AMERICAN AIRLINES INC
10-Q, 1998-05-15
AIR TRANSPORTATION, SCHEDULED
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<PAGE> 1
                                
                                
                         UNITED STATES
               SECURITIES AND EXCHANGE COMMISSION
                     Washington, D.C.  20549
                                
                            FORM 10-Q



[X]Quarterly Report Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
For the Quarterly Period Ended March 31, 1998.


[  ]Transition Report Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
For the Transition Period From              to        .


Commission file number 1-2691.



                    American Airlines, Inc.
     (Exact name of registrant as specified in its charter)

        Delaware                            13-1502798
    (State or other                      (I.R.S. Employer
      jurisdiction                      Identification No.)
   of incorporation or
     organization)
                                   
 4333 Amon Carter Blvd.                          
   Fort Worth, Texas                           76155
 (Address of principal                      (Zip Code)
   executive offices)
                                   
Registrant's telephone number, including area code   (817) 963-1234
                                   
                                   
                         Not Applicable
(Former name, former address and former fiscal year , if changed
                       since last report)


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 the number of shares outstanding of each of the
issuer's classes of common stock, as of the latest practicable
date.


Common Stock, $1 par value - 1,000 shares as of May 11, 1998

The registrant meets the conditions set forth in, and is filing
this form with the reduced disclosure format prescribed by,
General Instructions I(1)(a) and I(1)(b) of Form 10-Q.


<PAGE> 2
                                 INDEX

                        AMERICAN AIRLINES, INC.
                                   
                                   


PART I:   FINANCIAL INFORMATION


Item 1.  Financial Statements

  Consolidated  Statement of Operations -- Three months  ended  March
  31, 1998 and 1997
  
  Condensed Consolidated Balance Sheet -- March 31, 1998 and December
  31, 1997
  
  Condensed  Consolidated Statement of Cash  Flows  --  Three  months
  ended March 31, 1998 and 1997
  
  Notes  to Condensed Consolidated Financial Statements -- March  31,
  1998
  

Item  2.  Management's Discussion and Analysis of Financial Condition
and Results of Operations


PART II:  OTHER INFORMATION


Item 1.  Legal Proceedings

Item 6.  Exhibits and Reports on Form 8-K


SIGNATURE

<PAGE> 3
                    PART I:  FINANCIAL INFORMATION

Item 1.  Financial Statements

AMERICAN AIRLINES, INC.
CONSOLIDATED STATEMENT OF OPERATIONS
(Unaudited) (In millions, except per share amounts)
<TABLE>
<CAPTION>
                                               Three Months Ended
                                                   March 31,
                                               1998          1997
<S>                                         <C>           <C>
Revenues
    Passenger                               $3,578        $3,390
    Cargo                                      162           162
    Other                                      220           198
      Total operating revenues               3,960         3,750
                                                          
                                                          
Expenses
  Wages, salaries and benefits               1,314         1,270
  Aircraft fuel                                402           503
  Commissions to agents                        285           298
  Depreciation and amortization                235           241
  Maintenance materials and repairs            198           162
  Other rentals and landing fees               191           190
  Food service                                 163           160
  Aircraft rentals                             133           132
  Other operating expenses                     643           595
    Total operating expenses                 3,564         3,551
Operating Income                               396           199
                                                          
Other Income (Expense)                                    
  Interest income                               27             3
  Interest expense                             (34)          (50)
  Related party interest - net                  (9)          (19)
  Miscellaneous - net                          (16)           (5)
                                               (32)          (71)
Earnings Before Income Taxes                   364           128
Income tax provision                           143            54
Net Earnings                                $  221        $   74
                                                          
The accompanying notes are an integral part of these financial
statements.
</TABLE>

<PAGE> 4
AMERICAN AIRLINES, INC.
CONDENSED CONSOLIDATED BALANCE SHEET
(Unaudited) (In millions)
<TABLE>                                                        
<CAPTION>
                                            March 31,    December 31,
                                               1998          1997
                                                           (Note 1)
Assets                                                     
<S>                                         <C>            <C>
Current Assets
  Cash                                      $    103       $     47
  Short-term investments                       1,640          1,762
  Receivables, net                             1,211          1,057
  Inventories, net                               555            555
  Deferred income taxes                          360            360
  Other current assets                           201            201
    Total current assets                       4,070          3,982
                                                           
