<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, 2003

                                       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. 033-47812-01

                         AMERICAN EXPRESS CENTURION BANK
         As Co-Originator of the Trust and a Transferor and on behalf of
                          AMERICAN EXPRESS MASTER TRUST
                            (Issuer of Certificates)
             (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                              84184
(Address of principal executive offices)                        (Zip Code)

        Registrant's telephone number, including area code (801) 945-5000


               AMERICAN EXPRESS RECEIVABLES FINANCING CORPORATION
         As Co-Originator of the Trust and a Transferor and on behalf of
                          AMERICAN EXPRESS MASTER TRUST
                            (Issuer of Certificates)
             (Exact name of registrant as specified in its charter)

           Delaware                                             13-3632012
  (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) 640-2354

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


           Securities registered pursuant to Section 12(g) of the Act:
    7.85% Class A Accounts Receivable Trust Certificates, Series 1994-3
    Class A Floating Rate Accounts Receivable Trust Certificates, Series 2001-1
    Class A Floating Rate Accounts Receivable Trust Certificates, Series 2002-1
    Class A Floating Rate Accounts Receivable Trust Certificates, Series 2002-2


Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the  preceding 12 months (or for such  shorter  period that the  registrant  was
required  to file  such  reports)  and  (2)  has  been  subject  to such  filing
requirements for the past 90 days.     YES  X         NO
                                           ----          ----

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


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

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


                    DOCUMENTS INCORPORATED BY REFERENCE: NONE


<PAGE>


                                INTRODUCTORY NOTE

American  Express  Centurion  Bank and American  Express  Receivables  Financing
Corporation are the  co-originators  of the issuer and registrant,  the American
Express  Master Trust.  Pursuant to a no-action  request to the  Securities  and
Exchange Commission (no-action request of American Express Credit Account Master
Trust publicly  available  December 6, 1996),  the registrant is not required to
respond to various items of Form 10-K. Such items are designated  herein as "Not
Applicable".


                                     PART I

Item 1.  Business

         Not Applicable.


Item 2.  Properties

         The American  Express Master Trust (the "Trust") was formed pursuant to
a Master Pooling and Servicing  Agreement,  dated as of June 30, 1992, which was
amended by the Amended and  Restated  Master  Pooling and  Servicing  Agreement,
dated as of May 1, 1998,  as amended by the First  Amendment  to the Amended and
Restated  Master  Pooling and Servicing  Agreement,  dated as of October 1, 2001
(the "Agreement"),  among American Express Receivables Financing Corporation and
American Express  Centurion Bank, as transferors (the  "Transferors"),  American
Express Travel Related Services Company, Inc. as servicer (the "Servicer"),  and
The Bank of New York, as trustee (the  "Trustee").  American  Express  Centurion
Bank  was  added as a  transferor  in May  1998.  American  Express  Receivables
Financing  Corporation ("RFC") was incorporated in the state of Delaware on July
30, 1991 and is a wholly owned  subsidiary of American  Express  Travel  Related
Services Company,  Inc. ("TRS").  Its principal executive offices are located at
200 Vesey Street,  New York, New York,  10285. TRS was incorporated in the state
of New York on May 3, 1982 and is a wholly owned  subsidiary of American Express
Company ("American Express"). 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 and private  placements  ("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.

                                      - 1 -


<PAGE>


         The property of the Trust (the "Trust Assets")  includes a portfolio of
receivables  (the  "Receivables")  generated from time to time in a portfolio of
American  Express(R)  Card,  American  Express(R) Gold Card and Platinum Card(R)
accounts  (collectively,  the "Accounts") owned by TRS or Centurion,  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. The Certificates do not represent  obligations of or interests
in RFC, Centurion or TRS.

         TRS and Centurion do not act as guarantors with respect to any payments
on the Certificates, and neither the Trustee nor the holders of the Certificates
will  have  general  recourse  against  any of TRS,  RFC or  Centurion  or their
respective  assets.  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 Agreement  governs the  allocation of collections in respect of the
Receivables.  Payments  received on the Trust's  Assets are allocated  among the
different   Series  (and  within  a  Series  among  the  different   classes  of
Certificates  within  a  Series)  and  the  interest  of RFC and  Centurion,  as
transferors, all as set forth in the Agreement and Supplements.

