File
                    No. 000-20787).

              4.20  Series  1999-2  Supplement  to  the  Pooling  and  Servicing
                    Agreement,  dated May 19, 1999 (incorporated by reference to
                    Exhibit 4.2 of Form  8-A12G,  dated May 19,  1999,  File No.
                    000-20787).

              4.21  Series  1999-3  Supplement  to  the  Pooling  and  Servicing
                    Agreement,  dated May 19, 1999 (incorporated by reference to
                    Exhibit 4.3 of Form  8-A12G,  dated May 19,  1999,  File No.
                    000-20787).

              4.22  Series  1999-5  Supplement  to  the  Pooling  and  Servicing
                    Agreement,  dated August 17, 1999 (incorporated by reference
                    to Exhibit 4.3 of Form 8-A12G,  dated August 17, 1999,  File
                    No. 000-20787).

              4.23  Series  2000-1  Supplement  to  the  Pooling  and  Servicing
                    Agreement,   dated  February  16,  2000   (incorporated   by
                    reference  to Exhibit 4.1 of Form 8-K,  dated  February  16,
                    2000, File No. 000-20787).

              4.24  Series  2000-2  Supplement  to  the  Pooling  and  Servicing
                    Agreement,   dated  February  16,  2000   (incorporated   by
                    reference  to Exhibit 4.2 of Form 8-K,  dated  February  16,
                    2000, File No. 000-20787).

              4.25  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).

              4.26  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).

              4.27  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).

              4.28  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).

              4.29  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).



                                     - 23 -


<PAGE>


              4.30  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).

              4.31  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).

              4.32  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).

              4.33  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).

              4.34  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).

              4.35  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).

              4.36  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).

              4.37  Series  2002-3  Supplement  to  the  Pooling  and  Servicing
                    Agreement,  dated May 16, 2003 (incorporated by reference to
                    Exhibit  4.1 of Form  8-K,  dated  May 16,  2002,  File  No.
                    000-20787).

              4.38  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).

              4.39  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).

              4.40  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).

              4.41  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 August 15, 2002,
                    File No. 000-20787).

              10.1  Form of RFC 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).

              24.1  Power of Attorney for American Express Centurion Bank.

              24.2  Power of Attorney for American Express Receivables Financing
                    Corporation II.

              99.1  Annual Servicing Statement Delivered to the Trustee.

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

              99.3  Annual  Report  Containing  Aggregate  Information  for  the
                    Fiscal Year.


                                     - 24 -


<PAGE>


                                   SIGNATURES

     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

                                    AMERICAN EXPRESS CENTURION BANK,
                                    Co-Originator of the Trust and Registrant

                                     By:  /s/ Daniel L. Follett
                                          -----------------------------------
                                          Daniel L. Follett
                                          Chief Financial Officer
                                          (Principal Accounting Officer)


     Pursuant to the  requirements  of the  Securities and Exchange Act of 1934,
this  report  has  been  signed  by the  following  persons  in  the  capacities
indicated.
               *
----------------------------------
Ashwini Gupta                                       Director and Chairman

               *
----------------------------------
David E. Poulsen                                    Director, President and
                                                    Chief Executive Officer

----------------------------------
Maria J. Garciaz                                    Director

               *
----------------------------------
Roger Goldman                                       Director


----------------------------------
William Isaac                                       Director

               *
----------------------------------
Peter A. Lefferts                                   Director

               *
----------------------------------
Frank L. Skillern                                   Director


----------------------------------
Jay B. Stevelman                                    Director

               *
----------------------------------
Roslyn M. Watson                                    Director


* By: /s/ Tim Heine
     -----------------------------
     Tim Heine
     Attorney-in-Fact

Dated:  March 27, 2003


<PAGE>


                                   SIGNATURES

     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

                                    AMERICAN EXPRESS RECEIVABLES
                                    FINANCING CORPORATION II,
                                    Co-Originator of the Trust and Registrant

                                    By:   /s/  Leslie R. Scharfstein
                                         ---------------------------
                                         Leslie R. Scharfstein
                                         President


         Pursuant to the requirements of the Securities Exchange Act of 1934,
this report has been signed by the following persons in the capacities
indicated.


            *
----------------------------------
Leslie R. Scharfstein                           President
                                                (Principal Executive Officer)


            *
----------------------------------
John D. Koslow                                  Vice President and Treasurer
                                                (Principal Finance Officer and
                                                Principal Accounting Officer)

            *
----------------------------------
Donald J. Puglisi                               Director



            *
----------------------------------
David Yowan                                     Director




* By: /s/ Leslie R. Scharfstein
      -----------------------------
      Leslie R. Scharfstein
      Attorney-in-Fact


Dated:  March 27, 2003



<PAGE>



                                  Certification



I, Daniel L. Follett, certify that:

1. I have reviewed this annual report on Form 10-K,  and all reports on Form 8-K
containing  distribution  or  servicing  reports  filed in  respect  of  periods
included in the year covered by this annual report,  of American  Express Credit
Account Master Trust;

2. Based on my knowledge,  the  information in these reports,  taken as a whole,
does not  contain  any untrue  statement  of a material  fact or omit to state a
material  fact  necessary  to  make  the  statements   made,  in  light  of  the
circumstances  under which such  statements  were made, not misleading as of the
last day of the period covered by this annual report;

3. Based on my knowledge,  the distribution or servicing information required to
be provided to the trustee by the servicer under the pooling and  servicing,  or
similar, agreement, for inclusion in these reports is included in these reports;

4. Based on my knowledge and upon the annual  compliance  statement  included in
the report and required to be delivered  to the trustee in  accordance  with the
terms of the  pooling  and  servicing,  or  similar,  agreement,  and  except as
disclosed in the reports,  the servicer has fulfilled its obligations  under the
servicing agreement; and

5. The reports disclose all significant  deficiencies relating to the servicer's
compliance with the minimum  servicing  standards based upon the report provided
by an independent  public  accountant,  after  conducting a review in compliance
with the Uniform  Single  Attestation  Program for  Mortgage  Bankers or similar
procedure,  as set forth in the pooling and  servicing,  or similar,  agreement,
that is included in these reports.