Equipment and Property                                     
  Flight equipment, net                        7,625          7,790
  Other equipment and property, net            1,246          1,232
  Purchase deposits for flight equipment         886            695
                                               9,757          9,717
                                                           
Equipment and Property Under Capital Leasess
  Flight equipment, net                        1,618          1,652
  Other equipment and property, net               91             92
                                               1,709          1,744
                                                           
Route acquisition costs, net                     937            945
Other assets, net                              1,380          1,365
                                            $ 17,853       $ 17,753

Liabilities and Stockholders' Equity                       
                                                           
Current Liabilities
  Accounts payable                          $    950       $   855
  Payable to affiliates                          459           595
  Accrued liabilities                          1,561         1,720
  Air traffic liability                        2,151         2,044
  Current maturities of long-term debt            22            21
  Current obligations under capital leases       112           112
    Total current liabilities                  5,255         5,347
                                                           
Long-term debt, less current maturities          926           937
Obligations  under  capital  leases,
  less current obligations                     1,310         1,382
Deferred income taxes                          1,000           999
Other liabilities, deferred gains, deferred
  credits and postretirement benefits          3,786         3,734
                                                           
Stockholders' Equity                                       
  Common stock                                     -             -
  Additional paid-in capital                   1,732         1,732
  Retained earnings                            3,844         3,622
                                               5,576         5,354
                                            $ 17,853      $ 17,753
The  accompanying  notes  are an integral  part  of  these  financial
statements.
</TABLE>

<PAGE> 5
AMERICAN AIRLINES, INC.
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
(Unaudited) (In millions)
<TABLE>
<CAPTION>
                                                Three Months Ended
                                                    March 31,
                                              1998          1997
<S>                                           <C>           <C>
Net Cash Provided by Operating Activities     $  371        $  125
                                                            
Cash Flow from Investing Activities:                        
  Capital expenditures, including purchase    
    deposits for flight equipment               (299)          (79)
  Net decrease in short-term investments         122           133
  Proceeds from sale of equipment
    and property                                  76            89
Net cash used for investing activities          (101)          143
                                                            
Cash Flow from Financing Activities:                        
  Payments on long-term debt and capital
    lease obligations                            (78)          (73)
  Funds transferred to affiliates, net          (136)         (162)
Net cash used for financing activities          (214)         (235)
                                                            
Net increase in cash                              56            33
Cash at beginning of period                       47            37
                                                            
Cash at end of period                         $  103        $   70
                                                            
Cash Payments For:                                          
  Interest                                    $   65        $   96
  Income taxes                                    25           102
                                                            
The  accompanying notes are an integral part of these  financial
   statements.
</TABLE>

<PAGE> 6
AMERICAN AIRLINES, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)

1.The   accompanying   unaudited  condensed   consolidated   financial
  statements have been prepared in accordance with generally  accepted
  accounting  principles for interim financial  information  and  with
  the  instructions  to Form 10-Q and Article 10  of  Regulation  S-X.
  Accordingly,  they  do  not  include  all  of  the  information  and
  footnotes  required by generally accepted accounting principles  for
  complete financial statements.  In the opinion of management,  these
  financial  statements contain all adjustments, consisting of  normal
  recurring  accruals,  necessary  to  present  fairly  the  financial
  position,  results  of  operations and cash flows  for  the  periods
  indicated.   Results of operations for the periods presented  herein
  are  not  necessarily indicative of results of  operations  for  the
  entire  year.   The  balance sheet at December  31,  1997  has  been
  derived  from  the audited financial statements at that  date.   For
  further  information, refer to the consolidated financial statements
  and  footnotes  thereto  included in  the  American  Airlines,  Inc.
  (American  or the Company) Annual Report on Form 10-K for  the  year
  ended December 31, 1997.

