AMERICAN EXPRESS CO
8-K, 1998-01-28
FINANCE SERVICES
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<PAGE>
===============================================================================



                       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): January 26, 1998
                           --------------------------



                            AMERICAN EXPRESS COMPANY
             (Exact name of registrant as specified in its charter)

                           --------------------------



          New York                      1-7657                 13-4922250
- ----------------------------   ------------------------    ------------------- 
(State or other jurisdiction   (Commission File Number)     (I.R.S. Employer
     of incorporation or                                   Identification No.)
        organization)



       200 Vesey Street, World Financial Center
                  New York, New York                       10285
       ----------------------------------------          ----------
       (Address of principal executive offices)          (Zip Code)


       Registrant's telephone number, including area code: (212) 640-2000

               ---------------------------------------------------
          (Former name or former address, if changed since last report)




===============================================================================






<PAGE>
Item 5. Other Events

     On January 26, 1998, the Registrant issued a press release announcing
its fourth quarter earnings and distributed an Earnings Conference Call
Summary. Such press release is filed herein as Exhibit 99.1, and such Earnings
Conference Call Summary is filed herein as Exhibit 99.2.



Item 7. Financial Statements, Pro Forma Financial Information And Exhibits

        (c)   Exhibits

        99.1  Press release of American Express Company dated January 26, 1998.

        99.2  Fourth Quarter 1997 Earnings Conference Call Summary of American
              Express Company.









































<PAGE>
                                    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 hereunto duly authorized.







                                            AMERICAN EXPRESS COMPANY
                                            (REGISTRANT)



                                            By /s/ Stephen P. Norman
                                               ---------------------
                                            Name:  Stephen P. Norman
                                            Title: Secretary









DATE:   January 28, 1998
























<PAGE>
                                  EXHIBIT INDEX


Item No.              Description
- --------              -----------

99.1          Press release of American Express Company dated January 26, 1998.

99.2          Fourth Quarter 1997 Earnings Conference Call Summary of American
              Express Company.
















































<PAGE>

<PAGE>
                                                        Exhibit 99.1


NEW YORK, January 26, 1998 -- American Express Company today reported record 
net income for 1997 of $1.99 billion, 14 percent higher than operating income 
of $1.74 billion a year ago. The 1996 results exclude two fourth-quarter 
items: a $300 million gain (after-tax) on the exchange of DECS for shares of 
common stock of First Data Corporation and a $138 million restructuring charge 
(after-tax). On a per share basis, 1997 primary earnings were $4.16, an increase
of 17 percent from $3.57 a year ago. Diluted earnings per share of $4.15 also 
increased 17 percent, compared with $3.56 last year. Revenues of $17.8 billion
were up 8.4 percent from a year ago. The Company's return on equity was 23.5 
percent. These results exceeded American Express' long-term targets of: 12-15 
percent earnings per share growth, at least 8 percent growth in revenues and 
a return on equity of 18-20 percent.

For the fourth quarter, American Express reported net income of $493 million, 
an increase of 14 percent, excluding the fourth-quarter 1996 gain and 
restructuring charge.

Travel Related Services (TRS) reported record net income for 1997 of $1.35 
billion, up 10 percent from $1.23 billion a year ago. The 1996 results exclude
a fourth-quarter restructuring charge of $125 million ($196 million pretax). 

TRS' net revenues increased 8 percent compared with a year ago. Excluding the 
1996 restructuring charge, TRS' expenses were up 7 percent compared with last 
year.

The increase in net revenues is primarily attributable to higher worldwide 
billed business, growth in cardmember loans outstanding and wider interest 
margins. The growth in revenues also includes a benefit from increased 
recognition of recoveries on abandoned property related to the Travelers 
Cheque business, which was largely offset by higher investment spending on 
business building initiatives. The improvement in billed business reflects a 
greater number of cards outstanding and higher spending per basic cardmember. 
The growth in cards outstanding is largely attributable to the introduction 
of new consumer and small business credit cards. Spending increased in part 
due to the benefits of rewards programs and expanded merchant coverage.
	
Provisions for losses rose, reflecting both higher volumes and loss rates. 
The increase in operating expenses resulted from the cost of cardmember 
loyalty programs, business growth and investment spending.

TRS reported record fourth quarter net income in 1997 of $328 million, 
compared with $299 million in the 1996 fourth quarter, excluding the 
restructuring charge.

American Express Financial Advisors (AEFA) reported record net income for 
1997 of $707 million, a 19 percent increase over the $594 million reported 
a year ago.

Revenue and earnings growth benefited from higher fee revenues due to an 
increase in managed assets. The growth in Other Operating Expenses primarily 
reflects costs related to systems technology and higher business volumes.

AEFA reported record sales of mutual funds in 1997. Sales of investment 
certificates increased over last year; sales of annuities and life and 
other insurance products declined.
<PAGE>
AEFA reported record fourth quarter net income in 1997 of $183 million, 
compared with $155 million in 1996.

American Express Bank (AEB) reported 1997 net income of $82 million, a 20 
percent increase over the $68 million reported in 1996.

The growth in earnings reflects higher revenues, primarily due to strong 
foreign exchange income. The revenue increase was partially offset by higher 
operating expenses, including systems technology costs.

AEB reported fourth quarter net income of $19 million, compared with $17 
million in the 1996 fourth quarter.

Corporate and Other reported 1997 net expenses of $152 million, compared with 
$153 million a year ago. The 1996 figures exclude the $300 million after-tax 
gain on the exchange of DECS ($480 million pre-tax) and a charge primarily 
related to the early retirement of debt. Including these items, Corporate and 
Other reported net income of $134 million in 1996. Both years include the 
company's share of the Travelers Inc. revenue and net income participations 
in accordance with an agreement related to the 1993 sale of the Shearson 
Lehman Brothers Division, which was offset by expenses related to certain 
business building initiatives.

For the 1997 fourth quarter, net expenses were $37 million compared with 
$38 million a year ago, excluding the above gain and charge.

American Express Company, (www.americanexpress.com), founded in 1850, is
a global travel, financial and network services provider.






























<PAGE>
<TABLE>
<CAPTION>
                           American Express Company
                           ------------------------
                              Financial Summary
                              -----------------
                                  (Unaudited)
(Dollars in millions)

                                      Quarter Ended
                                       December 31,
                                     ----------------  Percentage
                                      1997      1996    Inc/(Dec)
                                     ------    ------  ----------
<S>                               <C>         <C>       <C>
Revenues by Industry Segment (A)
- --------------------------------
  Travel Related Services            $3,351    $3,103      8.0 %
  American Express
    Financial Advisors                1,202     1,069     12.5
  American Express Bank                 167       156      7.1
                                     ------    ------
                                      4,720     4,328      9.1
  Corporate and Other,
    including adjustments
    and eliminations                    (46)      (27)   (58.1)
                                     ------    ------
CONSOLIDATED REVENUES (A)            $4,674    $4,301      8.7
                                     ======    ======

Pretax Income by Industry Segment
- ---------------------------------
  Travel Related Services (B)          $468      $403     16.1
  American Express
    Financial Advisors                  259       228     13.9
  American Express Bank                  30        26     15.6
                                       ----      ----
                                        757       657     15.3
  Corporate and Other (C)               (67)      (78)    12.9
                                       ----      ----
PRETAX OPERATING INCOME                $690      $579     19.2
                                       ====      ====

Operating Income by Industry Segment
- ------------------------------------
  Travel Related Services (B)          $328      $299     10.0
  American Express
    Financial Advisors                  183       155     18.1
  American Express Bank                  19        17     13.5
                                       ----      ----
                                        530       471     12.8
  Corporate and Other (C)               (37)      (38)     0.2
                                       ----      ----
OPERATING INCOME                       $493      $433     13.9
FDC Gain/(Restructuring)                  0       162       -
                                       ----      ----
NET INCOME                             $493      $595    (17.1)
                                       ====      ==== 

<PAGE>
                                        Year Ended
                                       December 31,
                                     ----------------  Percentage
                                      1997      1996    Inc/(Dec)
                                     ------    ------  ----------
Revenues by Industry Segment (A)
- --------------------------------
  Travel Related Services           $12,667   $11,773      7.6 %
  American Express
    Financial Advisors                4,599     4,110     11.9
  American Express Bank                 637       591      7.7
                                    -------   -------
                                     17,903    16,474      8.7
  Corporate and Other,
    including adjustments
    and eliminations                   (143)      (94)   (51.8)
                                    -------   ------- 
CONSOLIDATED REVENUES (A)           $17,760   $16,380      8.4
                                    =======   ======= 

Pretax Income by Industry Segment
- ---------------------------------
  Travel Related Services (B)        $1,905    $1,719     10.8
  American Express
    Financial Advisors                1,022       885     15.5
  American Express Bank                 130       105     23.0
                                     ------    ------ 
                                      3,057     2,709     12.8
  Corporate and Other (C)              (307)     (309)     0.9
                                     ------    ------ 
PRETAX OPERATING INCOME              $2,750    $2,400     14.6
                                     ======    ====== 

Operating Income by Industry Segment
- ------------------------------------
  Travel Related Services (B)        $1,354    $1,230     10.1
  American Express
    Financial Advisors                  707       594     19.1
  American Express Bank                  82        68     20.2
                                     ------    ------
                                      2,143     1,892     13.3
  Corporate and Other (C)              (152)     (153)      -
                                     ------    ------
OPERATING INCOME                     $1,991    $1,739     14.5
FDC Gain/(Restructuring)                  0       162       -
                                     ------    ------
NET INCOME                           $1,991    $1,901      4.7
                                     ======    ======
</TABLE>
(A) Revenues are reported net of interest expense, where
    applicable.
(B) TRS' results for the quarter and year ended
    December 31, 1996 exclude a pretax restructuring charge
    of $196 million ($125 million after-tax).
(C) Corporate and Other results for the quarter and
    year ended December 31, 1996 exclude a pretax gain of
    $480 million ($300 million after-tax) on the exchange
    of the Company's DECS (Debt Exchangeable for Common Stock)
<PAGE>
    for shares of common stock of First Data Corporation and a
    $20 million pretax charge ($13 million after-tax) related to
    the early retirement of debt and certain restructuring costs.

