Obligation American Express 1.019% ( US025816BT56 ) en USD

American Express

100.97 % ⇌

Etats-unis

US025816BT56 ( en USD )

1.019% par an ( paiement trimestriel )

26/02/2023 - Obligation échue

Prospectus brochure de l'obligation American Express US025816BT56 en USD 1.019%, échue

2 000 USD

400 000 000 USD

025816BT5

BBB+ ( Qualité moyenne inférieure )

A3 ( Qualité moyenne supérieure )

L'Obligation émise par American Express ( Etats-unis ) , en USD, avec le code ISIN US025816BT56, paye un coupon de 1.019% par an.
Le paiement des coupons est trimestriel et la maturité de l'Obligation est le 26/02/2023

L'Obligation émise par American Express ( Etats-unis ) , en USD, avec le code ISIN US025816BT56, a été notée A3 ( Qualité moyenne supérieure ) par l'agence de notation Moody's.

L'Obligation émise par American Express ( Etats-unis ) , en USD, avec le code ISIN US025816BT56, a été notée BBB+ ( Qualité moyenne inférieure ) par l'agence de notation Standard & Poor's ( S&P ).

424B2 1 a2234635z424b2.htm 424B2
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CALCULATION OF REGISTRATION FEE

Title of Each Class of Securities
Maximum Aggregate
Amount of
to be Registered

Offering Price

Registration Fee(1)(2)

3.400% Notes due February 27, 2023

$1,600,000,000.00

$199,200.00

Floating Rate Notes due February 27, 2023

$400,000,000.00

$49,800.00

Total

$2,000,000,000.00

$249,000.00

(1)
Calculated in accordance with Rule 457(r) under the Securities Act of 1933.
(2)
This "Calculation of Registration Fee" table shall be deemed to update the "Calculation of Registration Fee" table in the Company's Registration
Statement on Form S-3 (File No. 333-207239) in accordance with Rules 456(b) and 457(r) under the Securities Act of 1933.
Table of Contents
Filed Pursuant to Rule 424(b)(2)
Registration Number 333-207239
PROSPECTUS SUPPLEMENT
(To Prospectus Dated October 2, 2015)

$2,000,000,000

American Express Company
$1,600,000,000 3.400% Notes due February 27, 2023
$400,000,000 Floating Rate Notes due February 27, 2023
We are offering $1,600,000,000 principal amount of our 3.400% notes due February 27, 2023, or the fixed rate notes, and $400,000,000 principal
amount of our floating rate notes due February 27, 2023, or the floating rate notes. In this prospectus supplement, we refer to the fixed rate notes and the
floating rate notes collectively as the notes.
We will pay interest on the fixed rate notes semi-annually in arrears on February 27 and August 27 of each year, beginning August 27, 2018. The
fixed rate notes will mature on February 27, 2023. We will pay interest on the floating rate notes quarterly in arrears on February 27, May 27,
August 27 and November 27 of each year, beginning May 27, 2018, at a rate per annum, reset quarterly, equal to three-month LIBOR plus 0.650%,
accruing from February 27, 2018. The floating rate notes will mature on February 27, 2023.
We may redeem the notes, in whole or in part, on or after the date that is 31 days prior to the maturity date at a redemption price equal to the
principal amount of the notes being redeemed, together with any accrued and unpaid interest thereon to the date fixed for redemption. We may not
redeem the notes prior to the date that is 31 days prior to the maturity date except upon the occurrence of a Tax Event (as defined under the heading
"Description of Notes--Optional Redemption--Redemption Upon a Tax Event"). The notes will be our senior unsecured obligations and will rank prior
to all of our present and future subordinated indebtedness and on an equal basis with all of our other present and future senior unsecured indebtedness.
We will not list the notes on any exchange.
We will only issue the notes in book-entry form registered in the name of a nominee of The Depository Trust Company, New York, New York, or
DTC. Beneficial interests in the notes will be shown on, and transfers of such interests will be made only through, records maintained by DTC and its
participants, including Clearstream Banking, societe anonyme, and Euroclear Bank SA/NV, as operator of the Euroclear system. Except as described in
this prospectus supplement, we will not issue notes in definitive form.
The underwriters are offering the notes for sale in those jurisdictions both inside and outside the United States where it is lawful to make such
offers.
Investing in the notes involves risks. You should carefully consider the information under "Risk Factors" beginning on page S-6 of this
prospectus supplement, on page 2 of the accompanying prospectus and on page 16 of our Annual Report on Form 10-K for the year ended
December 31, 2017 incorporated herein by reference.
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Underwriting
Discounts and
Proceeds to