2.Accumulated  depreciation of owned equipment and property  at  March
  31,  1998  and December 31, 1997, was $5.8 billion and $5.7 billion,
  respectively.   Accumulated amortization of equipment  and  property
  under  capital leases at March 31, 1998 and December 31,  1997,  was
  $966 million and $965 million, respectively.

3.As  discussed in the notes to the consolidated financial  statements
  included  in the Company's Annual Report on Form 10-K for  the  year
  ended  December 31, 1997, the Miami International Airport  Authority
  is  currently remediating various environmental conditions at  Miami
  International  Airport (Airport) and funding the  remediation  costs
  through  landing  fee  revenues.  Future costs  of  the  remediation
  effort  may be borne by carriers operating at the Airport, including
  American, through increased landing fees and/or other charges.   The
  ultimate  resolution  of  this matter is  not  expected  to  have  a
  significant  impact  on  the  financial  position  or  liquidity  of
  American.

4.Subsequent to December 31, 1997, the Company exercised its purchase
  rights  to acquire 25 Boeing 737-800s and eight Boeing 777-200IGWs.
  As  of  May  15, 1998, the Company had commitments to  acquire  the
  following aircraft:  100 Boeing 737-800s, 19 Boeing 777-200IGWs, 12
  Boeing  757-200s and seven Boeing 767-300ERs.  Deliveries of  these
  aircraft commence in 1998 and will continue through 2004.  Payments
  for  these  aircraft will approximate $1.0 billion  in  1998,  $1.9
  billion  in  1999,  $1.2  billion  in  2000  and  an  aggregate  of
  approximately $1.5 billion in 2001 through 2004.  The  exercise  of
  these  aircraft purchase rights will allow the Company to  continue
  the  retirement  of  its Boeing 727-200 fleet,  which  the  Company
  anticipates  to  be  complete by 2004, as well as  to  provide  for
  modest growth.

5.In March 1998, the Company exercised its option to sell seven MD-11
  aircraft to Federal Express Corporation (FedEx), thereby committing
  to  sell its entire MD-11 fleet to FedEx.  Seven aircraft have been
  delivered as of March 31, 1998.  The remaining 12 aircraft will  be
  delivered to FedEx between 1998 and 2003.

6.In  April 1998, American and US Airways, Inc. (US Airways) announced
  plans  to create a broad marketing alliance between the two carriers
  which  would  include (i) reciprocal benefits  to  members  of  both
  carriers  frequent flyer programs and (ii) access  to  the  carriers
  domestic  and  international club facilities.  The companies  expect
  to  implement  the  first  phases of linking  their  frequent  flier
  programs and lounge access by late summer.

7.As  of  January 1, 1998, the Company adopted Statement of Financial
  Accounting  Standards  No.  130, "Reporting  Comprehensive  Income"
  (SFAS  130).  SFAS 130 establishes new rules for the reporting  and
  display  of  comprehensive income and its components; however,  the
  adoption  of SFAS 130 had no impact on the Company's net income  or
  stockholders' equity.  SFAS 130 requires unrealized gains or losses
  on  the  Company"s  available-for-sale securities  and  changes  in
  minimum  pension liabilities, which prior to adoption were reported
  separately  in  stockholders'  equity,  to  be  included  in  other
  comprehensive  income.  Total comprehensive income  for  the  three
  months ended March 31, 1998 and 1997 was approximately $222 million
  and $75 million, respectively.

<PAGE> 7
AMERICAN AIRLINES, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
(Unaudited)

  Effective January 1, 1998, the Company adopted early the provisions
  of Statement of Position No. 98-5, "Reporting on the Costs of Start-
  Up  Activities," (SOP 98-5).  SOP 98-5 requires costs  of  start-up
  activities and organization costs to be expensed as incurred.   The
  adoption  of  SOP  98-5  did  not have a  material  impact  on  the
  Company's  financial  position or results  of  operations  for  the
  quarter ended March 31, 1998.

