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 John Hobby,  Stephen P. Norman, Jay B. Stevelman 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  seal  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 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  Chairman  and  attested by its
Assistant  Secretary,  and the undersigned  officers and directors have hereunto
set their hand as of the 30th day of March, 2001.

                                              AMERICAN EXPRESS CENTURION BANK

                                              By: /s/ Ash Gupta
                                                  ---------------------------
                                                  Ash Gupta
                                                  Chairman



ATTEST:

/s/ John Hobby
-----------------------
John Hobby
Assistant Secretary


<PAGE>


/s/ Ash Gupta
----------------------
Ash Gupta
Director and Chairman


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


/s/ Maria J. Garciaz
----------------------
Maria J. Garciaz
Director

/s/ Peter A. Lefferts
----------------------
Peter A. Lefferts
Director


----------------------
Raymond F. Pettit
Director


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


----------------------
Jay Stevelman
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 seal 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 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 attested by its Secretary,  and the undersigned  officers and directors have
hereunto set their hand as of the 30th day of March, 2001.

                                                AMERICAN EXPRESS RECEIVABLES
                                                FINANCING CORPORATION II

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



ATTEST:

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



<PAGE>




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



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



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



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