EXHIBIT 24.1


                         AMERICAN EXPRESS CENTURION BANK

                                POWER OF ATTORNEY

         American  Express  Centurion Bank, a Utah  corporation (the "Company"),
and each of the  undersigned  officers  and  directors  of the  Company,  hereby
constitute and appoint Robert D. Kraus,  Stephen P. Norman,  Gilbert E. Ahye and
Rhonda  Halpern,  jointly and  severally,  with full power of  substitution  and
revocation,  their true and lawful attorneys-in-fact and agents, for them and on
their behalf and in their respective  names,  places and steads,  in any and all
capacities,  to sign,  execute and affix their respective seals thereto and file
any of the documents  referred to below relating to the American  Express Credit
Account  Master Trust;  all filings and reports  required  under the  Securities
Exchange Act of 1934,  including  Current Reports on Form 8-K and Annual Reports
on Form 10-K,  including any amendments thereto, on behalf of the Company,  with
all exhibits and any and all documents required to be filed with respect thereto
with any regulatory authority,  granting unto said attorneys,  and each of them,
full  power  and  authority  to do and  perform  each and  every  act and  thing
requisite  and  necessary  to be done in and  about  the  premises  in  order to
effectuate  the same as fully to all intents and purposes as they might or could
do if  personally  present,  hereby  ratifying  and  confirming  all  that  said
attorneys-in-fact  and agents,  or any of them,  may  lawfully do or cause to be
done by virtue hereof.

         This Power of Attorney may be executed in counterparts.

         IN WITNESS  WHEREOF,  American  Express  Centurion Bank has caused this
Power of Attorney to be executed in its name by its Chief Executive  Officer and
attested by its  Secretary,  and the  undersigned  officers and  directors  have
hereunto set their hand as of the 29th day of March 2000.

                                 AMERICAN EXPRESS CENTURION BANK

                                 By: /s/ Frank L. Skillern
                                     ----------------------------
                                     Frank L. Skillern
                                     Chairman


ATTEST:

/s/ Robert D. Kraus
-------------------------
Robert D. Kraus
Assistant Secretary

<PAGE>


/s/ Frank L. Skillern
-------------------------
Frank L. Skillern
Director and Chairman


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


/s/ Gilbert E. Ahye
--------------------------
Gilbert E. Ahye
Director


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


/s/ Ash Gupta
--------------------------
Ash Gupta
Director


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


/s/ Raymond F. Pettit
--------------------------
Raymond F. Pettit
Director


/s/ Roslyn M. Watson
--------------------------
Roslyn M. Watson
Director


/s/ James F. Welch
--------------------------
James F. Welch
Director



<PAGE>




                                                                EXHIBIT 24.2


              AMERICAN EXPRESS RECEIVABLES FINANCING CORPORATION II

                                POWER OF ATTORNEY

         American  Express  Receivables  Financing  Corporation  II, a  Delaware
corporation (the "Company"),  and each of the undersigned officers and directors
of the Company, hereby constitute and appoint Jay B. Stevelman,  John D. Koslow,
Leslie R.  Scharfstein and Stephen P. Norman,  jointly and severally,  with full
power of substitution  and revocation,  their true and lawful  attorneys-in-fact
and agents,  for them and on their behalf and in their respective names,  places
and  steads,  in any and all  capacities,  to  sign,  execute  and  affix  their
respective  seals  thereto  and  file  any of the  documents  referred  to below
relating to the American  Express Credit  Account Master Trust;  all filings and
reports  required  under the Securities  Exchange Act of 1934 including  Current
Reports on Form 8-K and Annual  Reports on Form 10-K,  including any  amendments
thereto,  on behalf of the Company,  with all exhibits and any and all documents
required  to be  filed  with  respect  thereto  with any  regulatory  authority,
granting unto said  attorneys,  and each of them, full power and authority to do
and perform each and every act and thing  requisite  and necessary to be done in
and about the premises in order to  effectuate  the same as fully to all intents
and purposes as they might or could do if personally  present,  hereby ratifying
and confirming all that said  attorneys-in-fact  and agents, or any of them, may
lawfully do or cause to be done by virtue hereof.

         This Power of Attorney may be executed in counterparts.

         IN WITNESS WHEREOF,  American Express Receivables Financing Corporation
II has caused this Power of Attorney to be executed in its name by its President
and its  corporate  seal to be affixed and  attested by its  Secretary,  and the
undersigned  officers  and directors have hereunto set their hand as of the 29th
day of March 2000.

                                    AMERICAN EXPRESS RECEIVABLES
                                    FINANCING CORPORATION II

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

ATTEST:

/s/ Michael Kuchs
----------------------------
Michael Kuchs
Secretary


<PAGE>





/s/ John D. Koslow
----------------------------
John D. Koslow
Director


/s/ Donald J. Puglisi
-----------------------------
Donald J. Puglisi
Director


/s/ Jay B. Stevelman
-----------------------------
Jay B. Stevelman
Director


/s/ Leslie R. Scharfstein
-----------------------------
Leslie R. Scharfstein
President
(Principal Executive Officer)


/s/ Ellen J. Casey
-----------------------------
Ellen J. Casey
Vice President and Treasurer
(Principal Finance Officer and
 Principal Accounting Officer)