Price to Public(1)

Commissions

the Company(1)(2)

Per fixed rate note

99.909%

0.350%

99.559%

Total for fixed rate notes

$1,598,544,000
$5,600,000

$1,592,944,000

Per floating rate note

100.000%

0.350%

99.650%

Total for floating rate notes

$400,000,000

$1,400,000

$398,600,000

(1)
Plus accrued interest, if any, from February 27, 2018.
(2)
Before offering expenses.
Delivery of the notes will be made on or about February 27, 2018.
Neither the Securities and Exchange Commission, or the SEC, nor any state securities commission has approved or disapproved of these
securities or determined if this prospectus supplement or the accompanying prospectus is truthful or complete. Any representation to the
contrary is a criminal offense.
Joint Book-Running Managers
Citigroup

Credit Suisse

Goldman Sachs & Co. LLC
Co-Managers
Lloyds Securities

MUFG
SMBC Nikko
Standard Chartered Bank

TD Securities
Junior Co-Managers
Mischler Financial Group, Inc.

The Williams Capital Group, L.P.

The date of this prospectus supplement is February 22, 2018.
TABLE OF CONTENTS
Prospectus Supplement

Page

About this Prospectus Supplement
S-1
Summary
S-3
Risk Factors
S-6
Cautionary Statement Regarding Forward-Looking Information
S-8
Use of Proceeds
S-9
Ratio of Earnings to Combined Fixed Charges and Preferred Stock Dividends
S-10
Description of Notes
S-11
Taxation
S-18
Underwriting
S-20
Where You Can Find More Information
S-24
Incorporation of Certain Documents by Reference
S-24
Legal Matters
S-25
Experts
S-25
Prospectus

Page

About this Prospectus

ii
Where You Can Find More Information

ii
Incorporation of Certain Documents by Reference

ii
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Forward-Looking Statements