<TABLE>
<CAPTION>
                           American Express Company
                           ------------------------
                         Financial Summary (continued)
                         -----------------------------
                                 (Unaudited)

                                      Quarter Ended
                                       December 31,
                                     ----------------  Percentage
                                      1997      1996    Inc/(Dec)
                                     ------    ------  ----------
EARNINGS PER SHARE 
<S>                                <C>       <C>        <C>
Primary
- ------
  Operating Income Per
    Common Share                      $1.04     $0.90     15.6 %
  FDC Gain/(Restructuring)             0.00      0.33       -
                                      -----     -----
  Net Income Per Common Share         $1.04     $1.23    (15.4)
                                      =====     =====
  Average common shares
    outstanding (millions)            475.0     482.1     (1.5)
                                      =====     =====

Basic
- -----
  Operating Income Per
    Common Share                      $1.07     $0.92     16.3
  FDC Gain/(Restructuring)             0.00      0.35       -
                                      -----     -----
  Net Income Per Common Share         $1.07     $1.27    (15.7)
                                      =====     =====
  Average common shares
    outstanding (millions)            460.7     469.2     (1.8)
                                      =====     =====

Diluted
- -------
  Operating Income Per
    Common Share                      $1.04     $0.89     16.9
  FDC Gain/(Restructuring)             0.00      0.34       -
                                      -----     -----
  Net Income Per Common Share         $1.04     $1.23    (15.4)
                                      =====     =====
  Average common shares
    outstanding (millions)            475.1     483.5     (1.7)
                                      =====     =====

Cash dividends declared
  per common share                   $0.225    $0.225
                                     ======    ======
<PAGE>
                                        Year Ended
                                       December 31,
                                     ----------------  Percentage
                                      1997      1996    Inc/(Dec)
                                     ------    ------  ----------
EARNINGS PER SHARE

Primary
- -------
  Operating Income Per
    Common Share                      $4.16     $3.57     16.5 %
  FDC Gain/(Restructuring)             0.00      0.33       -
                                      -----     -----
  Net Income Per Common Share         $4.16     $3.90      6.7
                                      =====     =====
  Average common shares
    outstanding (millions)            478.5     485.6     (1.5)
                                      =====     =====

Basic
- ------
  Operating Income Per
    Common Share                      $4.29     $3.67     16.9
  FDC Gain/(Restructuring)             0.00      0.35       -
                                      -----     -----
  Net Income Per Common Share         $4.29     $4.02      6.7
                                      =====     =====
  Average common shares
    outstanding (millions)            464.2     472.2     (1.7)
                                      =====     =====

Diluted
- -------
  Operating Income Per
    Common Share                      $4.15     $3.56     16.6
  FDC Gain/(Restructuring)             0.00      0.33       -
                                      -----     -----
  Net Income Per Common Share         $4.15     $3.89      6.7
                                      =====     =====
  Average common shares
    outstanding (millions)            479.2     488.3     (1.9)
                                      =====     =====

Cash dividends declared
  per common share                    $0.90     $0.90
                                      =====     =====


                       Selected Statistical Information
                       --------------------------------
                                 (Unaudited)

                                      Quarter Ended
                                       December 31,
                                     ----------------  Percentage
                                      1997      1996    Inc/(Dec)
                                     ------    ------  ----------
Return on Average Equity*             23.5%     22.8%       -
Common Shares Outstanding (millions)  466.4     472.9     (1.4)%
<PAGE>
Book Value per Common Share:
  Actual                             $20.53    $18.04     13.8 %
  Pro Forma*                         $19.29    $17.22     12.0 %
Shareholders' Equity (billions)        $9.6      $8.5     12.3 %


                                        Year Ended
                                       December 31,
                                     ----------------  Percentage
                                      1997      1996    Inc/(Dec)
                                     ------    ------  ----------
Return on Average Equity*             23.5%     22.8%       -
Common Shares Outstanding (millions)  466.4     472.9     (1.4)%
Book Value per Common Share:
  Actual                             $20.53    $18.04     13.8  %
  Pro Forma*                         $19.29    $17.22     12.0  %
Shareholders' Equity (billions)        $9.6      $8.5     12.3  %
</TABLE>

*  Excludes the effect of SFAS #115 and for ROE, also excludes
   a fourth quarter 1996 $300 million gain on the exchange of
   the Company's DECS and $138 million restructuring charge.
<TABLE>
<CAPTION>
                           American Express Company
                           ------------------------
                              Financial Summary
                              -----------------
                                  (Unaudited)
(Dollars in millions)

                                          Quarter Ended
                                          -------------
                                           December 31,
                                               1997
                                               ----
Revenues by Industry Segment (A)
- --------------------------------
<S>                                       <C>
  Travel Related Services                     $3,351
  American Express Financial Advisors          1,202
  American Express Bank                          167
                                              ------
                                               4,720
  Corporate and Other, including
    adjustments and eliminations                 (46)
                                              ------
CONSOLIDATED REVENUES (A)                     $4,674
                                              ======

Pretax Operating Income by Industry Segment
- -------------------------------------------
  Travel Related Services (B)                   $468
  American Express Financial Advisors            259
  American Express Bank                           30
                                                ----
                                                 757
  Corporate and Other (C)                        (67)
                                                ----
<PAGE>
PRETAX OPERATING INCOME                         $690
                                                ====

Operating Income by Industry Segment
- ------------------------------------
  Travel Related Services (B)                   $328
  American Express Financial Advisors            183
  American Express Bank                           19
                                                ----
                                                 530
  Corporate and Other (C)                        (37)
                                                ----
OPERATING INCOME                                $493
FDC Gain/(Restructuring)                           0
                                                ----
NET INCOME                                      $493
                                                ====

                                          Quarter Ended
                                          -------------
                                          September 30,
                                               1997
                                               ----
Revenues by Industry Segment (A)
- --------------------------------
  Travel Related Services                     $3,199
  American Express Financial Advisors          1,169
  American Express Bank                          162
                                              ------
                                               4,530
  Corporate and Other, including
    adjustments and eliminations                 (30)
                                              ------
CONSOLIDATED REVENUES (A)                     $4,500
                                              ======

Pretax Operating Income by Industry Segment
- -------------------------------------------
  Travel Related Services (B)                   $494
  American Express Financial Advisors            261
  American Express Bank                           34
                                                ----
                                                 789
  Corporate and Other (C)                        (71)
                                                ----
PRETAX OPERATING INCOME                         $718
                                                ====

Operating Income by Industry Segment
- ------------------------------------
  Travel Related Services (B)                   $356
  American Express Financial Advisors            184
  American Express Bank                           21
                                                ----
                                                 561
  Corporate and Other (C)                        (37)
                                                ----
OPERATING INCOME                                $524
FDC Gain/(Restructuring)                           0
                                                ----<PAGE>
NET INCOME                                      $524
                                                ====

                                          Quarter Ended
                                          -------------
                                             June 30,
                                               1997
                                               ----
Revenues by Industry Segment (A)
- ---------------------------------
  Travel Related Services                     $3,147
  American Express Financial Advisors          1,143
  American Express Bank                          153
                                              ------
                                               4,443
  Corporate and Other, including
    adjustments and eliminations                 (21)
                                              ------
CONSOLIDATED REVENUES (A)                     $4,422
                                              ======

Pretax Operating Income by Industry Segment
- -------------------------------------------
  Travel Related Services (B)                   $493
  American Express Financial Advisors            265
  American Express Bank                           33
                                                ----
                                                 791
  Corporate and Other (C)                        (89)
                                                ----
PRETAX OPERATING INCOME                         $702
                                                ====

Operating Income by Industry Segment
- ------------------------------------
  Travel Related Services (B)                   $355
  American Express Financial Advisors            183
  American Express Bank                           21
                                                ----
                                                 559
  Corporate and Other (C)                        (39)
                                                ----
OPERATING INCOME                                $520
FDC Gain/(Restructuring)                           0
                                                ----
NET INCOME                                      $520
                                                ====


                                          Quarter Ended
                                          -------------
                                             March 31,
                                               1997
                                               ----




<PAGE>
Revenues by Industry Segment (A)
- ---------------------------------
  Travel Related Services                     $2,970
  American Express Financial Advisors          1,084
  American Express Bank                          153
                                              ------
                                               4,207
  Corporate and Other, including
    adjustments and eliminations                 (43)
                                              ------
CONSOLIDATED REVENUES (A)                     $4,164
                                              ======

Pretax Operating Income by Industry Segment
- -------------------------------------------
  Travel Related Services (B)                   $449
  American Express Financial Advisors            236
  American Express Bank                           32
                                                ----
                                                 717
  Corporate and Other (C)                        (77)
                                                ----
PRETAX OPERATING INCOME                         $640
                                                ====

Operating Income by Industry Segment
- ------------------------------------
  Travel Related Services (B)                   $315
  American Express Financial Advisors            157
  American Express Bank                           20
                                                ----
                                                 492
  Corporate and Other (C)                        (38)
                                                ----
OPERATING INCOME                                $454
FDC Gain/(Restructuring)                           0
                                                ----
NET INCOME                                      $454
                                                ====

                                          Quarter Ended
                                          -------------
                                           December 31,
                                               1996
                                               ----
Revenues by Industry Segment (A)
- --------------------------------
  Travel Related Services                     $3,103
  American Express Financial Advisors          1,069
  American Express Bank                          156
                                              ------
                                               4,328
  Corporate and Other, including
    adjustments and eliminations                 (27)
                                              ------
CONSOLIDATED REVENUES (A)                     $4,301
                                              ======


<PAGE>
Pretax Operating Income by Industry Segment
- -------------------------------------------
  Travel Related Services (B)                   $403
  American Express Financial Advisors            228
  American Express Bank                           26
                                                ----
                                                 657
  Corporate and Other (C)                        (78)
                                                ----
PRETAX OPERATING INCOME                         $579
                                                ====

Operating Income by Industry Segment
- ------------------------------------
  Travel Related Services (B)                   $299
  American Express Financial Advisors            155
  American Express Bank                           17
                                                ----
                                                 471
  Corporate and Other (C)                        (38)
                                                ----
OPERATING INCOME                                $433
FDC Gain/(Restructuring)                         162
                                                ----
NET INCOME                                      $595
                                                ====
</TABLE>
(A) Revenues are reported net of interest expense,
    where applicable.
(B) TRS' results for the quarter ended December 31, 1996
    exclude a pretax restructuring charge of $196 million
    ($125 million after-tax).
(C) Corporate and Other results for the quarter ended
    December 31, 1996 exclude a pretax gain of $480 million
    ($300 million after-tax) on the exchange of the Company's
    DECS (Debt Exchangeable for Common Stock) for shares of
    common stock of First Data Corporation and a $20 million
    pretax charge ($13 million after-tax) related to the early
    retirement of debt and certain restructuring costs.
<TABLE>
<CAPTION>
                           American Express Company
                           ------------------------
                        Financial Summary (continued)
                        -----------------------------
                                  (Unaudited)

                                          Quarter Ended
                                          -------------
                                           December 31,
                                               1997
                                               ----
<S>                                         <C>
EARNINGS PER SHARE
Primary
- -------
  Operating Income Per Common Share            $1.04
  FDC Gain/(Restructuring)                      0.00
                                               -----<PAGE>
  Net Income Per Common Share                  $1.04
                                               =====
  Average common shares outstanding (000's)    475.0
                                               =====

