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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) June 9, 1995
AMERICAN EXPRESS COMPANY
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(Exact name of registrant as specified in its charter)
New York 1-7657 13-4922250
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification)
American Express Tower, World Financial Center
New York, New York 10285
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, (212) 640-2000
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(Former name or former address, if changed since last report.)
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Item 5. Other Events
(a) Sale of AMEX Life Assurance Company.
On June 9, 1995, American Express Company and General Electric
Capital Corporation issued a joint press release, a portion of which follows:
STAMFORD, CT., June 9, 1995 - GE Capital and American Express Travel
Related Services Company, Inc. (TRS) announced the signing of an agreement
under which GE Capital will purchase AMEX Life Assurance Company. AMEX Life
will become a subsidiary of GNA Corp. (GNA), a GE Capital company. The
transaction is contingent upon approval by the Board of Directors of GE
Capital's parent, General Electric Company, and applicable regulatory
authorities. Terms of the deal, which is expected to close in the fourth
quarter of 1995, were not disclosed.
Under the agreement, GNA will acquire AMEX Life's long-term care
insurance business representing approximately $337 million in annual premiums,
as well as its long-term disability, corporate owned life insurance (COLI),
and other group insurance (primarily accidental death insurance) representing
approximately $123 million in annual premiums. The transaction does not
include American Express Card-related insurance products, including Cardmember
annuities and travel related insurance, which will continue to be issued and
marketed by American Express. The sale will not materially impact the
earnings of either company.
The purchase would add approximately $1.6 billion of assets, bringing
GNA's total assets to $18.6 billion.
American Express said the sale of AMEX Life was consistent with its
strategy of focusing on its core businesses.
GNA is a diversified financial services company that delivers high
quality, competitive investment and insurance products designed to help
individuals build, protect, and transfer wealth. The company markets
annuities, insurance and mutual funds in the U.S. through financial
institutions, life insurance brokers, securities brokers, financial planners
and captive agents serving the farm and rural market. GNA is a GE Capital
company. GE Capital is a wholly-owned subsidiary of General Electric Company.
AMEX Life Assurance Company, with consolidated group assets of $1.6
billion, is rated A+ (Superior) by A.M. Best Company, and is the pioneer and
leader in the long-term care insurance business. It is a subsidiary of TRS.
(b) Sale of Mellon Bank Corporation Common Stock and Warrants.
On June 12, 1995, Mellon Bank Corporation ("Mellon") purchased 3.75
million shares of Mellon common stock and warrants for an additional 4.5
million shares of Mellon common stock from American Express Travel Related
Services Company, Inc., a subsidiary of American Express Company, for
approximately $213 million. The shares and warrants were issued in May 1993
in connection with Mellon's acquisition of The Boston Company from a
subsidiary of American Express Company. The transaction is not expected to
have a material impact on the earnings of American Express Company.
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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 EXPRESS COMPANY
By: /s/ Stephen P. Norman
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Name: Stephen P. Norman
Title: Secretary
Dated: June 13, 1995
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