<PAGE> 8
Item  2.  Management's Discussion and Analysis of Financial Condition
and Results of Operations

RESULTS OF OPERATIONS

American  recorded net earnings for the three months ended March  31,
1998  of  $221 million.  This compares to net earnings of $74 million
for  the first quarter of 1997.  American's operating income of  $396
million  increased  99  percent, or $197 million,  compared  to  $199
million for the same period in 1997.

American's  passenger  revenues increased by  5.5  percent,  or  $188
million, primarily as a result of strong demand for air travel driven
by  continued economic growth in the U.S., Europe and Latin  America,
as well as a shift to a greater mix of full fare traffic.  American's
yield  (the  average amount one passenger pays to fly  one  mile)  of
14.09  cents increased by 5.1 percent compared to the same period  in
1997. Domestic yields increased 6.4 percent from the first quarter of
1997.  International yields increased 2.8 percent, primarily due to a
4.1  percent increase in Europe and a 1.2 percent increase  in  Latin
America,  partially  offset by a decrease of 6.4 percent  in  Pacific
yields.   The  increase in European yields was partially attributable
to the cancellation of American's New York Kennedy - Zurich, New York
- -  Brussels and Miami - Frankfurt routes in 1997, while the  decrease
in  Pacific  yields  was  primarily due  to  the  weakness  in  Asian
economies.

American's  traffic or revenue passenger miles (RPMs)  increased  0.4
percent  to 25.4 billion miles for the quarter ended March 31,  1998.
American's  capacity  or available seat miles  (ASMs)  increased  0.5
percent  to  37.7  billion  miles  in  the  first  quarter  of  1998.
American's  domestic  traffic  decreased  0.5  percent  on   capacity
decreases  of 0.3 percent and international traffic grew 2.4  percent
on  capacity  growth of 2.3 percent.  The increase  in  international
traffic  was  driven by a 3.9 percent increase in  traffic  to  Latin
America on capacity growth of 8.3 percent and a 11.3 percent increase
in  traffic  to  the  Pacific  on capacity  growth  of  1.6  percent,
partially offset by a 0.9 percent decrease in traffic to Europe on  a
capacity  decrease of 5.7 percent, primarily due to the  cancellation
of the above mentioned routes in 1997.

American's yield and traffic were both negatively impacted in 1997 by
the  effects of the pilot contract negotiations throughout the  first
quarter of 1997.  During the first quarter of 1998, American's  yield
and  traffic  were  adversely  impacted  by  the  imposition  of  the
transportation tax for the entire quarter compared to  slightly  less
than one month during the first quarter of 1997.

American's  other  revenues increased $22 million, or  11.1  percent,
primarily  as  a  result of an increase in aircraft maintenance  work
performed  by  American  for other airlines  and  increased  employee
travel service charges.

American's operating expenses increased 0.4 percent, or $13  million.
American's Jet Operations cost per ASM decreased 0.5 percent to  9.35
cents.   Wages, salaries and benefits increased 3.5 percent,  or  $44
million,  primarily  due  to an increase in  the  average  number  of
equivalent  employees, contractual wage rate and seniority  increases
that are built into the Company's labor contracts and an increase  in
the  provision  for profit sharing.  The increased headcount  is  due
primarily  to  increased  volumes of work at  American's  maintenance
bases  and  increases associated with American's flight dependability
initiatives.  Aircraft fuel expense decreased 20.1 percent,  or  $101
million,  due to a 21.1 percent decrease in American's average  price
per  gallon,  including  taxes, partially offset  by  a  1.2  percent
increase  in  American's  fuel consumption.   Commissions  to  agents
decreased 4.4 percent, or $13 million, despite a 5.5 percent increase
in  passenger  revenues,  due  to  the  continued  benefit  from  the
commission   rate   reduction  initiated   during   September   1997.
Maintenance  materials and repairs expense increased $36 million,  or
22.2  percent, due primarily to higher volumes for both airframe  and
engine maintenance at American's maintenance bases as a result of the
maturing of its fleet.