Basic
- -----
  Operating Income Per Common Share            $1.07
  FDC Gain/(Restructuring)                      0.00
                                               -----
  Net Income Per Common Share                  $1.07
                                               =====
  Average common shares outstanding (000's)    460.7
                                               =====

Diluted
- -------
  Operating Income Per Common Share            $1.04
  FDC Gain/(Restructuring)                      0.00
                                               -----
  Net Income Per Common Share                  $1.04
                                               =====
  Average common shares outstanding (000's)    475.1
                                               =====

Cash dividends declared per common share      $0.225
                                              ======

                                          Quarter Ended
                                          -------------
                                          September 30,
                                               1997
                                               ----
EARNINGS PER SHARE

Primary
- -------
  Operating Income Per Common Share            $1.10
  FDC Gain/(Restructuring)                      0.00
                                               -----
  Net Income Per Common Share                  $1.10
                                               =====
  Average common shares outstanding (000's)    477.2
                                              ======

Basic
- -----
  Operating Income Per Common Share            $1.13
  FDC Gain/(Restructuring)                      0.00
                                               -----
  Net Income Per Common Share                  $1.13
                                               =====
  Average common shares outstanding (000's)    463.0
                                               =====




<PAGE>
Diluted
- -------
  Operating Income Per Common Share            $1.10
  FDC Gain/(Restructuring)                      0.00
                                               -----
  Net Income Per Common Share                  $1.10
                                               =====
  Average common shares outstanding (000's)    477.9
                                               =====

Cash dividends declared per common share      $0.225
                                              ======

                                          Quarter Ended
                                          -------------
                                             June 30,
                                               1997
                                               ----
EARNINGS PER SHARE

Primary
- -------
  Operating Income Per Common Share            $1.08
  FDC Gain/(Restructuring)                      0.00
                                               -----
  Net Income Per Common Share                  $1.08
                                               =====
  Average common shares outstanding (000's)    479.5
                                               =====

Basic
- -----
  Operating Income Per Common Share            $1.12
  FDC Gain/(Restructuring)                      0.00
                                               -----
  Net Income Per Common Share                  $1.12
                                               =====
  Average common shares outstanding (000's)    465.1
                                               =====

Diluted
- -------
  Operating Income Per Common Share            $1.08
  FDC Gain/(Restructuring)                      0.00
                                               -----
  Net Income Per Common Share                  $1.08
                                               =====
  Average common shares outstanding (000's)    480.1
                                               =====

Cash dividends declared per common share      $0.225
                                              ======

                                          Quarter Ended
                                          -------------
                                             March 31,
                                               1997
                                               ----

<PAGE>
EARNINGS PER SHARE

Primary
- -------
  Operating Income Per Common Share            $0.94
  FDC Gain/(Restructuring)                      0.00
                                               -----
  Net Income Per Common Share                  $0.94
                                               =====
  Average common shares outstanding (000's)    482.1
                                               =====

Basic
- -----
  Operating Income Per Common Share            $0.97
  FDC Gain/(Restructuring)                      0.00
                                               -----
  Net Income Per Common Share                  $0.97
                                              ======
  Average common shares outstanding (000's)    467.9
                                              ======

Diluted
- -------
  Operating Income Per Common Share            $0.94
  FDC Gain/(Restructuring)                      0.00
                                               -----
  Net Income Per Common Share                  $0.94
                                               =====
  Average common shares outstanding (000's)    483.0
                                               =====

Cash dividends declared per common share      $0.225
                                              ======

                                          Quarter Ended
                                          -------------
                                           December 31,
                                               1996
                                               ----
EARNINGS PER SHARE

Primary
- ------
  Operating Income Per Common Share            $0.90
  FDC Gain/(Restructuring)                      0.33
                                               -----
  Net Income Per Common Share                  $1.23
                                               =====
  Average common shares outstanding (000's)    482.1
                                               =====
Basic
- -----
  Operating Income Per Common Share            $0.92
  FDC Gain/(Restructuring)                      0.35
                                               -----
  Net Income Per Common Share                  $1.27
                                               =====
  Average common shares outstanding (000's)    469.2
                                               =====<PAGE>

Diluted
- -------
  Operating Income Per Common Share            $0.89
  FDC Gain/(Restructuring)                      0.34
                                               -----
  Net Income Per Common Share                  $1.23
                                               =====
  Average common shares outstanding (000's)    483.5
                                               =====

Cash dividends declared per common share      $0.225
                                              ======


                    Selected Statistical Information
                    -------------------------------
                              (Unaudited)

                                          Quarter Ended
                                          -------------
                                           December 31,
                                               1997
                                               ----
Return on Average Equity*                      23.5%
Common Shares Outstanding (millions)           466.4
Book Value per Common Share:
  Actual                                      $20.53
  Pro Forma*                                  $19.29
Shareholders' Equity (billions)                 $9.6

                                          Quarter Ended
                                          -------------
                                          September 30,
                                               1997
                                               ----

Return on Average Equity*                      23.3%
Common Shares Outstanding (millions)           465.8
Book Value per Common Share:
  Actual                                      $19.57
  Pro Forma*                                  $18.41
Shareholders' Equity (billions)                 $9.1

                                          Quarter Ended
                                          -------------
                                             June 30,
                                               1997
                                               ----
Return on Average Equity*                      23.2%
Common Shares Outstanding (millions)           468.9
Book Value per Common Share:
  Actual                                      $18.82
  Pro Forma*                                  $17.95
Shareholders' Equity (billions)                 $8.8



<PAGE>
                                          Quarter Ended
                                          -------------
                                             March 31,
                                               1997
                                               ----

Return on Average Equity*                      23.0%
Common Shares Outstanding (millions)           470.9
Book Value per Common Share:
  Actual                                      $17.80
  Pro Forma*                                  $17.44
Shareholders' Equity (billions)                 $8.4


                                          Quarter Ended
                                          -------------
                                           December 31,
                                               1996
                                               ----
Return on Average Equity*                      22.8%
Common Shares Outstanding (millions)           472.9
Book Value per Common Share:
  Actual                                      $18.04
  Pro Forma*                                  $17.22
Shareholders' Equity (billions)                 $8.5

</TABLE>
*  Excludes the effect of SFAS #115 and for ROE, also excludes
   a fourth quarter 1996 $300 million gain on the exchange
   of the Company's DECS and $138 million restructuring charge.


<TABLE>
<CAPTION>

(Preliminary)                  Travel Related Services
                               -----------------------
                                Statement of Income
                                -------------------
                                    (Unaudited)
(Dollars in millions)

                                      Quarter Ended
                                       December 31,
                                     ----------------  Percentage
                                      1997      1996    Inc/(Dec)
                                     ------    ------  ----------
<S>                               <C>       <C>        <C>
Net Revenues:
  Discount Revenue                   $1,530    $1,380     10.9 %
  Net Card Fees                         397       415     (4.2)
  Travel Commissions and Fees           402       380      5.8
  Interest and Dividends                136       156    (12.9)
  Other Revenues                        552       483     14.2
  Lending:
    Finance Charge Revenue              487       423     15.2
    Interest Expense                    153       134     14.6
                                      -----     -----
<PAGE>
      Net Finance Charge Revenue        334       289     15.4
                                      -----     -----
    Total Net Revenues                3,351     3,103      8.0
                                      -----     -----
Expenses:
  Marketing and Promotion               315       268     17.4
  Provision for Losses and Claims:
    Charge Card                         201       113     77.5
    Lending                             239       214     12.0
    Other                                22        22     (0.9)
                                      -----     -----
      Total                             462       349     32.4
                                      -----     -----
  Interest Expense:
    Charge Card                         213       176     21.4
    Other                                41        65    (37.7)
                                      -----     -----
      Total                             254       241      5.4
  Net Discount Expense                  139       174    (20.5)
  Human Resources                       826       794      4.0
  Other Operating Expenses              887       874      1.6
                                      -----     -----
    Total Expenses                    2,883     2,700      6.8
                                      -----     -----
Pretax Income                           468       403     16.1
Income Tax Provision                    140       104     33.6
                                      -----     -----
Operating Income                       $328      $299 *   10.0
                                      =====     =====


                                        Year Ended
                                       December 31,
                                     ----------------  Percentage
                                      1997      1996    Inc/(Dec)
                                     ------    ------  ----------
Net Revenues:
  Discount Revenue                   $5,666    $5,024     12.8 %
  Net Card Fees                       1,604     1,668     (3.9)
  Travel Commissions and Fees         1,489     1,422      4.7
  Interest and Dividends                561       724    (22.5)
  Other Revenues                      2,103     1,867     12.8
  Lending:
    Finance Charge Revenue            1,848     1,575     17.3
    Interest Expense                    604       507     19.2
                                     ------    ------
      Net Finance Charge Revenue      1,244     1,068     16.4
                                     ------    ------
    Total Net Revenues               12,667    11,773      7.6
                                     ------    ------
Expenses:
  Marketing and Promotion             1,062       998      6.4
  Provision for Losses and Claims:
    Charge Card                         858       743     15.5
    Lending                             817       635     28.6
    Other                                88       101    (12.0)
                                     ------    ------
      Total                           1,763     1,479     19.2
                                     ------    ------
<PAGE>
  Interest Expense:
    Charge Card                         743       688      7.9
    Other                               177       347    (48.9)
                                     ------    ------
      Total                             920     1,035    (11.1)
  Net Discount Expense                  597       554      7.8
  Human Resources                     3,154     2,984      5.7
  Other Operating Expenses            3,266     3,004      8.8
                                     ------    ------
    Total Expenses                   10,762    10,054      7.1
                                     ------    ------
Pretax Income                         1,905     1,719     10.8
Income Tax Provision                    551       489     12.6
                                     ------    ------
Operating Income                     $1,354    $1,230 *   10.1
                                     ======    ======
</TABLE>
* Excludes restructuring charge of $125 million after-tax
  ($196 million pretax).