iv
The Company

1
Risk Factors

2
Ratio of Earnings to Fixed Charges

3
Use of Proceeds

4
Description of Debt Securities

5
Description of Preferred Shares

27
Description of Depositary Shares

29
Description of Common Shares

30
Description of Securities Warrants

31
Description of Currency Warrants

32
Description of Other Warrants

33
ERISA Considerations

34
Certain U.S. Federal Income Tax Consequences

36
Plan of Distribution

46
Legal Matters

48
Experts

48
Table of Contents
ABOUT THIS PROSPECTUS SUPPLEMENT
This document is in two parts. The first part is this prospectus supplement, which describes the specific terms of the notes that we are offering and
other matters relating to us and our financial condition. The second part is the accompanying prospectus, which gives more general information about
securities we may offer from time to time, some of which does not apply to the notes that we are offering. The description of the terms of the notes
contained in this prospectus supplement supplements the description under "Description of Debt Securities" in the accompanying prospectus, and to the
extent it is inconsistent with that description, the information in this prospectus supplement replaces the information in the accompanying prospectus.
Generally, when we refer to the prospectus, we are referring to both parts of this document combined. If information in this prospectus supplement
differs from information in the accompanying prospectus, you should rely on the information in the prospectus supplement.
When we use the terms "American Express," the "Company," "we," "us" or "our" in this prospectus supplement, we mean American Express
Company and its subsidiaries, on a consolidated basis, unless we state or the context implies otherwise.
We are responsible only for the information contained in or incorporated by reference into this prospectus supplement, the accompanying
prospectus, the documents incorporated by reference herein and therein and any related free writing prospectus issued or authorized by us. Neither we
nor the underwriters have authorized anyone to provide you with any other information, and we and the underwriters take no responsibility for any other
information that others may give you. We and the underwriters are offering to sell the notes only under the circumstances and in jurisdictions where
offers and sales are permitted. The information incorporated by reference into or contained in this prospectus supplement and the accompanying
prospectus is accurate only as of the date on the front of those documents, regardless of the time of delivery of those documents or any sale of the notes.
To the extent the offer of the notes contemplated by this prospectus supplement and the accompanying prospectus is made in any Member State of
the European Economic Area, the offer is only addressed to qualified investors in that Member State within the meaning of the Prospectus Directive or
has been or will be made otherwise in circumstances that do not require us or the underwriters to publish a prospectus pursuant to the Prospectus
Directive.
This prospectus supplement has been prepared on the basis that any offer of notes in any Member State of the European Union will be made
pursuant to an exemption under the Prospectus Directive from the requirement to publish a prospectus for offers of notes. Accordingly any person
making or intending to make any offer within the European Economic Area ("EEA") of notes which are the subject of the offer contemplated in this
prospectus supplement may only do so in circumstances in which no obligation arises for us to publish a prospectus pursuant to Article 3 of the
Prospectus Directive or supplement a prospectus pursuant to Article 16 of the Prospectus Directive, in each case, in relation to such offer. We have not
authorized the making of any offer (other than Permitted Public Offers) of notes in circumstances in which an obligation arises for us to publish or
supplement a prospectus for such offer.
This prospectus supplement and the accompanying prospectus are only being distributed to and are only directed at: (i) persons who are outside the
United Kingdom; or (ii) investment professionals falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion)
Order 2005, or the Order; or (iii) high net worth entities, and other persons to whom it may lawfully be communicated, falling within Article 49(2)(a) to
(d) of the Order (all such persons together being referred to as "relevant persons"). The notes are only available to, and any invitation, offer or
agreement to subscribe, purchase or otherwise acquire such notes will be engaged in only with, relevant persons. Any person who is not a relevant
person should not act or rely on this prospectus supplement and the accompanying prospectus or any of their respective contents.
The notes are not intended to be offered, sold or otherwise made available to and should not be offered, sold or otherwise made available to any
retail investor in the EEA. For these purposes, a retail