Other  Income  (Expense)  decreased 54.9  percent,  or  $39  million,
primarily  as  a  result  of  an  increase  in  interest  income   of
approximately  $24  million due to higher  investment  balances.   In
addition,   capitalized  interest  on  aircraft   purchase   deposits
increased  approximately $15 million compared to the same  period  in
1997.

<PAGE> 9
AIRCRAFT COMMITMENTS

As  of  May  15,  1998, the Company had commitments  to  acquire  the
following  aircraft: 100 Boeing 737-800s, 19 Boeing  777-200IGWs,  12
Boeing  757-200s  and seven Boeing 767-300ERs.  Deliveries  of  these
aircraft  commence in 1998 and will continue through 2004.   Payments
for  these  aircraft  will approximate $1.0  billion  in  1998,  $1.9
billion   in  1999,  $1.2  billion  in  2000  and  an  aggregate   of
approximately  $1.5 billion in 2001 through 2004.   The  exercise  of
these aircraft purchase rights will allow the Company to continue the
retirement of its Boeing 727-200 fleet, which the Company anticipates
to be complete by 2004, as well as to provide for modest growth.  The
Company  will  determine  the  method  of  financing  these  aircraft
acquisitions near their respective delivery date; however, deliveries
in  1998  are  currently  expected to  be  financed  with  internally
generated funds as well as external financing.

YEAR 2000 COMPLIANCE

The Company has implemented a Year 2000 compliance program designed to
ensure  that  the  Company's computer systems  and  applications  will
function  properly beyond 1999.  The SABRE Group, which  operates  and
maintains  substantially all of the computer systems and  applications
utilized  by the Company, has also implemented a Year 2000  compliance
program.   The Company and The SABRE Group believe adequate  resources
have  been allocated for this purpose and expect their Year 2000  date
conversion  programs to be completed on a timely  basis.   Testing  on
certain  systems  and  applications has commenced  and  will  continue
throughout the course of the Year 2000 programs.  However,  there  can
be  no  assurance  that  the systems of other parties  (e.g.,  Federal
Aviation   Administration,  Department  of   Transportation,   airport
authorities, data providers) upon which the Company's businesses  also
rely  will  be  converted on a timely basis.  The Company's  business,
financial  condition,  or results of operations  could  be  materially
adversely  affected by the failure of its systems and applications  or
those  operated by other parties to properly operate or  manage  dates
beyond 1999.

    The  Company  expects to incur significant costs  from  The  SABRE
Group,  internal staff costs and consulting and other expenses related
to infrastructure and facilities enhancements necessary to prepare its
system  for the Year 2000.  The Company's total estimated cost of  the
Year  2000  compliance program is approximately $125 million  to  $160
million,  of which approximately $80 million was incurred as of  March
31,  1998.   The  remaining  expenses  are  expected  to  be  incurred
primarily throughout the remainder of 1998.  A significant portion  of
these costs are not likely to be incremental costs to the Company, but
rather   will   represent  the  redeployment  of  current  information
technology  spending.   Maintenance or modification  costs  associated
with  making  existing computer systems Year 2000  compliant  will  be
expensed as incurred.

   The costs of the project and the date on which the Company plans to
complete  the  Year 2000 compliance program are based on  management's
best  estimates, which were derived utilizing numerous assumptions  of
future   events  including  the  continued  availability  of   certain
resources, third party modification plans and other factors.  However,
there  can be no guarantee that these estimates will be achieved,  and
actual results could differ materially from these estimates.  Specific
factors  that might cause such material differences include,  but  are
not limited to, the availability and cost of personnel trained in this
area,  the  ability to locate and correct all relevant computer  codes
and similar uncertainties.