<TABLE>
<CAPTION>
(Preliminary)            Travel Related Services
                         -----------------------
                           Statement of Income
                           -------------------
                     (Unaudited, Managed Asset Basis)
(Dollars in millions)

                                      Quarter Ended
                                       December 31,
                                     ----------------  Percentage
                                      1997      1996    Inc/(Dec)
                                     ------    ------  ----------
<S>                                <C>       <C>        <C>
Net Revenues:
  Discount Revenue                   $1,530    $1,380     10.9 %
  Net Card Fees                         398       415     (3.9)
  Travel Commissions and Fees           402       380      5.8
  Interest and Dividends                132       156    (15.4)
  Other Revenues                        499       450     10.9
  Lending:
    Finance Charge Revenue              574       463     23.8
    Interest Expense                    186       150     24.2
                                     ------    ------
      Net Finance Charge Revenue        388       313     23.6
                                     ------    ------
    Total Net Revenues                3,349     3,094      8.2
                                     ------    ------
Expenses:
  Marketing and Promotion               315       268     17.4
  Provision for Losses and Claims:
    Charge Card                         255       199     27.6
    Lending                             269       235     14.9
    Other                                22        22     (0.9)
                                     ------    ------
      Total                             546       456     19.7
                                     ------    ------

<PAGE>
  Interest Expense:
    Charge Card                         266       234     13.7
    Other                                41        65    (37.7)
                                     ------    ------
      Total                             307       299      2.5
  Human Resources                       826       794      4.0
  Other Operating Expenses              887       874      1.6
                                     ------    ------
    Total Expenses                    2,881     2,691      7.0
                                     ------    ------
Pretax Income                           468       403     16.1
Income Tax Provision                    140       104     33.6
                                     ------    ------
Operating Income                       $328      $299 *   10.0
                                     ======    ======

                                        Year Ended
                                       December 31,
                                     ----------------  Percentage
                                      1997      1996    Inc/(Dec)
                                     ------    ------  ----------
Net Revenues:
  Discount Revenue                   $5,666    $5,024     12.8 % 
  Net Card Fees                       1,609     1,664     (3.3)
  Travel Commissions and Fees         1,489     1,422      4.7
  Interest and Dividends                552       724    (23.7)
  Other Revenues                      1,903     1,714     11.0
  Lending:
    Finance Charge Revenue            2,105     1,691     24.5
    Interest Expense                    694       548     26.5
                                     ------    ------
      Net Finance Charge Revenue      1,411     1,143     23.5
                                     ------    ------
    Total Net Revenues               12,630    11,691      8.0
                                     ------    ------
Expenses:
  Marketing and Promotion             1,025       998      2.7
  Provision for Losses and Claims:
    Charge Card                       1,105       989     11.7
    Lending                             937       678     38.2
    Other                                88       101    (12.0)
                                     ------    ------
      Total                           2,130     1,768     20.5
                                     ------    ------
  Interest Expense:
    Charge Card                         973       871     11.6
    Other                               177       347    (48.9)
                                     ------    ------
      Total                           1,150     1,218     (5.7)
  Human Resources                     3,154     2,984      5.7
  Other Operating Expenses            3,266     3,004      8.8
                                     ------    ------
    Total Expenses                   10,725     9,972      7.6
                                     ------    ------
Pretax Income                         1,905     1,719     10.8
Income Tax Provision                    551       489     12.6
                                     ------    ------
Operating Income                     $1,354    $1,230 *   10.1
                                     ======    ======
/TABLE
<PAGE>
* Excludes restructuring charge of $125 million
  after-tax ($196 million pretax).

This Statement of Income is provided on a Managed Asset Basis
for analytical purposes only.  It presents the income statement
of TRS as if there had been no securitization transactions.

Under Statement of Financial Accounting Standards No. 125
(SFAS 125), which prescribes the accounting for securitized
loans and receivables, TRS recognized a pretax gain of
$37 million in the third quarter of 1997 ($24 million after-tax)
related to securitization of U.S. lending receivables.  This
gain was invested in additional Marketing and Promotion expenses
and had no material impact on net income or total expenses in
1997.  For purposes of this presentation such gain and a
corresponding $37 million increase in Marketing and Promotion
expenses have been eliminated in the Year Ended December 31,1997.

<TABLE>
<CAPTION>
(Preliminary)            Travel Related Services
                         -----------------------
                     Selected Statistical Information
                     --------------------------------
                               (Unaudited)

(Amounts in billions, except percentages and where indicated)

                                      Quarter Ended
                                       December 31,
                                     ----------------  Percentage
                                      1997      1996    Inc/(Dec)
                                     ------    ------  ----------
<S>                                  <C>       <C>       <C>
Total Cards in Force (millions):
  United States                        29.6      29.2      1.4 %
  Outside the United States            13.1      12.3      6.4
                                       ----      ----
    Total                              42.7      41.5      2.9
                                       ====      ====
Basic Cards in Force (millions):
  United States                        23.3      22.5      3.3
  Outside the United States            10.0       9.6      4.6
                                       ----      ----
    Total                              33.3      32.1      3.7
                                       ====      ====
Card Billed Business:
  United States                       $40.7     $36.2     12.6
  Outside the United States            16.0      14.9      7.1
                                      -----     -----
    Total                             $56.7     $51.1     11.0
                                      =====     =====

Average Discount Rate*                2.73%     2.72%       -
Average Basic Cardmember
  Spending (dollars)*                $1,731    $1,633      6.0
Average Fee per Card (dollars)*         $38       $41     (7.3)
Travel Sales                           $4.8      $4.3     11.5
<PAGE>
  Travel Commissions and
    Fees/Sales**                       8.4%      8.8%       -
Travelers Cheque:
  Sales                                $5.2     $5.5      (5.5)
  Ending Outstanding                   $5.6     $5.8      (3.5)
  Average Outstanding                  $5.7     $6.0      (3.7)
  Ending Investments                   $5.6     $5.6       1.4
  Tax Equivalent Yield                 9.2%     9.5%        -

Total Debt                            $26.9    $23.4      15.0
Shareholder's Equity                   $5.0     $4.7       8.0
Return on Average Equity***           27.9%    25.6%        -
Return on Average Assets***            3.0%     2.8%        -


                                        Year Ended
                                       December 31,
                                     ----------------  Percentage
                                      1997      1996    Inc/(Dec)
                                     ------    ------  ----------
Total Cards in Force (millions):
  United States                        29.6      29.2      1.4 %
  Outside the United States            13.1      12.3      6.4
                                       ----      ----
    Total                              42.7      41.5      2.9
                                       ====      ====
Basic Cards in Force (millions):
  United States                        23.3      22.5      3.3
  Outside the United States            10.0       9.6      4.6
                                       ----      ----
    Total                              33.3      32.1      3.7
                                       ====      ====
Card Billed Business:
  United States                      $150.5    $131.0     14.9
  Outside the United States            58.7      53.3     10.1
                                     ------    ------
    Total                            $209.2    $184.3     13.5
                                     ======    ======

Average Discount Rate*                2.73%     2.75%       -
Average Basic Cardmember
  Spending (dollars)*                $6,473    $6,074      6.6
Average Fee per Card (dollars)*         $39       $42     (7.1)
Travel Sales                          $17.4     $15.8     10.2
  Travel Commissions and
    Fees/Sales**                       8.6%      9.0%       -
Travelers Cheque:
  Sales                               $25.0     $26.0     (4.0)
  Ending Outstanding                   $5.6      $5.8     (3.5)
  Average Outstanding                  $5.9      $6.0     (2.1)
  Ending Investments                   $5.6      $5.6      1.4
  Tax Equivalent Yield                 9.2%      9.4%       -

Total Debt                            $26.9     $23.4     15.0
Shareholder's Equity                   $5.0      $4.7      8.0
Return on Average Equity***           27.9%     25.6%       -
Return on Average Assets***            3.0%      2.8%       -
</TABLE>
<PAGE>

*   Computed excluding Cards issued by strategic alliance
    partners and independent operators as well as business
    billed on those Cards.
**  Computed from information provided herein.
*** Excluding the effect of SFAS #115 and the fourth quarter
    1996 restructuring charge of $125 million after-tax.

<TABLE>
<CAPTION>
(Preliminary)            Travel Related Services
                         -----------------------
              Selected Statistical Information (continued)
              --------------------------------------------
                               (Unaudited)

(Amounts in billions, except percentages and where indicated)

                                      Quarter Ended
                                       December 31,
                                     ----------------  Percentage
                                      1997      1996    Inc/(Dec)
                                     ------    ------  ----------
<S>                                 <C>       <C>       <C>
Owned and Managed Charge Card
  Receivables:
    Total Receivables                 $23.5     $22.5      4.6 %
    90 Days Past Due as a % of Total   3.1%      3.2%       -
    Loss Reserves (millions)           $951      $923      3.1
      % of Receivables                 4.0%      4.1%       -
      % of 90 Days Past Due            132%      128%       -
    Net Loss Ratio                    0.49%     0.51%       -

Owned and Managed U.S. Cardmember
  Lending:
    Total Loans                       $14.6     $12.7     14.3
    Past Due Loans as a % of Total:
      30-89 Days                       2.4%      2.4%       -
      90+ Days                         1.1%      0.9%       -
    Loss Reserves (millions):
      Beginning Balance                $556      $427     30.0
        Provision                       247       220     12.7
        Net Charge-Offs/Other          (214)     (159)    34.3
                                       ----      ----
      Ending Balance                   $589      $488     20.8
                                       ====      ====
      % of Loans                       4.0%      3.8%       -
      % of Past Due                    116%      117%       -
    Average Loans                     $13.9     $12.1     14.4
    Net Write-Off Rate                 6.3%      5.2%       -
    Net Interest Yield                 9.4%      8.6%       -







<PAGE>
                                        Year Ended
                                       December 31,
                                     ----------------  Percentage
                                      1997      1996    Inc/(Dec)
                                     ------    ------  ----------
Owned and Managed Charge Card
  Receivables:
    Total Receivables                 $23.5     $22.5      4.6 %
    90 Days Past Due as a % of Total   3.1%      3.2%       -
    Loss Reserves (millions)           $951      $923      3.1
      % of Receivables                 4.0%      4.1%       -
      % of 90 Days Past Due            132%      128%       -
    Net Loss Ratio                    0.50%     0.51%       -

Owned and Managed U.S. Cardmember
  Lending:
    Total Loans                       $14.6     $12.7     14.3
    Past Due Loans as a % of Total:
      30-89 Days                       2.4%      2.4%       -
      90+ Days                         1.1%      0.9%       -
    Loss Reserves (millions):
      Beginning Balance                $488      $443     10.0
        Provision                       867       607     42.9
        Net Charge-Offs/Other          (766)     (562)    36.2
                                       ----      ----
      Ending Balance                   $589      $488     20.8
                                       ====      ====
      % of Loans                       4.0%      3.8%       -
      % of Past Due                    116%      117%       -
    Average Loans                     $13.3     $10.8     22.7
    Net Write-Off Rate                 6.0%      5.2%       -
    Net Interest Yield                 9.1%      8.8%       -
</TABLE


</TABLE>
<TABLE>
<CAPTION>
(Preliminary)           Travel Related Services
                        -----------------------
                          Statement of Income
                          -------------------
                              (Unaudited)
(Dollars in millions)