         The Trust does 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 eleven
Series of Certificates, of which four are outstanding:

         .  7.85% Class A Accounts Receivable Trust Certificates, Series 1994-3

         .  Class A Floating Rate Accounts Receivable Trust Certificates, Series
            2001-1

         .  Class A Floating Rate Accounts Receivable Trust Certificates, Series
            2002-1

         .  Class A Floating Rate Accounts Receivable Trust Certificates, Series
            2002-2

         The  5.90%  Class A  Accounts  Receivable  Trust  Certificates,  Series
1998-1,  were  paid in  full on May 15,  2003,  and the  Class A  Floating  Rate
Accounts  Receivable  Trust  Certificates,  Series 1996-1,  were paid in full on
September 15, 2003.


                                      - 2 -


<PAGE>


         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 monthly 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 2003 or, as  applicable,  the
amount of such  items as of  December  28,  2003.  This  annual  report is filed
herewith as Exhibit 99.3.


Item 3.  Legal Proceedings

         The Registrant  knows of no material legal  proceedings with respect to
         the Trust, involving the Trust, the Trust Assets, RFC, Centurion or the
         Trustee,  exclusive of ordinary  routine  litigation  incidental to the
         duties of the  Servicer,  the  co-originators  or the Trustee under the
         Agreement.


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

         None.


                                     PART II

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

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

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

         (c)      Not Applicable.


Item 6.  Selected Financial Data

         Not Applicable.


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

         Not Applicable.


                                      - 3 -


<PAGE>


Item 7A. Quantitative and Qualitative Disclosures About Market Risk

         Not Applicable.


Item 8.  Financial Statements and Supplementary Data

         Not Applicable.


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

         None.


Item 9A. Controls and Procedures

         Not Applicable.


                                    PART III

Item 10. Directors and Executive Officers of the Registrant

         Not Applicable.


Item 11. Executive Compensation

         Not Applicable.


Item 12. Security Ownership of Certain Beneficial Owners and Management

         (a)      The Investor  Certificates  were delivered in book-entry  form
                  through  the  facilities  of DTC. As a  consequence,  the sole
                  registered holder of Investor  Certificates is Cede & Co., the
                  nominee of DTC. An  investor  holding an interest in the Trust
                  is not  entitled to receive a  certificate  representing  such
                  interest except in limited circumstances. Cede & Co. holds the
                  Investor Certificates on behalf of brokers, dealers, banks and
                  other direct  participants in the DTC system. DTC participants
                  may own  Investor  Certificates  for their own account or hold
                  them for the accounts of their customers. As of March 4, 2004,
                  the  following  DTC  participants  held  positions in Investor
                  Certificates  representing  interests in the Trust equal to or
                  exceeding  5% of the total  principal  amount of the  Investor
                  Certificates of the relevant class of each Series  outstanding
                  on that date.  Information on DTC participants' held positions
                  is provided by DTC.


                                      - 4 -


<PAGE>

<TABLE>

<CAPTION>

                                                         Principal
                                                         Amount of      Percent
                                     Name                Certificates   of Class
                                     ----                ------------   --------
                  <S>               <C>                  <C>            <C>
                  7.85% CLASS A
                  ACCOUNTS
                  RECEIVABLE TRUST
                  CERTIFICATES,
                  SERIES 1994-3:     State Street Bank
                                      and Trust Company   $88,698,000    29.57%

                                     JP Morgan Chase      $47,382,000    15.79%

                                     Bank of New York     $22,000,000     7.33%

                                     BGI/IBT Co.          $15,970,000     5.32%

                                     Wells Fargo          $15,943,000     5.31%

                                     Citibank, NA         $15,912,000     5.30%


                  CLASS A FLOATING
                  RATE ACCOUNTS
                  RECEIVABLE TRUST
                  CERTIFICATES,
                  SERIES 2001-1:     Bank of New York    $214,680,000    28.62%

                                     JP Morgan Chase     $172,275,000    22.97%

                                     Northern Trust
                                      Company            $101,170,000    13.49%

                                     State Street Bank
                                      and Trust Company   $99,505,000    13.27%

                                     Citibank, NA         $50,000,000     6.67%


                  CLASS A FLOATING
                  RATE ACCOUNTS
                  RECEIVABLE TRUST
                  CERTIFICATES,
                  SERIES 2002-1:     JP Morgan Chase     $192,905,000    25.72%

                                     Bank of New York    $142,305,000    18.97%

                                     Northern Trust
                                      Company             $81,670,000    10.89%