<PAGE> 10
DALLAS LOVE FIELD

In  1968, as part of an agreement between the cities of Fort Worth and
Dallas  to build and operate Dallas/Fort Worth Airport (DFW),  a  bond
ordinance was enacted by both cities (the Bond Ordinance).   The  Bond
Ordinance  required  both  cities to direct all  scheduled  interstate
passenger  operations to DFW and was an integral  part  of  the  bonds
issued for the construction and operation of DFW.  In 1979, as part of
a settlement to resolve litigation with Southwest Airlines, the cities
agreed  to  expand  the  scope of operations allowed  under  the  Bond
Ordinance  at  Dallas' Love Field.  This settlement  was  codified  by
Congress  and  became  known  as  the Wright  Amendment.   The  Wright
Amendment  limited  interstate operations at Love Field  to  the  four
states  contiguous  to  Texas  (New  Mexico,  Oklahoma,  Arkansas  and
Louisiana) and prohibited through ticketing to any destination outside
that perimeter.  In 1997, without the consent of either city, Congress
amended  the  Wright  Amendment by (i) adding  three  states  (Kansas,
Mississippi  and  Alabama)  to the perimeter  and  (ii)  removing  all
federal  restrictions on large aircraft configured with  56  seats  or
less  (the  1997 Amendment).  In October 1997, the City of Fort  Worth
filed  suit  in  state district court against the City of  Dallas  and
others  seeking  to enforce the Bond Ordinance.  Fort  Worth  contends
that  the  1997  Amendment does not preclude the City of  Dallas  from
exercising its proprietary rights to restrict traffic at Love Field in
a manner consistent with the Bond Ordinance and, moreover, that it has
an  obligation  to  do  so.  American has joined in  this  litigation.
Thereafter,  Dallas  filed a separate declaratory judgment  action  in
federal  district court seeking to have the court declare that,  as  a
matter of law, the 1997 Amendment precludes Dallas from exercising any
restrictions  on operations at Love Field.  Further,  in  March  1998,
Southwest Airlines, relying upon a 1982 injunction that resulted  from
prior   litigation  that  established  Southwest's  right  to  operate
intrastate  flights from Love Field, filed a motion in Dallas  federal
court seeking to enjoin the Fort Worth lawsuit.  The court has not yet
ruled on Southwest's motion.  As a result of the foregoing, the future
of  interstate flight operations at Love Field and American's DFW  hub
is  uncertain.   To the extent that operations at Love  Field  to  new
interstate  destinations  increase,  American  may  be  compelled  for
competitive  reasons to divert resources from DFW to  Love  Field.   A
substantial  diversion of resources could adversely impact  American's
business.

      Recently,  American  announced its intent  to  initiate  limited
intrastate service at Love Field and has commenced implementation of a
business  plan  to start such service, including requesting  gates  at
Love Field from the City of Dallas.

OTHER INFORMATION

Several  items  of legislation have been introduced in  Congress  that
would,  if  enacted; (i) authorize the withdrawal of slots from  major
carriers  --  including American -- at key airports for redistribution
to  new  entrants  and smaller carriers and/or (ii) provide  financial
assistance,  in  the  form of guarantees and/or subsidized  loans,  to
smaller  carriers for aircraft purchases.  In addition, the Department
of  Justice is investigating competition at major hub airports, and in
April  1998,  the  Department of Transportation (DOT) issued  proposed
competition  guidelines  which would severely  limit  major  carriers'
ability  to  compete with new entrant carriers.  The outcomes  of  the
proposed   legislation,  the  investigations  and  the  proposed   DOT
guidelines  are unknown.  However, to the extent that  (i)  slots  are
taken  from  American at key airports, (ii) restrictions  are  imposed
upon   American's  ability  to  respond  to  a  competitor,  or  (iii)
competitors  have  a financial advantage in the purchase  of  aircraft
because  of  federal assistance, American's business may be  adversely
impacted.

<PAGE> 11
                      PART II:  OTHER INFORMATION
                                   
                                   
Item 1.  Legal Proceedings

In January 1985, American announced a new fare category, the "Ultimate
SuperSaver,"  a  discount, advance purchase fare  that  carried  a  25
percent  penalty  upon cancellation.  On December 30,  1985,  a  class
action  lawsuit  was  filed in Circuit Court,  Cook  County,  Illinois
entitled  Johnson  vs. American Airlines, Inc.  The Johnson  plaintiff
alleges  that the 10 percent federal excise transportation tax  should
have  been excluded from the "fare" upon which the 25 percent  penalty
was  assessed.  Summary judgment was granted in favor of American  but
subsequently reversed and vacated by the Illinois Appellate Court.  In
August  1997,  the  Court  denied the  plaintiffs'  motion  for  class
certification.  American is vigorously defending the lawsuit.