                                 Quarter Ended
                                 -------------
                                  December 31,
                                      1997
                                      ----
<S>                               <C>
Net Revenues:
  Discount Revenue                   $1,530
  Net Card Fees                         397
  Travel Commissions and Fees           402
  Interest and Dividends                136
  Other Revenues                        552
  Lending:
    Finance Charge Revenue              487
    Interest Expense                    153
                                      -----<PAGE>
      Net Finance Charge Revenue        334
                                      -----
    Total Net Revenues                3,351
                                      -----
Expenses:
  Marketing and Promotion               315
  Provision for Losses and Claims:
    Charge Card                         201
    Lending                             239
    Other                                22
                                      -----
      Total                             462
                                      -----
  Interest Expense:
    Charge Card                         213
    Other                                41
                                      -----
      Total                             254
  Net Discount Expense                  139
  Human Resources                       826
  Other Operating Expenses              887
                                      -----
    Total Expenses                    2,883
                                      -----
Pretax Income                           468
Income Tax Provision                    140
                                      -----
Operating Income                       $328
                                      =====

                                 Quarter Ended
                                 -------------
                                 September 30,
                                      1997
                                      ----
Net Revenues:
  Discount Revenue                   $1,422
  Net Card Fees                         399
  Travel Commissions and Fees           370
  Interest and Dividends                150
  Other Revenues                        540
  Lending:
    Finance Charge Revenue              472
    Interest Expense                    154
                                      -----
      Net Finance Charge Revenue        318
                                      -----
    Total Net Revenues                3,199
                                      -----
Expenses:
  Marketing and Promotion               301
  Provision for Losses and Claims:
    Charge Card                         228
    Lending                             179
    Other                                22
                                      -----
      Total                             429
                                      -----
<PAGE>
  Interest Expense:
    Charge Card                         186
    Other                                50
                                      -----
      Total                             236
  Net Discount Expense                  142
  Human Resources                       796
  Other Operating Expenses              801
                                      -----
    Total Expenses                    2,705
                                      -----
Pretax Income                           494
Income Tax Provision                    138
                                      -----
Operating Income                       $356
                                      =====

                                 Quarter Ended
                                 -------------
                                    June 30,
                                      1997
                                      ----
Net Revenues:
  Discount Revenue                   $1,407
  Net Card Fees                         403
  Travel Commissions and Fees           381
  Interest and Dividends                143
  Other Revenues                        509
  Lending:
    Finance Charge Revenue              458
    Interest Expense                    154
                                      -----
      Net Finance Charge Revenue        304
                                      -----
    Total Net Revenues                3,147
                                      -----
Expenses:
  Marketing and Promotion               244
  Provision for Losses and Claims:
    Charge Card                         239
    Lending                             187
    Other                                21
                                      -----
      Total                             447
                                      -----
  Interest Expense:
    Charge Card                         174
    Other                                52
                                      -----
      Total                             226
  Net Discount Expense                  165
  Human Resources                       783
  Other Operating Expenses              789
                                      -----
    Total Expenses                    2,654
                                      -----
Pretax Income                           493

<PAGE>
Income Tax Provision                    138
                                      -----
Operating Income                       $355
                                      =====

                                 Quarter Ended
                                 -------------
                                   March 31,
                                      1997
                                      ----
Net Revenues:
  Discount Revenue                   $1,306
  Net Card Fees                         405
  Travel Commissions and Fees           336
  Interest and Dividends                132
  Other Revenues                        503
  Lending:
    Finance Charge Revenue              431
    Interest Expense                    143
                                      -----
      Net Finance Charge Revenue        288
                                      -----
  Total Net Revenues                  2,970
                                      -----
Expenses:
  Marketing and Promotion               202
  Provision for Losses and Claims:
    Charge Card                         190
    Lending                             211
    Other                                24
                                      -----
      Total                             425
                                      -----
  Interest Expense:
    Charge Card                         169
    Other                                35
                                      -----
      Total                             204
  Net Discount Expense                  151
  Human Resources                       749
  Other Operating Expenses              790
                                      -----
    Total Expenses                    2,521
                                      -----
Pretax Income                           449
Income Tax Provision                    134
                                      -----
Operating Income                       $315
                                      =====

                                 Quarter Ended
                                 -------------
                                  December 31,
                                      1996
                                      ----
Net Revenues:
  Discount Revenue                   $1,380
  Net Card Fees                         415
<PAGE>
  Travel Commissions and Fees           380
  Interest and Dividends                156
  Other Revenues                        483
  Lending:
    Finance Charge Revenue              423
    Interest Expense                    134
                                      -----
      Net Finance Charge Revenue        289
                                      -----
    Total Net Revenues                3,103
                                      -----
Expenses:
  Marketing and Promotion               268
  Provision for Losses and Claims:
    Charge Card                         113
    Lending                             214
    Other                                22
                                      -----
      Total                             349
                                      -----
  Interest Expense:
    Charge Card                         176
    Other                                65
                                      -----
      Total                             241
  Net Discount Expense                  174
  Human Resources                       794
  Other Operating Expenses              874
                                      -----
    Total Expenses                    2,700
                                      -----
Pretax Income                           403
Income Tax Provision                    104
                                      -----
Operating Income                       $299 *
                                      =====
</TABLE>
* Excludes restructuring charge of $125 million after-tax
  ($196 million pretax).

<TABLE>
<CAPTION>
(Preliminary)
                           Travel Related Services
                           -----------------------
                             Statement of Income
                             -------------------
                       (Unaudited, Managed Asset Basis)
(Dollars in millions)

                                 Quarter Ended
                                 -------------
                                  December 31,
                                      1997
                                      ----
<S>                               <C>
Net Revenues:
  Discount Revenue                   $1,530
  Net Card Fees                         398
<PAGE>
  Travel Commissions and Fees           402
  Interest and Dividends                132
  Other Revenues                        499
  Lending:
    Finance Charge Revenue              574
    Interest Expense                    186
                                      -----
      Net Finance Charge Revenue        388
                                      -----
    Total Net Revenues                3,349
                                      -----
Expenses:
  Marketing and Promotion               315
  Provision for Losses and Claims:
    Charge Card                         255
    Lending                             269
    Other                                22
                                      -----
      Total                             546
                                      -----
  Interest Expense:
    Charge Card                         266
    Other                                41
                                      -----
      Total                             307
  Human Resources                       826
  Other Operating Expenses              887
                                      -----
          Total Expenses              2,881
                                      -----
Pretax Income                           468
Income Tax Provision                    140
                                      -----
Operating Income                       $328
                                      =====

                                 Quarter Ended
                                 -------------
                                 September 30,
                                      1997
                                      ----
Net Revenues:
  Discount Revenue                   $1,422
  Net Card Fees                         403
  Travel Commissions and Fees           370
  Interest and Dividends                145
  Other Revenues                        485
  Lending:
    Finance Charge Revenue              548
    Interest Expense                    177
                                      -----
      Net Finance Charge Revenue        371
                                      -----
    Total Net Revenues                3,196
                                      -----
Expenses:
  Marketing and Promotion               264
  Provision for Losses and Claims:

<PAGE>
    Charge Card                         284
    Lending                             243
    Other                                22
                                      -----
      Total                             549
                                      -----
  Interest Expense:
    Charge Card                         242
    Other                                50
                                      -----
      Total                             292
  Human Resources                       796
  Other Operating Expenses              801
                                      -----
    Total Expenses                    2,702
                                      -----
Pretax Income                           494
Income Tax Provision                    138
                                      -----
Operating Income                       $356
                                      =====

                                 Quarter Ended
                                 -------------
                                    June 30,
                                      1997
                                      ----
Net Revenues:
  Discount Revenue                   $1,407
  Net Card Fees                         404
  Travel Commissions and Fees           381
  Interest and Dividends                143
  Other Revenues                        466
  Lending:
    Finance Charge Revenue              505
    Interest Expense                    171
                                      -----
      Net Finance Charge Revenue        334
                                      -----
    Total Net Revenues                3,135
                                      -----
Expenses:
Marketing and Promotion                 244
  Provision for Losses and Claims:
    Charge Card                         313
    Lending                             203
    Other                                21
                                      -----
      Total                             537
                                      -----
  Interest Expense:
    Charge Card                         237
    Other                                52
                                      -----
      Total                             289
  Human Resources                       783


<PAGE>
  Other Operating Expenses              789
                                      -----
    Total Expenses                    2,642
                                      -----
Pretax Income                           493
Income Tax Provision                    138
                                      -----
Operating Income                       $355
                                      =====

                                 Quarter Ended
                                 -------------
                                   March 31,
                                      1997
                                      ----
Net Revenues:
  Discount Revenue                   $1,306
  Net Card Fees                         405
  Travel Commissions and Fees           336
  Interest and Dividends                132
  Other Revenues                        453
  Lending:
    Finance Charge Revenue              478
    Interest Expense                    160
                                      -----
      Net Finance Charge Revenue        318
                                      -----
    Total Net Revenues                2,950
                                      -----
Expenses:
  Marketing and Promotion               202
  Provision for Losses and Claims:
    Charge Card                         252
    Lending                             222
    Other                                24
                                      -----
      Total                             498
                                      -----
  Interest Expense:
    Charge Card                         227
    Other                                35
                                      -----
      Total                             262
  Human Resources                       749
  Other Operating Expenses              790
                                      -----
    Total Expenses                    2,501
                                      -----
Pretax Income                           449
Income Tax Provision                    134
                                      -----
Operating Income                       $315
                                      =====






<PAGE>
                                 Quarter Ended
                                 -------------
                                  December 31,
                                      1996
                                      ----
Net Revenues:
  Discount Revenue                   $1,380
  Net Card Fees                         415
  Travel Commissions and Fees           380
  Interest and Dividends                156
  Other Revenues                        450
  Lending:
    Finance Charge Revenue              463
    Interest Expense                    150
                                      -----
      Net Finance Charge Revenue        313
                                      -----
    Total Net Revenues                3,094
                                      -----
Expenses:
  Marketing and Promotion               268
  Provision for Losses and Claims:
    Charge Card                         199
    Lending                             235
    Other                                22
                                      -----
      Total                             456
                                      -----
  Interest Expense:
    Charge Card                         234
    Other                                65
                                      -----
      Total                             299
  Human Resources                       794
  Other Operating Expenses              874
                                      -----
    Total Expenses                    2,691
                                      -----
Pretax Income                           403
Income Tax Provision                    104
                                      -----
Operating Income                       $299  *
                                      =====
</TABLE>

* Excludes restructuring charge of $125 million
  after-tax ($196 million pretax).

This Statement of Income is provided on a Managed Asset Basis
for analytical purposes only.  It presents the income statement
of TRS as if there had been no securitization transactions.