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Table of Contents
investor means a person who is one (or more) of: (i) a retail client as defined in point (11) of Article 4(1) of Directive 2014/65/EU (as amended,
"MiFID II"); or (ii) a customer within the meaning of Directive 2002/92/EC (as amended, the "Insurance Mediation Directive"), where that customer
would not qualify as a professional client as defined in point (10) of Article 4(1) of MiFID II; or (iii) not a qualified investor as defined in Directive
2003/71/EC (as amended, the "Prospectus Directive"). Consequently no key information document required by Regulation (EU) No 1286/2014 (as
amended, the "PRIIPs Regulation") for offering or selling the notes or otherwise making them available to retail investors in the EEA has been prepared
and therefore offering or selling the notes or otherwise making them available to any retail investor in the EEA may be unlawful under the
PRIIPs Regulation.
The distribution of this prospectus supplement and the accompanying prospectus and the offering of the notes in certain jurisdictions may be
restricted by law. Persons into whose possession this prospectus supplement and the accompanying prospectus come should inform themselves about
and observe any such restrictions. This prospectus supplement and the accompanying prospectus do not constitute, and may not be used in connection
with, an offer or solicitation by anyone in any jurisdiction in which such offer or solicitation is not authorized or in which the person making such offer
or solicitation is not qualified to do so or to any person to whom it is unlawful to make such offer or solicitation.
S-2
Table of Contents
SUMMARY
The following summary highlights selected information included in or incorporated by reference into this prospectus supplement and the
accompanying prospectus. It does not contain all of the information that you should consider before making an investment decision. You should
carefully read this prospectus supplement and the accompanying prospectus in its entirety, including the documents incorporated by reference in the
foregoing documents, especially the risks of investing in our notes discussed under the heading "Risk Factors" beginning on page S-6 of this prospectus
supplement, on page 2 of the accompanying prospectus and on page 16 of our Annual Report on Form 10-K for the year ended December 31, 2017,
and other information incorporated by reference into this prospectus supplement and the accompanying prospectus, which are described under
"Incorporation of Certain Documents by Reference" in this prospectus supplement and the accompanying prospectus.
The Company
American Express is a global services company that provides customers with access to products, insights and experiences that enrich lives and
build business success. Our principal products and services are charge and credit card products and travel-related services offered to consumers and
businesses around the world. We and our principal operating subsidiary, American Express Travel Related Services Company, Inc., are bank holding
companies under the Bank Holding Company Act of 1956, as amended, subject to supervision and examination by the Board of Governors of the
Federal Reserve System.
Our range of products and services includes:
·
Charge card, credit card and other payment and financing products
·
Merchant acquisition and processing, servicing and settlement, and point-of-sale marketing and information products and services for
merchants
·
Network services
·
Other fee services, including fraud prevention services and the design and operation of customer loyalty programs
·
Expense management products and services
·
Travel-related services
·
Stored value/prepaid products
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Our various products and services are sold globally to diverse customer groups, including consumers, small businesses, mid-sized companies and
large corporations. These products and services are sold through various channels, including online applications, direct mail, in-house teams, third-party
vendors and direct response advertising.
Our general-purpose card network, card-issuing and merchant-acquiring and processing businesses are global in scope. We are a world leader in
providing charge and credit cards to consumers, small businesses, mid-sized companies and large corporations. These cards include cards issued by
American Express as well as cards issued by third-party banks and other institutions that are accepted by merchants on the American Express network.
American Express® cards permit Card Members to charge purchases of goods and services in most countries around the world at the millions of
merchants that accept cards bearing our logo. At December 31, 2017, we had total worldwide cards-in-force of 112.8 million (including cards issued by
third parties). In 2017, our worldwide billed business (spending on American Express cards, including cards issued by third parties) was
$1,085.2 billion.
S-3
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The Offering
Issuer