                                     Investors Bank       $58,575,000     7.81%

                                     Mellon Trust
                                      Company             $57,670,000     7.69%

                                     Brown Brothers
                                      Harriman            $45,400,000     6.05%


</TABLE>


                                      - 5 -


<PAGE>

<TABLE>

<CAPTION>
                                                         Principal
                                                         Amount of      Percent
                                     Name                Certificates   of Class
                                     ----                ------------   --------
                  <S>                <C>                 <C>            <C>
                  CLASS A FLOATING
                  RATE ACCOUNTS
                  RECEIVABLE TRUST
                  CERTIFICATES,
                  SERIES 2002-2:     State Street Bank
                                      and Trust Company  $223,459,000    22.34%

                                     JP Morgan Chase     $179,765,000    17.98%

                                     Northern Trust
                                      Company            $160,655,000    16.06%

                                     Mellon Trust
                                      Company            $158,507,000    15.85%

                                     Bank of New York    $119,025,000    11.90%

                                     Citibank, NA         $59,334,000     5.93%

</TABLE>


         The address of each of the above participants is:

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

         (b)      Not Applicable.

         (c)      Not Applicable.


Item 13. Certain Relationships and Related Transactions

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


Item 14. Principal Accounting Fees and Services

         Not Applicable.










                                      - 6 -



<PAGE>


                                     PART IV


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

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

                  1.       Power of Attorney for American Express Centurion Bank
                           (filed as Exhibit 24.1).

                  2.       Power of Attorney  for American  Express  Receivables
                           Financing Corporation (filed as Exhibit 24.2).

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

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

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

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


         (b)      Reports on Form 8-K:

                  The Trust has filed the  following  reports  on Form 8-K since
                  April 1, 2003:

                  1.       Form 8-K, dated April 15, 2003, attaching the Monthly
                           Servicer's  Certificate  for the due period  February
                           27, 2003 through March 28, 2003.

                  2.       Form 8-K,  dated May 15, 2003,  attaching the Monthly
                           Servicer's  Certificate  for the due period March 29,
                           2003 through April 27, 2003.

                  3.       Form 8-K, dated June 16, 2003,  attaching the Monthly
                           Servicer's  Certificate  for the due period April 28,
                           2003 through May 28, 2003.

                  4.       Form 8-K, dated July 15, 2003,  attaching the Monthly
                           Servicer's  Certificate  for the due  period  May 29,
                           2003 through June 27, 2003.

                  5.       Form  8-K,  dated  August  15,  2003,  attaching  the
                           Monthly  Servicer's  Certificate  for the due  period
                           June 28, 2003 through July 28, 2003.


                                      - 7 -


<PAGE>


                  6.       Form 8-K,  dated  September  15, 2003,  attaching the
                           Monthly  Servicer's  Certificate  for the due  period
                           July 29, 2003 through August 27, 2003.

                  7.       Form 8-K,  dated  October  15,  2003,  attaching  the
                           Monthly  Servicer's  Certificate  for the due  period
                           August 28, 2003 through September 27, 2003.

                  8.       Form 8-K,  dated  November  17, 2003,  attaching  the
                           Monthly  Servicer's  Certificate  for the due  period
                           September 28, 2003 through October 27, 2003.

                  9.       Form 8-K,  dated  December  15, 2003,  attaching  the
                           Monthly  Servicer's  Certificate  for the due  period
                           October 28, 2003 through November 26, 2003.

                  10.      Form 8-K,  dated  January  15,  2004,  attaching  the
                           Monthly  Servicer's  Certificate  for the due  period
                           November 27, 2003 through December 28, 2003.

                  11.      Form 8-K,  dated  February  17, 2004,  attaching  the
                           Monthly  Servicer's  Certificate  for the due  period
                           December 29, 2003 through January 28, 2004.

                  12.      Form 8-K, dated March 15, 2004, attaching the Monthly
                           Servicer's Certificate for the due period January 29,
                           2004 through February 27, 2004.


                  (c)      Exhibits:

                  4.1      Amended and  Restated  Master  Pooling and  Servicing
                           Agreement,  dated as of May 1, 1998,  among  American
                           Express   Receivables   Financing   Corporation   and
                           American  Express  Centurion  Bank,  as  Transferors,
                           American  Express  Travel Related  Services  Company,
                           Inc.,  as  Servicer,  and The  Bank of New  York,  as
                           Trustee  (incorporated by reference to Exhibit 4.1 of
                           Form 8-A12G of  the  registrant,  dated as of May 27,
                           1998, File Nos. 000-21424-00 and 000-21424-01).