Under Statement of Financial Accounting Standards No. 125
(SFAS 125), which prescribes the accounting for securitized
loans and receivables, TRS recognized a pretax gain of $37
million in the third quarter of 1997 ($24 million after-tax)
related to securitization of U.S. lending receivables.
This gain was invested in additional Marketing and Promotion
<PAGE>
expenses and had no material impact on net income or total
expenses in the third quarter of 1997.  For purposes of this
presentation such gain and a corresponding $37 million increase
in Marketing and Promotion expenses have been eliminated in the
third quarter of 1997.

<TABLE>
<CAPTION>
(Preliminary)              Travel Related Services
                           -----------------------
                       Selected Statistical Information
                       --------------------------------
                                 (Unaudited)

(Amounts in billions, except percentages and where indicated)

                                 Quarter Ended
                                 -------------
                                  December 31,
                                      1997
                                      ----
<S>                                 <C>
Total Cards in Force (millions):
  United States                       29.6
  Outside the United States           13.1
                                      ----
    Total                             42.7
                                      ====
Basic Cards in Force (millions):
  United States                       23.3
  Outside the United States           10.0
                                      ----
    Total                             33.3
                                      ====
Card Billed Business:
  United States                      $40.7
  Outside the United States           16.0
                                     -----
    Total                            $56.7
                                     =====

Average Discount Rate*               2.73%
Average Basic Cardmember
  Spending (dollars)*               $1,731
Average Fee per Card (dollars)*        $38
Travel Sales                          $4.8
  Travel Commissions and Fees/Sales**  8.4%
Travelers Cheque:
  Sales                               $5.2
  Ending Outstanding                  $5.6
  Average Outstanding                 $5.7
  Ending Investments                  $5.6
  Tax Equivalent Yield                9.2%

Total Debt                           $26.9
Shareholder's Equity                  $5.0
Return on Average Equity***          27.9%
Return on Average Assets***           3.0%

<PAGE>
                                 Quarter Ended
                                 -------------
                                 September 30,
                                      1997
                                      ----
Total Cards in Force (millions):
  United States                       29.6
  Outside the United States           12.8
                                      ----
    Total                             42.4
                                      ====
Basic Cards in Force (millions):
  United States                       23.2
  Outside the United States            9.8
                                      ----
    Total                             33.0
                                      ====
Card Billed Business:
  United States                      $38.0
  Outside the United States           14.7
                                     -----
    Total                            $52.7
                                     =====

Average Discount Rate*               2.72%
Average Basic Cardmember
  Spending (dollars)*               $1,616
Average Fee per Card (dollars)*        $38
Travel Sales                          $4.2
  Travel Commissions and Fees/Sales** 8.8%
Travelers Cheque:
  Sales                               $8.1
  Ending Outstanding                  $6.1
  Average Outstanding                 $6.4
  Ending Investments                  $5.7
  Tax Equivalent Yield                9.0%

Total Debt                           $25.2
Shareholder's Equity                  $5.3
Return on Average Equity***          27.4%
Return on Average Assets***           3.0%

                                 Quarter Ended
                                 -------------
                                    June 30,
                                      1997
                                      ----
Total Cards in Force (millions):
  United States                       29.7
  Outside the United States           12.6
                                      ----
    Total                             42.3
                                      ====
Basic Cards in Force (millions):
  United States                       23.2
  Outside the United States            9.7
                                      ----
    Total                             32.9
                                      ====
<PAGE>
Card Billed Business:
  United States                      $37.2
  Outside the United States           14.7
                                     -----
    Total                            $51.9
                                     =====

Average Discount Rate*               2.74%
Average Basic Cardmember
  Spending (dollars)*               $1,602
Average Fee per Card (dollars)*        $39
Travel Sales                          $4.5
  Travel Commissions and Fees/Sales** 8.5%
Travelers Cheque:
  Sales                               $6.6
  Ending Outstanding                  $6.5
  Average Outstanding                 $6.0
  Ending Investments                  $6.0
  Tax Equivalent Yield                9.3%

Total Debt                           $24.0
Shareholder's Equity                  $5.0
Return on Average Equity***          27.0%
Return on Average Assets***           3.0%

                                 Quarter Ended
                                 -------------
                                   March 31,
                                      1997
                                      ----
Total Cards in Force (millions):
  United States                       29.6
  Outside the United States           12.3
                                      ----
    Total                             41.9
                                      ====
Basic Cards in Force (millions):
  United States                       22.9
  Outside the United States            9.6
                                      ----
    Total                             32.5
                                      ====
Card Billed Business:
  United States                      $34.6
  Outside the United States           13.3
                                     -----
    Total                            $47.9
                                     =====

Average Discount Rate*               2.75%
Average Basic Cardmember
  Spending (dollars)*               $1,498
Average Fee per Card (dollars)*        $39
Travel Sales                          $3.9
  Travel Commissions and Fees/Sales** 8.6%
Travelers Cheque:
  Sales                               $5.1
  Ending Outstanding                  $5.8

<PAGE>
  Average Outstanding                 $5.8
  Ending Investments                  $5.6
  Tax Equivalent Yield                9.3%

Total Debt                           $22.1
Shareholder's Equity                  $4.8
Return on Average Equity***          26.3%
Return on Average Assets***           2.9%

                                 Quarter Ended
                                 -------------
                                  December 31,
                                      1996
                                      ----
Total Cards in Force (millions):
  United States                       29.2
  Outside the United States           12.3
                                      ----
    Total                             41.5
                                      ====
Basic Cards in Force (millions):
  United States                       22.5
  Outside the United States            9.6
                                      ----
    Total                             32.1
                                      ====
Card Billed Business:
  United States                      $36.2
  Outside the United States           14.9
                                     -----
    Total                            $51.1
                                     =====

Average Discount Rate*               2.72%
Average Basic Cardmember
  Spending (dollars)*               $1,633
Average Fee per Card (dollars)*        $41
Travel Sales                          $4.3
  Travel Commissions and Fees/Sales** 8.8%
Travelers Cheque:
  Sales                               $5.5
  Ending Outstanding                  $5.8
  Average Outstanding                 $6.0
  Ending Investments                  $5.6
  Tax Equivalent Yield                9.5%

Total Debt                           $23.4
Shareholder's Equity                  $4.7
Return on Average Equity***          25.6%
Return on Average Assets***           2.8%
</TABLE>

*   Computed excluding Cards issued by strategic alliance
    partners and independent operators as well as business
    billed on those Cards.
**  Computed from information provided herein.
*** Excluding the effect of SFAS #115 and the fourth quarter
    1996 restructuring charge of $125 million after-tax.

<PAGE>
<TABLE>
(Preliminary)              Travel Related Services
                           -----------------------
                   Selected Statistical Information (continued)
                   --------------------------------------------
                                 (Unaudited)

(Amounts in billions, except percentages and where indicated)

                                 Quarter Ended
                                 -------------
                                  December 31,
                                      1997
                                      ----
<S>                                <C>
Owned and Managed Charge Card
  Receivables:
    Total Receivables                $23.5
    90 Days Past Due as a % of Total  3.1%
    Loss Reserves (millions)          $951
        % of Receivables              4.0%
        % of 90 Days Past Due         132%
    Net Loss Ratio                   0.49%

Owned and Managed U.S. Cardmember
  Lending:
    Total Loans                      $14.6
    Past Due Loans as a % of Total:
      30-89 Days                      2.4%
      90+ Days                        1.1%
    Loss Reserves (millions):
      Beginning Balance               $556
        Provision                      247
        Net Charge-Offs/Other         (214)
                                      ----
      Ending Balance                  $589
                                      ====
      % of Loans                      4.0%
      % of Past Due                   116%
      Average Loans                  $13.9
      Net Write-Off Rate              6.3%
      Net Interest Yield              9.4%

                                 Quarter Ended
                                 -------------
                                 September 30,
                                      1997
                                      ----
Owned and Managed Charge Card
  Receivables:
    Total Receivables                $22.5
    90 Days Past Due as a % of Total  3.2%
    Loss Reserves (millions)          $970
      % of Receivables                4.3%
      % of 90 Days Past Due           133%
    Net Loss Ratio                   0.52%



<PAGE>
Owned and Managed U.S. Cardmember
  Lending:
    Total Loans                      $13.5
    Past Due Loans as a % of Total:
      30-89 Days                      2.5%
      90+ Days                        1.1%
    Loss Reserves (millions):
      Beginning Balance               $534
        Provision                      220
        Net Charge-Offs/Other         (198)
                                      ----
      Ending Balance                  $556
                                      ====
      % of Loans                      4.1%
      % of Past Due                   115%
      Average Loans                  $13.4
      Net Write-Off Rate              6.5%
      Net Interest Yield              9.4%

                                 Quarter Ended
                                 -------------
                                    June 30,
                                      1997
                                      ----
Owned and Managed Charge Card
  Receivables:
    Total Receivables                $22.2
    90 Days Past Due as a % of Total  3.3%
    Loss Reserves (millions)          $976
      % of Receivables                4.4%
      % of 90 Days Past Due           134%
    Net Loss Ratio                   0.50%

Owned and Managed U.S. Cardmember
  Lending:
    Total Loans                      $13.2
    Past Due Loans as a % of Total:
      30-89 Days                      2.5%
      90+ Days                        1.1%
    Loss Reserves (millions):
      Beginning Balance               $533
        Provision                      198
        Net Charge-Offs/Other         (197)
                                      ----
      Ending Balance                  $534
                                      ====
      % of Loans                      4.1%
      % of Past Due                   113%
      Average Loans                  $13.2
      Net Write-Off Rate              6.0%
      Net Interest Yield              8.7%

                                 Quarter Ended
                                 -------------
                                   March 31,
                                      1997
                                      ----
Owned and Managed Charge Card
  Receivables:
    Total Receivables                $21.2<PAGE>
    90 Days Past Due as a % of Total  3.5%
    Loss Reserves (millions)          $921
      % of Receivables                4.3%
      % of 90 Days Past Due           124%
    Net Loss Ratio                   0.50%

Owned and Managed U.S. Cardmember
  Lending:
    Total Loans                      $12.9
    Past Due Loans as a % of Total:
      30-89 Days                      2.6%
      90+ Days                        1.0%
    Loss Reserves (millions):
      Beginning Balance               $488
        Provision                      201
        Net Charge-Offs/Other         (156)
                                      ----
      Ending Balance                  $533
                                      ====
      % of Loans                      4.1%
      % of Past Due                   115%
      Average Loans                  $12.8
      Net Write-Off Rate              5.1%
      Net Interest Yield              8.7%

                                 Quarter Ended
                                 -------------
                                  December 31,
                                      1996
                                      ----
Owned and Managed Charge Card
  Receivables:
    Total Receivables                $22.5
    90 Days Past Due as a % of Total  3.2%
    Loss Reserves (millions)          $923
      % of Receivables                4.1%
      % of 90 Days Past Due           128%
    Net Loss Ratio                   0.51%