American Express Company.

Offered Securities
$1,600,000,000 initial aggregate principal amount of
3.400% Notes due February 27, 2023, or the fixed rate
notes.

$400,000,000 initial aggregate principal amount of
Floating Rate Notes due February 27, 2023, or the
floating rate notes.

Maturity Dates
The fixed rate notes will mature on February 27, 2023.

The floating rate notes will mature on February 27, 2023.

Interest Rates and Payment Dates
The fixed rate notes will bear interest at the rate of
3.400% per annum payable semi-annually in arrears on
February 27 and August 27 of each year, beginning
August 27, 2018.

The floating rate notes will bear interest at a rate per
annum, reset quarterly, equal to three-month LIBOR (as
defined below) plus 0.650%. The interest on the floating
rate notes will be payable quarterly in arrears on February
27, May 27, August 27 and November 27 of each year,
beginning May 27, 2018.

Redemption
We may redeem each series of notes, in whole or in part,
on or after the date that is 31 days prior to the maturity
date for that series at a redemption price equal to the
principal amount of the notes being redeemed, together
with any accrued and unpaid interest thereon to the date
fixed for redemption. We may not redeem the notes prior
to the date that is 31 days prior to the maturity date for
that series except upon the occurrence of a Tax Event (as
defined under the heading "Description of Notes--
Optional Redemption--Redemption Upon a Tax Event").

Markets
The notes are offered for sale in those jurisdictions both
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inside and outside the United States where it is lawful to
make such offers. See "Underwriting." Each series of
notes is a new issue of securities with no established
trading market. We have been advised by the underwriters
that they presently intend to make a market for the notes,
as permitted by applicable laws and regulations. The
underwriters are not obligated, however, to make a
market for the notes and may discontinue any market-
making at any time at their sole discretion.
S-4
Table of Contents
Minimum Denomination; Form and Settlement

We will issue the notes in minimum denominations of
$2,000 and integral multiples of $1,000 in excess thereof,
in the form of one or more fully registered global
certificates for each series, or the global notes, which we
will deposit with, or on behalf of, DTC and register in the
name of DTC's nominee, Cede & Co., for the accounts of
the participants in DTC, including Euroclear
Bank SA/NV, as operator of the Euroclear system, or
Euroclear, and Clearstream Banking, societe anonyme, or
Clearstream.

Beneficial interests in the global notes will be represented
through book-entry accounts of financial institutions
acting on behalf of beneficial owners as direct and indirect
participants in DTC. You may choose to hold interests in
the global notes through DTC or through Euroclear or
Clearstream if they are participants in such systems, or
indirectly through organizations that are participants in
such systems.