                  4.2      First   Amendment  to  Amended  and  Restated  Master
                           Pooling and Servicing Agreement,  dated as of October
                           1, 2001  (incorporated by reference to Exhibit 4.2 of
                           Form 8-A12G of  the  registrant,  dated as of January
                           18, 2002, File No. 000-33337).

                  4.3      Series  1994-3  Supplement,  dated as of September 1,
                           1994,  to  Master  Pooling  and  Servicing  Agreement
                           (incorporated  by  reference to Exhibit 7 of Form 8-K
                           of the  registrant,  dated as of September  12, 1994,
                           File No. 33-47812).


                                      - 8 -


<PAGE>


                  4.4      Series  2001-1  Supplement,  dated as of  November 7,
                           2001,  supplementing the Amended and Restated Pooling
                           and Servicing Agreement,  dated as of May 1, 1998, as
                           amended by the First  Amendment,  dated as of October
                           1, 2001  (incorporated by reference to Exhibit 5.1 of
                           Form 8-K of the  registrant,  dated as of November 7,
                           2001, File No. 33-47812).

                  4.5      Series  2002-1  Supplement,  dated as of January  18,
                           2002,  supplementing the Amended and Restated Pooling
                           and Servicing Agreement,  dated as of May 1, 1998, as
                           amended by the First  Amendment,  dated as of October
                           1, 2001  (incorporated by reference to Exhibit 5.1 of
                           Form 8-K of the  registrant,  dated as of January 18,
                           2002, File No. 33-47812).

                  4.6      Series 2002-2 Supplement,  dated as of June 18, 2002,
                           supplementing  the Amended and  Restated  Pooling and
                           Servicing  Agreement,  dated  as of May 1,  1998,  as
                           amended by the First  Amendment,  dated as of October
                           1, 2001  (incorporated by reference to Exhibit 5.1 of
                           Form  8-K of the  registrant,  dated  as of June  18,
                           2001, File No. 33-47812).

                  10.1     Receivable Purchase  Agreement,  dated as of June 30,
                           1992, between American Express Receivables  Financing
                           Corporation,   as  purchaser,  and  American  Express
                           Travel  Related  Services  Company,  Inc.,  as seller
                           (incorporated  by  reference  to Exhibit  4(b) to the
                           Registration  Statement  filed on behalf of  American
                           Express  Master  Trust,   Series  1992-1,   File  No.
                           33-47812).

                  10.2     Amendment  No. 1 to  Receivable  Purchase  Agreement,
                           dated as of  September  12,  1994,  between  American
                           Express   Receivables   Financing   Corporation,   as
                           purchaser,   and  American   Express  Travel  Related
                           Services  Company,  Inc., as seller  (incorporated by
                           reference to Exhibit 4 of Form 8-K of the registrant,
                           dated as of September 12, 1994, File No. 33-47812).

                  10.3     Amendment  No. 2 to  Receivable  Purchase  Agreement,
                           dated as of August 7, 1997,  between American Express
                           Receivables Financing Corporation,  as purchaser, and
                           American  Express  Travel Related  Services  Company,
                           Inc., as seller (incorporated by reference to Exhibit
                           20.3 of Form 8-K of the  registrant  dated August 14,
                           1997, File No. 33-47812).

                  24.1     Power of Attorney for Centurion.

                  24.2     Power of Attorney for RFC.

                  99.1     Annual Servicing Statement Delivered to the Trustee.


                                      - 9 -


<PAGE>


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

                  99.3     Annual Report  Containing  Aggregate  Information for
                           the Fiscal Year.

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

                  99.4.2   Certification  of Leslie R.  Scharfstein  pursuant to
                           Section 302 of the Sarbanes-Oxley Act of 2002.































                                     - 10 -


<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 MASTER TRUST
                                          Registrant

                                          By: AMERICAN EXPRESS CENTURION BANK,
                                             Co-Originator of the Trust

                                          By: /s/ Traci L. Memmott
                                              --------------------------------
                                              Traci L. Memmott
                                              Chief Financial Officer
                                              (Principal Accounting Officer)

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

               *
----------------------------------
Ashwini Gupta                             Director and Chairman


               *
----------------------------------
Frank L. Skillern                         Director and Chairman Emeritus


/s/ L. Craig Downs
----------------------------------
L. Craig Downs                            Director, President and
                                          Chief Operating Officer

               *
----------------------------------
Roger O. Goldman                          Director


               *
----------------------------------
Jon C. Patton                             Director


<PAGE>

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


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


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


March 24, 2004


<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 MASTER TRUST
                                          Registrant

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

                                          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 on behalf of the registrant
and in the capacities and on the date indicated.