Owned and Managed U.S. Cardmember
  Lending:
    Total Loans                      $12.7
    Past Due Loans as a % of Total:
      30-89 Days                      2.4%
      90+ Days                        0.9%
    Loss Reserves (millions):
      Beginning Balance               $427
        Provision                      220
        Net Charge-Offs/Other         (159)
                                      ----
      Ending Balance                  $488
                                      ====
      % of Loans                      3.8%
      % of Past Due                   117%
      Average Loans                  $12.1
      Net Write-Off Rate              5.2%
      Net Interest Yield              8.6%

</TABLE>
<PAGE>
<TABLE>
<CAPTION>
(Preliminary)            American Express Financial Advisors
                         -----------------------------------
                                Statement of Income
                                ------------------
                                    (Unaudited)
(Dollars in millions)

                                      Quarter Ended
                                       December 31,
                                     ----------------  Percentage
                                      1997      1996    Inc/(Dec)
                                     ------    ------  ----------
<S>                                 <C>        <C>     <C>
Revenues:
  Investment Income                    $595      $576      3.4 %
  Management and Distribution Fees      404       327     23.4
  Other Revenues                        203       166     22.6
                                      -----     -----
    Total Revenues                    1,202     1,069     12.5
                                      -----     -----
Expenses:
  Provision for Losses and Benefits:
    Annuities                           298       309     (3.8)
    Insurance                           121       108     12.7
    Investment Certificates              53        51      5.1
                                      -----     -----
      Total                             472       468      1.0
  Human Resources                       321       277     16.1
  Other Operating Expenses              150        96     54.8
                                      -----     -----
    Total Expenses                      943       841     12.2
                                      -----     -----
Pretax Income                           259       228     13.9
Income Tax Provision                     76        73      5.0
                                      -----     -----
Net Income                             $183      $155     18.1
                                      =====     =====

                                        Year Ended
                                       December 31,
                                     ----------------  Percentage
                                      1997      1996    Inc/(Dec)
                                     ------    ------  ----------
Revenues: 
  Investment Income                  $2,339    $2,267      3.2 %
  Management and Distribution Fees    1,486     1,205     23.3
  Other Revenues                        774       638     21.3
                                      -----     -----
    Total Revenues                    4,599     4,110     11.9
                                      -----     -----
Expenses:
  Provision for Losses and Benefits:
    Annuities                         1,214     1,208      0.5
    Insurance                           452       420      7.7
    Investment Certificates             200       197      1.5
                                      -----     -----
      Total                           1,866     1,825      2.3
<PAGE>
  Human Resources                     1,229     1,034     18.8
  Other Operating Expenses              482       366     31.5
                                      -----     -----
    Total Expenses                    3,577     3,225     10.9
                                      -----     -----
Pretax Income                         1,022       885     15.5
Income Tax Provision                    315       291      8.0
                                      -----     -----
Net Income                             $707      $594     19.1
                                      =====     =====
</TABLE>

<TABLE>
<CAPTION>
(Preliminary)            American Express Financial Advisors
                         -----------------------------------
                           Selected Statistical Information
                           --------------------------------
                                    (Unaudited)

(Dollars in millions, except where indicated)

                                      Quarter Ended
                                       December 31,
                                     ----------------  Percentage
                                      1997      1996    Inc/(Dec)
                                     ------    ------  ----------
<S>                                <C>       <C>       <C>
Revenues, Net of Provisions            $731      $601     21.5 %                                     
Investments (billions)                $30.7     $28.6      7.2
Client Contract Reserves (billions)   $30.2     $28.9      4.4
Shareholder's Equity (billions)        $3.7      $3.2     16.7
Return on Average Equity*            21.8 %    20.4 %       -

Life Insurance in Force (billions)    $74.5     $67.3     10.8
Assets Owned and/or Managed
  (billions):
  Assets managed for institutions     $40.8     $37.3      9.4
  Assets owned and managed for
    individuals:
    Owned Assets:
      Separate Account Assets          23.2      18.5     25.2
      Other Owned Assets               36.6      34.2      7.3
                                     ------    ------
        Total Owned Assets             59.8      52.7     13.6
    Managed Assets                     72.8      59.4     22.5
                                     ------    ------
      Total                          $173.4    $149.4     16.1
                                     ======    ======
Market Appreciation (Depreciation) 
  During the Period:
  Owned Assets:
    Separate Account Assets           $(389)     $735       -
    Other Owned Assets                  $46      $126    (63.5)
  Total Managed Assets                $(415)   $3,264       -

Sales of Selected Products:
  Mutual Funds                       $4,563    $3,686     23.8
<PAGE>
  Annuities                            $795    $1,085    (26.7)
  Investment Certificates              $423      $233     81.7
  Life and Other Insurance Products    $115      $131    (12.4)

Number of Financial Advisors          8,776     8,340      5.2
Fees From Financial Plans
  (thousands)                       $16,708   $13,205     26.5
Product Sales Generated from
  Financial Plans as a Percentage 
  of Total Sales                     65.3 %    64.9 %       -


                                        Year Ended
                                       December 31,
                                     ----------------  Percentage
                                      1997      1996    Inc/(Dec)
                                     ------    ------  ----------
Revenues, Net of Provisions          $2,732    $2,285     19.6 %
Investments (billions)                $30.7     $28.6      7.2
Client Contract Reserves (billions)   $30.2     $28.9      4.4
Shareholder's Equity (billions)        $3.7      $3.2     16.7
Return on Average Equity*            21.8 %    20.4 %       -

Life Insurance in Force (billions)    $74.5     $67.3     10.8
Assets Owned and/or Managed
  (billions):
  Assets managed for institutions     $40.8     $37.3      9.4
  Assets owned and managed for
    individuals:
    Owned Assets:
      Separate Account Assets          23.2      18.5     25.2
      Other Owned Assets               36.6      34.2      7.3
                                     ------    ------
        Total Owned Assets             59.8      52.7     13.6
    Managed Assets                     72.8      59.4     22.5
                                     ------    ------
      Total                          $173.4    $149.4     16.1
                                     ======    ======
Market Appreciation (Depreciation)
  During the Period:
  Owned Assets:
    Separate Account Assets          $3,170    $1,937     63.7
    Other Owned Assets                 $262     $(232)      -
  Total Managed Assets              $11,735    $9,063     29.5

Sales of Selected Products:
  Mutual Funds                      $17,179   $14,331     19.9
  Annuities                          $3,473    $4,311    (19.4)
  Investment Certificates            $1,194      $736     62.2
  Life and Other Insurance Products    $421      $449     (6.2)

Number of Financial Advisors          8,776     8,340      5.2
Fees From Financial Plans 
  (thousands)                       $60,809   $48,072     26.5
Product Sales Generated from 
  Financial Plans as a Percentage
  of Total Sales                      65.7%     64.0%       -
</TABLE>
* Excluding the effect of SFAS #115.
<PAGE>
<TABLE>
<CAPTION>
(Preliminary)           American Express Financial Advisors
                        -----------------------------------
                               Statement of Income
                               ------------------
                                   (Unaudited)
(Dollars in millions)

                                  Quarter Ended
                                  -------------
                                   December 31,
                                       1997 
                                       ----
<S>                                <C>
Revenues:
  Investment Income                    $595       
  Management and Distribution Fees      404       
  Other Revenues                        203       
                                      -----     
    Total Revenues                    1,202     
                                      -----     
Expenses:
  Provision for Losses and Benefits:
    Annuities                           298           
    Insurance                           121           
    Investment Certificates              53            
                                      -----           
      Total                             472           
  Human Resources                       321           
  Other Operating Expenses              150           
                                      -----           
    Total Expenses                      943           
                                      -----           
Pretax Income                           259           
Income Tax Provision                     76            
                                      -----           
Net Income                             $183          
                                      =====          

                                  Quarter Ended
                                  -------------
                                  September 30,
                                       1997
                                       ----
Revenues:
  Investment Income                    $587
  Management and Distribution Fees      391
  Other Revenues                        191
                                      -----
    Total Revenues                    1,169
                                      -----
Expenses:
  Provision for Losses and Benefits:
    Annuities                           307
    Insurance                           114
    Investment Certificates              48
                                      -----
      Total                             469
<PAGE>
  Human Resources                       313
  Other Operating Expenses              126
                                      -----
    Total Expenses                      908
                                      -----
Pretax Income                           261
Income Tax Provision                     77
                                      -----
Net Income                             $184
                                      =====

                                  Quarter Ended
                                  -------------
                                     June 30,
                                       1997
                                       ----
Revenues:
  Investment Income                    $586          
  Management and Distribution Fees      360           
  Other Revenues                        197           
                                      -----        
    Total Revenues                    1,143     
                                      -----                                                                             
Expenses:
  Provision for Losses and Benefits:
    Annuities                           304           
    Insurance                           113           
    Investment Certificates              58            
                                      -----           
      Total                             475           
  Human Resources                       294           
  Other Operating Expenses              109            
                                      -----           
    Total Expenses                      878           
                                      -----           
Pretax Income                           265           
Income Tax Provision                     82            
                                      -----           
Net Income                             $183          
                                      =====

                                  Quarter Ended
                                  -------------
                                    March 31,
                                       1997
                                       ----
Revenues:
  Investment Income                    $570
  Management and Distribution Fees      331
  Other Revenues                        183
                                      -----
    Total Revenues                    1,084
                                      -----
Expenses:
  Provision for Losses and Benefits:
    Annuities                           305
    Insurance                           104


<PAGE>
    Investment Certificates              42
                                      -----
      Total                             451
  Human Resources                       300
  Other Operating Expenses               97
                                      -----
    Total Expenses                      848
                                      -----
Pretax Income                           236
Income Tax Provision                     79
                                      -----
Net Income                             $157
                                      =====



                                  Quarter Ended
                                  -------------
                                   December 31,
                                       1996
                                       ----
Revenues:
  Investment Income                    $576
  Management and Distribution Fees      327
  Other Revenues                        166
                                      -----
    Total Revenues                    1,069
                                      -----
Expenses:
  Provision for Losses and Benefits:
    Annuities                           309
    Insurance                           108
    Investment Certificates              51
                                      -----
      Total                             468
  Human Resources                       277
  Other Operating Expenses               96
                                      -----
    Total Expenses                      841
                                      -----
Pretax Income                           228
Income Tax Provision                     73
                                      -----
Net Income                             $155
                                      =====
</TABLE>













<PAGE>
<TABLE>
<CAPTION>
(Preliminary)              American Express Financial Advisors
                           -----------------------------------
                            Selected Statistical Information
                            -------------------------------
                                     (Unaudited)

(Dollars in millions, except where indicated)