   In connection with its frequent flyer program, American was sued in
two  cases  (Wolens  et al v. American Airlines, Inc.  and  Tucker  v.
American Airlines, Inc.) seeking class action certification that  were
consolidated  and are currently pending in the Circuit Court  of  Cook
County, Illinois.  The litigation arises from certain changes made  to
American's AAdvantage frequent flyer program in May 1988 which limited
the  number  of seats available to participants traveling  on  certain
awards and established blackout dates during which no AAdvantage seats
would  be  available for certain awards.  In the consolidated  action,
the  plaintiffs allege that these changes breached American's contract
with AAdvantage members, seek money damages for the alleged breach and
attorney's  fees  and  seek to represent all persons  who  joined  the
AAdvantage program before May 1988 and accrued mileage credits  before
the  seat  limitations  were  introduced.   The  complaint  originally
asserted several state law claims, however only the plaintiffs' breach
of  contract  claim remains after the U. S. Supreme Court  ruled  that
federal  law preempted the other claims.  Although the case  has  been
pending  for  numerous years, it still is in its  preliminary  stages.
The court has not ruled as to whether the case should be certified  as
a class action.  American is vigorously defending the lawsuit.

   Gutterman et al. v. American Airlines, Inc., is also pending in the
Circuit  Court  of  Cook County, Illinois, arising from  an  announced
increase  in AAdvantage mileage credits required for free travel.   In
December 1993, American announced that the number of miles required to
claim  a  certain  travel award under American's  AAdvantage  frequent
flyer  program would be increased effective February 1,  1995,  giving
rise  to  the  Gutterman  litigation filed on  that  same  date.   The
Gutterman  plaintiffs  claim  that the  announced  increase  in  award
mileage  level  violated  the terms and conditions  of  the  agreement
between  American  and AAdvantage members.  A hearing  on  plaintiffs'
motion  for  class certification is currently scheduled  for  May  19,
1998.   To date, only limited discovery has been undertaken.  American
is vigorously defending the lawsuit.

    A  federal  grand  jury is investigating whether American  handled
hazardous materials and processed courier shipments, cargo and  excess
baggage  in  accordance  with applicable  laws  and  regulations.   In
connection with this investigation, federal agents executed  a  search
warrant  at  American's  Miami facilities on  October  22,  1997.   In
addition,  American  was  served  with  a  subpoena  calling  for  the
production of documents relating to the handling of courier shipments,
cargo,  excess baggage and hazardous materials.  American has produced
documents  responsive to the subpoena and intends to  cooperate  fully
with the government's investigation.

<PAGE> 12
                                PART II


Item 6.  Exhibits and Reports on Form 8-K

The following exhibits are included herein:

27                             Financial Data Schedule


On April 15, 1998, American filed a report on Form 8-K relative to  a
press  release  issued  by  the Company to announce  that  Robert  L.
Crandall, Chairman, President and CEO of AMR and Chairman and CEO  of
American,  will  retire from his affiliations with AMR  and  American
after  the  AMR  annual meeting on May 20, 1998.   Donald  J.  Carty,
currently an Executive Vice President and President of American,  has
been chosen by the Board of Directors to succeed Mr. Crandall.

<PAGE> 13









Signature

Pursuant to the requirements 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 AIRLINES, INC.




Date:  May 15, 1998            BY: /s/  Gerard J. Arpey
                               Gerard J. Arpey
                               Senior  Vice President - Finance
                               and Chief Financial Officer








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<MULTIPLIER> 1,000,000
       
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<PERIOD-TYPE>                   3-MOS
<FISCAL-YEAR-END>                          DEC-31-1998
<PERIOD-END>                               MAR-31-1998
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                                0
                                          0
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