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


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

                *
----------------------------------
Stephen P. Norman                         Director



                *
----------------------------------
Walker C. Tompkins, Jr.                   Director



                *
----------------------------------
David L. Yowan                            Director




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


March 24, 2004


<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      Amended and Restated Master Pooling and Servicing  Agreement,  dated as
         of  May  1,  1998,   among  American  Express   Receivables   Financing
         Corporation  and  American  Express  Centurion  Bank,  as  Transferors,
         American  Express Travel Related Services  Company,  Inc., as Servicer,
         and The Bank of New York,  as Trustee  (incorporated  by  reference  to
         Exhibit  4.1 of Form  8-A12G  of the  registrants,  dated as of May 27,
         1998, File Nos. 000-21424-00 and 000-21424-01).

4.2      First  Amendment to Amended and Restated  Master  Pooling and Servicing
         Agreement,  dated as of October 1, 2001  (incorporated  by reference to
         Exhibit 4.2 of Form 8-A12G of the registrants,  dated as of January 18,
         2002, File No. 000-33337).

4.3      Series  1994-3  Supplement,  dated as of September  1, 1994,  to Master
         Pooling and Servicing Agreement (incorporated by reference to Exhibit 7
         of Form 8-K of the registrant, dated as of September 12, 1994, File No.
         33-47812).

4.4      Series 2001-1 Supplement,  dated as of November 7, 2001,  supplementing
         the Amended and Restated Pooling and Servicing  Agreement,  dated as of
         May 1, 1998, as amended by the First Amendment,  dated as of October 1,
         2001  (incorporated  by  reference  to  Exhibit  5.1 of Form 8-K of the
         registrant, dated as of November 7, 2001, File No. 33-47812).

4.5      Series 2002-1 Supplement,  dated as of January 18, 2002,  supplementing
         the Amended and Restated Pooling and Servicing  Agreement,  dated as of
         May 1, 1998, as amended by the First Amendment,  dated as of October 1,
         2001  (incorporated  by  reference  to  Exhibit  5.1 of Form 8-K of the
         registrant, dated as of January 18, 2002, File No. 33-47812).

4.6      Series 2002-2 Supplement,  dated as of June 18, 2002, supplementing the
         Amended and Restated Pooling and Servicing  Agreement,  dated as of May
         1, 1998, as amended by the First Amendment, dated as of October 1, 2001
         (incorporated   by  reference  to  Exhibit  5.1  of  Form  8-K  of  the
         registrant, dated as of June 18, 2001, File No. 33-47812).


<PAGE>


10.1     Receivable  Purchase  Agreement,  dated  as of June 30,  1992,  between
         American Express Receivables Financing Corporation,  as purchaser,  and
         American  Express  Travel  Related  Services  Company,  Inc., as seller
         (incorporated   by  reference  to  Exhibit  4(b)  to  the  Registration
         Statement  filed on behalf of American  Express  Master  Trust,  Series
         1992-1, File No. 33-47812).

10.2     Amendment No. 1 to Receivable Purchase Agreement, dated as of September
         12, 1994, between American Express Receivables  Financing  Corporation,
         as purchaser,  and American  Express Travel Related  Services  Company,
         Inc., as seller  (incorporated by reference to Exhibit 4 of Form 8-K of
         the registrant, dated as of September 12, 1994, File No. 33-47812).

10.3     Amendment No. 2 to Receivable Purchase Agreement, dated as of August 7,
         1997, between American Express Receivables  Financing  Corporation,  as
         purchaser,  and American Express Travel Related Services Company, Inc.,
         as seller (incorporated by reference to Exhibit 20.3 of Form 8-K of the
         registrant dated August 14, 1997, File No. 33-47812).

24.1*    Power of Attorney for Centurion.

24.2*    Power of Attorney for RFC.

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.

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

99.4.2*  Certification of Leslie R. Scharfstein to Section 302 of  the Sarbanes-
         Oxley Act of 2002.