Euroclear and Clearstream will hold interests on behalf of
their participants through their respective U.S.
depositaries, which in turn will hold such interests in
accounts as participants of DTC. See "Description of
Notes--Book-Entry, Delivery and Form." Initial
settlement for the notes will be made in immediately
available funds in U.S. dollars. Secondary market trading
between DTC participants of beneficial interests in the
global notes will be settled in immediately available funds
using DTC's Same-Day Funds Settlement System.
Secondary market trading of beneficial interests in the
global notes between Clearstream participants and/or
Euroclear participants will settle in immediately available
funds.

Withholding Tax
We will pay principal of and interest on the notes
beneficially owned by a Non-United States Holder (as
defined under "Certain U.S. Federal Income Tax
Consequences" in the accompanying prospectus) without
withholding or deduction for United States withholding
taxes, subject to the requirements and limitations set forth
in this prospectus supplement under "Description of Notes
--Payment of Additional Amounts."

Use of Proceeds
We intend to use the net proceeds from this offering for
general corporate purposes. See "Use of Proceeds."
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Trustee
The Bank of New York Mellon.

Calculation Agent
The Bank of New York Mellon.
S-5
Table of Contents
RISK FACTORS
An investment in the notes involves risks. Before deciding whether to purchase any notes, you should carefully consider the risks described below
as well as other factors and information included in or incorporated by reference into this prospectus supplement and the accompanying prospectus,
including the risk factors set forth in our filings with the SEC that are incorporated by reference into this prospectus supplement and the accompanying
prospectus. Any such risks could materially and adversely affect our business, financial condition, results of operations or liquidity and the trading
prices of our securities. However, the risks and uncertainties that we face are not limited to those described below and those set forth in the periodic
reports incorporated herein by reference. Additional risks and uncertainties not presently known to us or that we currently believe to be immaterial may
also adversely affect our business, financial condition, results of operations or liquidity and the trading prices of our securities.
Risks Relating to the Notes
The notes may have limited or no liquidity
There is no existing secondary market for either series of notes, and there can be no assurance that a secondary market will develop. We do not
intend to apply for listing of either series of notes on any securities exchange or for quotation through any automated dealer quotation system. Although
the underwriters may make a market in either series of notes, they are not obligated to do so and may discontinue any such market making activities at
any time without notice. Even if a trading market for the either or both series of notes develops, the liquidity of any market for the notes will depend
upon the number of holders of the relevant series of notes, our performance, the market for similar securities, the interest of securities dealers in making
a market in either series of notes and other factors. Accordingly, no assurance can be given as to the liquidity of, or adequate trading markets for either
or both series of notes.
Changes in our credit ratings may affect the value of the notes
Our credit ratings are an assessment of our ability to pay our obligations. Consequently, real or anticipated changes in our credit ratings may affect
the trading value of the notes. However, because your return on the notes depends upon factors in addition to our ability to pay our obligations, an
improvement in our credit ratings will not reduce the other investment risks related to the notes. In addition, any reduction in our credit ratings could
increase the cost of our funding from, and restrict our access to, the capital markets and have a material adverse effect on our results of operations and
financial condition.
Our credit ratings may not reflect all risks of an investment in the notes
The credit ratings of either series of notes may not reflect the potential impact of all risks related to structure and other factors on any trading
market for, or trading value of, either or both series of notes. In addition, real or anticipated changes in our credit ratings will generally affect any
trading market for, or trading value of, either or both series of notes.
We may redeem the notes on or after the date that is 31 days prior to the maturity date or upon a tax event, and you may not be able to reinvest in a
comparable security
We may redeem the notes on or after the date that is 31 days prior to the maturity date or upon the occurrence of a tax event. See "Description of
Notes--Optional Redemption." In the event we redeem the notes, you may not be able to reinvest the redemption proceeds in a comparable security at
an effective interest rate as high as the interest rate on the notes.
S-6
Table of Contents
The floating rate notes bear additional risks
The floating rate notes bear interest at a floating rate, and accordingly carry significant risks not associated with a conventional fixed rate debt
securities. These risks include fluctuation of the interest rates and the possibility that you will receive an amount of interest that is lower than expected.
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We have no control over a number of matters, including economic, financial and political events, that are important in determining the existence,
magnitude and longevity of these risks and their results.
Uncertainty relating to the calculation of LIBOR and other reference rates and their potential discontinuance may materially adversely affect the
value of the floating rate notes
National and international regulators and law enforcement agencies have conducted investigations into a number of rates or indices which are
deemed to be "reference rates." Actions by such regulators and law enforcement agencies may result in changes to the manner in which certain reference
rates are determined, their discontinuance, or the establishment of alternative reference rates. In particular, on July 27, 2017, the Chief Executive of the