Date:  March 31, 2003


/s/ Daniel L. Follett
------------------------
Name:  Daniel L. Follett
Title: Chief Financial Officer and Treasurer, American Express Centurion Bank

<PAGE>


                                  Certification



I, Leslie R. Scharfstein, certify that:

1. I have reviewed this annual report on Form 10-K,  and all reports on Form 8-K
containing  distribution  or  servicing  reports  filed in  respect  of  periods
included in the year covered by this annual report,  of American  Express Credit
Account Master Trust;

2. Based on my knowledge,  the  information in these reports,  taken as a whole,
does not  contain  any untrue  statement  of a material  fact or omit to state a
material  fact  necessary  to  make  the  statements   made,  in  light  of  the
circumstances  under which such  statements  were made, not misleading as of the
last day of the period covered by this annual report;

3. Based on my knowledge,  the distribution or servicing information required to
be provided to the trustee by the servicer under the pooling and  servicing,  or
similar, agreement, for inclusion in these reports is included in these reports;

4. Based on my knowledge and upon the annual  compliance  statement  included in
the report and required to be delivered  to the trustee in  accordance  with the
terms of the  pooling  and  servicing,  or  similar,  agreement,  and  except as
disclosed in the reports,  the servicer has fulfilled its obligations  under the
servicing agreement; and

5. The reports disclose all significant  deficiencies relating to the servicer's
compliance with the minimum  servicing  standards based upon the report provided
by an independent  public  accountant,  after  conducting a review in compliance
with the Uniform  Single  Attestation  Program for  Mortgage  Bankers or similar
procedure,  as set forth in the pooling and  servicing,  or similar,  agreement,
that is included in these reports.


Date:  March 31, 2003


/s/ Leslie R. Scharfstein
----------------------------
Name:  Leslie R. Scharfstein
Title: President, American Express Receivables Financing Corporation II





<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  (incorporated  by
       reference  to Exhibit 4.1 of Form 8-A12G filed by  registrant  on May 30,
       1996, File No. 000-20787).

4.2    First Amendment to the Pooling and Servicing  Agreement,  dated March 30,
       2001,  amending the Pooling and Servicing  Agreement,  dated May 16, 1996
       (incorporated  by reference  to Exhibit 5.2 of Form 8-K,  dated March 30,
       2001, File No. 000-20787).

4.3    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).

4.4    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).

4.5    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).

4.6    Assignment No. 4 of Receivables in Additional  Accounts,  dated as of 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).

4.7    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).

4.8    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).

4.9    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).

4.10   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).

4.11   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).

4.12   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).


<PAGE>

4.13   Supplemental Conveyance No. 1, dated as of 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).

4.14   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).

4.15   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).

4.16   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).

4.17   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).

4.18   Series 1998-1  Supplement to the Pooling and Servicing  Agreement,  dated
       June 23,  1998  (incorporated  by  reference  to Exhibit 4.1 of Form 8-K,
       dated July 15, 1998, File No. 000-20787).

4.19   Series 1999-1  Supplement to the Pooling and Servicing  Agreement,  dated
       April 21, 1999  (incorporated by reference to Exhibit 4.1 of Form 8-A12G,
       dated April 21, 1999, File No. 000-20787).

4.20   Series 1999-2  Supplement to the Pooling and Servicing  Agreement,  dated
       May 19, 1999  (incorporated  by  reference to Exhibit 4.2 of Form 8-A12G,
       dated May 19, 1999, File No. 000-20787).

4.21   Series 1999-3  Supplement to the Pooling and Servicing  Agreement,  dated
       May 19, 1999  (incorporated  by  reference to Exhibit 4.3 of Form 8-A12G,
       dated May 19, 1999, File No. 000-20787).

4.22   Series 1999-5  Supplement to the Pooling and Servicing  Agreement,  dated
       August 17, 1999 (incorporated by reference to Exhibit 4.3 of Form 8-A12G,
       dated August 17, 1999, File No. 000-20787).

4.23   Series 2000-1  Supplement to the Pooling and Servicing  Agreement,  dated
       February 16, 2000  (incorporated by reference to Exhibit 4.1 of Form 8-K,
       dated February 16, 2000, File No. 000-20787).

4.24   Series 2000-2  Supplement to the Pooling and Servicing  Agreement,  dated
       February 16, 2000  (incorporated by reference to Exhibit 4.2 of Form 8-K,
       dated February 16, 2000, File No. 000-20787).

4.25   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).

4.26   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).

4.27   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).

4.28   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).

4.29   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).

4.30   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).
<PAGE>

4.31   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).

4.32   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
       May 9, 2001, File No. 000-20787).

4.33   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).

4.34   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).

4.35   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).

4.36   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).

4.37   Series 2002-3  Supplement to the Pooling and Servicing  Agreement,  dated
       May 16, 2003 (incorporated by reference to Exhibit 4.1 of Form 8-K, dated
       May 16, 2002, File No. 000-20787).

4.38   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).

4.39   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).

4.40   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).

4.41   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 August 15, 2002, File No. 000-20787).


10.1   Form of RFC 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).

24.1*  Power of Attorney for American Express Centurion Bank.

24.2*  Power of Attorney for American Express Receivables  Financing Corporation
       II.

99.1*  Annual Servicing Statement Delivered to the Trustee.

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

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