U.K. Financial Conduct Authority (the "FCA"), which regulates LIBOR, announced that the FCA will no longer persuade or compel banks to submit
rates for the calculation of LIBOR after 2021. Such announcement indicates that the continuation of LIBOR on the current basis cannot and will not be
guaranteed after 2021. Notwithstanding the foregoing, it appears highly likely that LIBOR will be discontinued or modified by 2021.
At this time, it is not possible to predict the effect that these developments, any discontinuance, modification or other reforms to LIBOR or any
other reference rate, or the establishment of alternative reference rates may have on LIBOR, other benchmarks or floating rate debt securities, including
the floating rate notes. Uncertainty as to the nature of such potential discontinuance, modification, alternative reference rates or other reforms may
materially adversely affect the trading market for securities linked to such benchmarks, including the floating rate notes. Furthermore, the use of
alternative reference rates or other reforms could cause the interest rate calculated for the floating rate notes to be materially different than expected.
If the calculation agent determines an alternative reference rate for three-month LIBOR (as defined herein) as described in "Description of Notes--
Interest--Floating Rate Notes", the calculation agent may, after consultation with us, make certain adjustments to such rate, including applying a spread
thereon or with respect to the business day convention, interest determination dates and related provisions and definitions, to make such alternative
reference rate comparable to three-month LIBOR, in a manner that is consistent with industry-accepted practices for such alternative reference rate. See
"Description of Notes--Interest--Floating Rate Notes" on page S-11.
The notes will be effectively subordinated to all of our existing and future secured debt and to the existing and future secured debt and to the
existing and future debt of our subsidiaries
The notes will not be secured by any of our assets or the assets of our subsidiaries. As a result, the indebtedness represented by the notes will
effectively be subordinated to any secured indebtedness we may incur, to the extent of the value of the assets securing such indebtedness. In the event of
any distribution or payment of our assets in any foreclosure, dissolution, winding up, liquidation or reorganization or other bankruptcy proceeding, any
secured creditors would have a superior claim to the extent of their collateral. In addition, the notes will not be guaranteed by any of our subsidiaries and
therefore will be structurally subordinated to the existing and future indebtedness of our subsidiaries. In the event of the dissolution, winding up,
liquidation or reorganization or other bankruptcy proceeding of a subsidiary, creditors of that subsidiary would generally have the right to be paid in full
before any distribution is made to us or the holders of the notes. If any of the foregoing occur, we cannot assure you that there will be sufficient assets
to pay amounts due on the notes.
S-7
Table of Contents
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING INFORMATION
We have made various statements in this prospectus supplement and the accompanying prospectus that may constitute "forward-looking
statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements may also be made in our
documents incorporated by reference in this prospectus supplement and the accompanying prospectus. Forward-looking statements are subject to risks
and uncertainties, including those identified in the documents incorporated by reference into this prospectus supplement and the accompanying
prospectus, which could cause actual results to differ materially from such statements. The words "believe," "expect," "estimate," "anticipate,"
"optimistic," "intend," "plan," "aim," "will," "may," "should," "could," "would," "likely" and similar expressions are intended to identify forward-
looking statements. We caution you that any risk factors described or incorporated by reference in this prospectus supplement and the accompanying
prospectus as well as the risk factors described in our Annual Report on Form 10-K for the year ended December 31, 2017 are not exclusive. There may
also be other risks we are unable to predict at this time that may cause actual results to differ materially from those in forward-looking statements.
Readers are cautioned not to place undue reliance on these forward- looking statements, which speak only as of the date on which they are made. We
undertake no obligation to update publicly or revise any forward-looking statements.
Information concerning important factors that could cause actual events or results to be materially different from the forward-looking statements
can be found in the "Risk Factors" section of this prospectus supplement as well as in the documents incorporated by reference in this prospectus
supplement and the accompanying prospectus. Although we believe the expectations reflected in our forward-looking statements are based upon
reasonable assumptions, it is not possible to foresee or identify all factors that could have a material and negative impact on our future performance. The
forward-looking statements contained or incorporated by reference in this prospectus supplement, and the accompanying prospectus are made on the
basis of management's assumptions and analyses, as of the time the statements are made, in light of their experience and perception of historical
conditions, expected future developments and other factors believed to be appropriate under the circumstances.
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S-8
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USE OF PROCEEDS
We estimate that the net proceeds from this offering will be approximately $1,990,994,000, after deducting the underwriters' discounts and
commissions and estimated offering expenses. We intend to use the net proceeds from this offering for general corporate purposes.
S-9
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RATIO OF EARNINGS TO COMBINED FIXED CHARGES AND PREFERRED STOCK DIVIDENDS
The following table shows our historical ratios of earnings to combined fixed charges and preferred stock dividends for the periods indicated:

Years Ended December 31,

2017

2016

2015

2014

2013

Ratio of earnings to combined fixed charges and preferred stock
dividends
4.05x 5.38x 5.54x 6.22x 4.87x
In computing the ratio of earnings to combined fixed charges and preferred stock dividends, "earnings" consist of pretax income from continuing
operations, interest expense and other adjustments. For purposes of the "earnings" computation, "other adjustments" include adding the amortization of
capitalized interest, the distributed net income of affiliates accounted for under the equity method, the non-controlling interest in the earnings of
majority-owned subsidiaries with fixed charges, and the interest component of rental expense, and subtracting undistributed net income of affiliates
accounted for under the equity method.
"Fixed charges" consist of interest expense and other adjustments, including capitalized interest costs and the interest component of rental expense.
Interest expense includes interest expense related to the Card Member lending, Card Member charge card and other activities in our consolidated
statements of income included in the documents incorporated by reference in this prospectus and an accompanying prospectus supplement. Interest
expense does not include interest on liabilities recorded in accordance with U.S. generally accepted accounting principles governing accounting for
uncertainty in income taxes. Our policy is to classify such interest in income tax provision in the consolidated statements of income.
Preferred stock dividends represent pre-tax earnings that would be required to cover any preferred stock dividends, computed using our effective
tax rate for the period.
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DESCRIPTION OF NOTES
This description of the terms of the notes adds information to the description of the general terms and provisions of debt securities in the
accompanying prospectus. If this description differs in any way from the description in the accompanying prospectus, you should rely on this
description. In this section, references to "American Express," the "Company," "We," "us" or "our" refer solely to American Express Company, unless
we state or the context implies otherwise.
General
The notes offered by this prospectus supplement are senior debt securities issued under our senior debt indenture dated as of August 1, 2007. The
fixed rate notes are initially being offered in an aggregate principal amount of $1,600,000,000 and will mature on February 27, 2023. The floating rate
notes are initially being offered in an aggregate principal amount of $400,000,000 and will mature on February 27, 2023. We may, without consent of
the holders, increase the principal amount of the notes of either series in the future, on the same terms and conditions and with the same respective
CUSIP number as the notes of the applicable series being offered hereby, as more fully described in "--Further Issues" below. The notes will be our
senior unsecured obligations and will rank prior to all present and future subordinated indebtedness of the Company and on an equal basis with all other
present and future senior unsecured indebtedness of the Company.
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Interest
Fixed Rate Notes
We will pay interest on the fixed rate notes from February 27, 2018 at the rates per annum set forth on the cover page of this prospectus
supplement, semi-annually in arrears on February 27 and August 27 of each year, beginning August 27, 2018, to the persons in whose names such fixed
rate notes are registered on the February 15 or August 15, as the case may be, immediately preceding such interest payment date, except that interest
payable at maturity will be payable to the person to whom the principal of the note is paid. Interest on the fixed rate notes will be paid on the basis of a
360-day year comprised of twelve 30-day months. On the maturity dates of the fixed rate notes, holders will be entitled to receive 100% of the principal
amount of the fixed rate note plus accrued and unpaid interest, if any. We will redeem the fixed rate notes prior to maturity if certain events occur
involving United States taxation. In such event, we will redeem the fixed rate notes at a redemption price of 100% of their principal amount plus
accrued and unpaid interest to the date of redemption. See "--Redemption Upon a Tax Event." On or after January 27, 2023, with respect to the fixed
rate notes, the date that is 31 days prior to the maturity date for the fixed rate notes, we may redeem all or a portion of the notes for 100% of the
principal amount of the notes being redeemed, together with any accrued and unpaid interest thereon to, but excluding, the date fixed for redemption. If
any day on which a payment is due is not a Business Day (as defined below), then the holder of the fixed rate note shall not be entitled to payment of the
amount due until the next Business Day and shall not be entitled to any additional principal, interest or other payment as a result of such delay except as
otherwise provided under "--Payment of Additional Amounts." "Business Day" for purposes of the fixed rate notes means any day which is not a
Saturday or Sunday or any other day on which banks in New York City are authorized or obligated by law or regulation to close.
Floating Rate Notes
We will pay interest on the floating rate notes quarterly in arrears on February 27, May 27, August 27 and November 27 of each year, subject to the
Business Day Convention, each a Floating Rate Notes Interest Payment Date, beginning May 27, 2018, at a rate per annum, reset quarterly, equal to
three-month LIBOR plus 0.650%, accruing from February 27, 2018, to the persons in whose names
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such floating rate notes are registered on the February 15, May 15, August 15 or November 15, as the case may be, immediately preceding such Floating
Rate Notes Interest Payment Date, except that interest payable at maturity will be payable to the person to whom the principal of the note is paid.
Interest on the floating rate notes with respect to any Interest Reset Period (as defined below) shall be determined by the calculation agent and calculated
on the basis of a 360-day year for the actual number of days elapsed during the period, and shall be equal to three-month LIBOR (as defined below) for
the related Interest Reset Period plus 0.650%. On the maturity date of the floating rate notes, holders will be entitled to receive 100% of the principal
amount of the floating rate notes plus accrued and unpaid interest, if any. We will redeem the floating rate notes prior to maturity if certain events occur
involving United States taxation. In such event, we will redeem the floating rate notes at a redemption price of 100% of their principal amount plus
accrued and unpaid interest to the date of redemption. See "--Redemption Upon a Tax Event." On or after January 27, 2023, the date that is 31 days
prior to the maturity date, we may redeem all or a portion of the notes for 100% of the principal amount of the notes being redeemed, together with any
accrued and unpaid interest thereon to, but excluding, the date fixed for redemption.
The definitions of certain terms used in this section are listed below.
"Business Day" for purposes of the floating rate notes means any day which is not a Saturday or Sunday or any other day on which banks in New
York City are authorized or obligated by law or regulation to close.
"Business Day Convention" means if any interest payment date in respect of any floating rate note (other than the maturity date) is not a Business
Day, then such interest payment date will be postponed to the next succeeding Business Day unless that Business Day is in the next succeeding calendar
month, in which case the interest payment date will be the immediately preceding Business Day. If any such interest payment date (other than the
maturity date) is postponed or brought forward as described above, the interest amount will be adjusted accordingly and the holder will be entitled to
more or less interest, respectively. If the maturity date in respect of the Notes is not a Business Day, the payment of principal and interest at the maturity
date will not be made until the next following Business Day and no further interest will be paid in respect of the delay in such payment.
"Interest Reset Period" means each period from and including a Floating Rate Notes Interest Payment Date (or, in the case of the first such period,
the issue date of the floating rate notes) to but excluding the next succeeding Floating Rate Notes Interest Payment Date.
"Interest Determination Date" means, with respect to an Interest Reset Date, the second London Business Day preceding such Interest Reset Date.
"Interest Reset Date" means for each Interest Reset Period, other than the first Interest Reset Period, the first day of such Interest Reset Period.
"London Business Day" means any day on which dealings in deposits in U.S. dollars are transacted in the London interbank market.
"three-month LIBOR" means for any Interest Reset Period, the London interbank offered rate per annum determined by the calculation agent on
the related Interest Determination Date, in accordance with the following provisions:
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