                                  Quarter Ended
                                  -------------
                                   December 31,
                                       1997 
                                       ----
<S>                                 <C>
Revenues, Net of Provisions            $731         
Investments (billions)                $30.7        
Client Contract Reserves (billions)   $30.2         
Shareholder's Equity (billions)        $3.7         
Return on Average Equity*             21.8%        

Life Insurance in Force (billions)    $74.5        
Assets Owned and/or Managed
  (billions):
  Assets managed for institutions     $40.8        
  Assets owned and managed for 
    individuals:
    Owned Assets:
      Separate Account Assets          23.2          
      Other Owned Assets               36.6          
                                     ------          
        Total Owned Assets             59.8          
    Managed Assets                     72.8         
                                     ------         
      Total                          $173.4       
                                     ======        
Market Appreciation (Depreciation) 
  During the Period:
  Owned Assets:
    Separate Account Assets           $(389)      
    Other Owned Assets                  $46          
  Total Managed Assets                ($415)      

Sales of Selected Products:
  Mutual Funds                       $4,563       
  Annuities                            $795          
  Investment Certificates              $423          
  Life and Other Insurance Products    $115          

Number of Financial Advisors          8,776         
Fees From Financial Plans 
  (thousands)                       $16,708       
Product Sales Generated from 
  Financial Plans as a Percentage 
  of Total Sales                      65.3%        



<PAGE>
                                  Quarter Ended
                                  -------------
                                  September 30,
                                       1997
                                       ----
Revenues, Net of Provisions            $701
Investments (billions)                $29.9
Client Contract Reserves (billions)   $29.8
Shareholder's Equity (billions)        $3.6
Return on Average Equity*             21.6%

Life Insurance in Force (billions)    $72.8
Assets Owned and/or Managed
  (billions):
  Assets managed for institutions     $41.0
  Assets owned and managed for 
    individuals:
    Owned Assets:
      Separate Account Assets          23.2
      Other Owned Assets               36.0
                                     ------          
        Total Owned Assets             59.2
    Managed Assets                     71.5
                                     ------      
      Total                          $171.7
                                     ======      
Market Appreciation (Depreciation)
  During the Period:
  Owned Assets:
    Separate Account Assets          $1,843
    Other Owned Assets                 $195
  Total Managed Assets               $5,368

Sales of Selected Products:
  Mutual Funds                       $4,496
  Annuities                            $861
  Investment Certificates              $295
  Life and Other Insurance Products    $103

Number of Financial Advisors          8,592
Fees From Financial Plans
  (thousands)                       $15,538
Product Sales Generated from
  Financial Plans as a Percentage 
  of Total Sales                      66.5%

                                  Quarter Ended
                                  -------------
                                     June 30,
                                       1997
                                       ----
Revenues, Net of Provisions            $668         
Investments (billions)                $29.3         
Client Contract Reserves (billions)   $29.4        
Shareholder's Equity (billions)        $3.4         
Return on Average Equity*             21.2%       

Life Insurance in Force (billions)    $71.0        

<PAGE>
Assets Owned and/or Managed 
  (billions):
  Assets managed for institutions     $39.3        
  Assets owned and managed for
  individuals:
    Owned Assets:
      Separate Account Assets          21.1         
      Other Owned Assets               35.2         
                                     ------         
        Total Owned Assets             56.3          
    Managed Assets                     66.7         
                                     ------        
      Total                          $162.3        
                                     ======      
Market Appreciation (Depreciation)
  During the Period:
  Owned Assets:
    Separate Account Assets          $2,260        
    Other Owned Assets                 $265        
  Total Managed Assets               $8,406      

Sales of Selected Products:
  Mutual Funds                       $4,091        
  Annuities                            $947         
  Investment Certificates              $285         
  Life and Other Insurance Products    $100         

Number of Financial Advisors          8,476        
Fees From Financial Plans 
  (thousands)                       $15,227       
Product Sales Generated from 
  Financial Plans as a Percentage 
  of Total Sales                      66.3%        

                                  Quarter Ended
                                  -------------
                                    March 31,
                                       1997
                                       ----
Revenues, Net of Provisions            $633
Investments (billions)                $28.9
Client Contract Reserves (billions)   $29.1
Shareholder's Equity (billions)        $3.1
Return on Average Equity*             20.8%

Life Insurance in Force (billions)    $69.2
Assets Owned and/or Managed 
  (billions):
  Assets managed for institutions     $36.4
  Assets owned and managed for 
  individuals:
    Owned Assets:
      Separate Account Assets          18.4
      Other Owned Assets               34.9
                                     ------         
        Total Owned Assets             53.3



<PAGE>
    Managed Assets                     60.0
                                     ------        
      Total                          $149.7
                                     ======      
Market Appreciation (Depreciation)
  During the Period:
  Owned Assets:
    Separate Account Assets           $(544)
    Other Owned Assets                $(244)
  Total Managed Assets              $(1,624)

Sales of Selected Products:
  Mutual Funds                       $4,029 
  Annuities                            $870
  Investment Certificates              $190
  Life and Other Insurance Products    $103

Number of Financial Advisors          8,426
Fees From Financial Plans 
  (thousands)                       $13,336
Product Sales Generated from 
Financial Plans as a Percentage 
  of Total Sales                      64.6%

                                  Quarter Ended
                                  -------------
                                   December 31,
                                       1996
                                       ----
Revenues, Net of Provisions            $601
Investments (billions)                $28.6
Client Contract Reserves (billions)   $28.9
Shareholder's Equity (billions)        $3.2
Return on Average Equity*             20.4%

Life Insurance in Force (billions)    $67.3
Assets Owned and/or Managed 
  (billions):
  Assets managed for institutions     $37.3
  Assets owned and managed for 
  individuals:
    Owned Assets:
      Separate Account Assets          18.5
      Other Owned Assets               34.2
                                     ------
        Total Owned Assets             52.7
    Managed Assets                     59.4
                                     ------
      Total                          $149.4
                                     ======
Market Appreciation (Depreciation)
  During the Period:
  Owned Assets:
    Separate Account Assets            $735
    Other Owned Assets                 $126
  Total Managed Assets               $3,264



<PAGE>
Sales of Selected Products:
  Mutual Funds                       $3,686
  Annuities                          $1,085
  Investment Certificates              $233
  Life and Other Insurance Products    $131

Number of Financial Advisors          8,340
Fees From Financial Plans 
  (thousands)                       $13,205
Product Sales Generated from 
  Financial Plans as a Percentage 
  of Total Sales                      64.9%
</TABLE>
* Excluding the effect of SFAS #115.



<TABLE>
<CAPTION>
(Preliminary)                 American Express Bank
                              ---------------------
                               Statement of Income
                               -------------------
                                   (Unaudited)
(Dollars in millions)

                                      Quarter Ended
                                       December 31,
                                     ----------------  Percentage
                                      1997      1996    Inc/(Dec)
                                     ------    ------  ----------
<S>                                 <C>        <C>      <C>
Net Revenues:
  Interest Income                      $223      $223       -
  Interest Expense                      148       140      5.8%
                                       ----      ----
    Net Interest Income                  75        83     (9.7)
  Commissions, Fees and Other Revenues   54        57     (4.7)
  Foreign Exchange Income                38        16       #  
                                       ----      ----            
    Total Net Revenues                  167       156      7.1 
                                       ----      ----            
Provision for Credit Losses              10        10     (2.0)
                                       ----      ----            
Expenses:
  Human Resources                        64        56     14.7 
  Other Operating Expenses               63        64     (1.7)
                                       ----      ----
    Total Expenses                      127       120      6.0 
                                       ----      ----
Pretax Income                            30        26     15.6 
Income Tax Provision                     11         9     19.4 
                                       ----      ----
Net Income                              $19       $17     13.5 
                                       ====      ====




<PAGE>
                                        Year Ended
                                       December 31,
                                     ----------------  Percentage
                                      1997      1996    Inc/(Dec)
                                     ------    ------  ----------
Net Revenues:
  Interest Income                      $897      $842      6.6%
  Interest Expense                      579       536      8.2
                                       ----      ----
    Net Interest Income                 318       306      3.8
  Commissions, Fees and Other Revenues  218       213      2.4
  Foreign Exchange Income               101        72     39.8
                                       ----      ----
    Total Net Revenues                  637       591      7.7
                                       ----      ----
Provision for Credit Losses              20        23    (12.1)
                                       ----      ----
Expenses:
  Human Resources                       242       224      7.8
  Other Operating Expenses              245       239      2.8
                                       ----      ----
    Total Expenses                      487       463      5.2
                                       ----      ----
Pretax Income                           130       105     23.0
Income Tax Provision                     48        37     28.1
                                       ----      ----
Net Income                              $82       $68     20.2
                                       ====      ====

# Denotes variance of more than 100%



(Preliminary)                American Express Bank
                             ---------------------
                        Selected Statistical Information
                        --------------------------------
                                   (Unaudited)

(Dollars in millions, except where indicated)

                                      Quarter Ended
                                       December 31,
                                     ----------------  Percentage
                                      1997      1996    Inc/(Dec)
                                     ------    ------  ----------
Investments (billions)                 $2.3      $2.8    (20.1)%
Total Loans (billions)                 $6.2      $5.9      5.4 
Reserve for Credit Losses              $131      $117     12.0
Total Nonperforming Loans               $47       $35     33.8
Other Real Estate Owned                  $4       $36    (88.5)
Deposits (billions)                    $8.5      $8.7     (1.2)
Shareholder's Equity                   $830      $799      3.9
Return on Average Assets*             0.58%     0.55%       -
Return on Average Common Equity*      9.98%     8.89%       -
Risk-Based Capital Ratios:                                  -
  Tier 1                               8.8%      8.8%       -
  Total                               12.3%     12.5%       -
Leverage Ratio                         5.3%      5.6%       -
<PAGE>

                                        Year Ended
                                       December 31,
                                     ----------------  Percentage
                                      1997      1996    Inc/(Dec)
                                     ------    ------  ----------
Investments (billions)                 $2.3      $2.8    (20.1)%
Total Loans (billions)                 $6.2      $5.9      5.4
Reserve for Credit Losses              $131      $117     12.0
Total Nonperforming Loans               $47       $35     33.8
Other Real Estate Owned                  $4       $36    (88.5)
Deposits (billions)                    $8.5      $8.7     (1.2)
Shareholder's Equity                   $830      $799      3.9
Return on Average Assets*             0.64%     0.57%       -
Return on Average Common Equity*     10.83%     9.22%       -
Risk-Based Capital Ratios:                                  -
  Tier 1                               8.8%      8.8%       -
  Total                               12.3%     12.5%       -
Leverage Ratio                         5.3%      5.6%       -
</TABLE>
* Excluding the effect of SFAS #115.

<TABLE>
<CAPTION>
(Preliminary)                 American Express Bank
                              ---------------------
                               Statement of Income
                               -------------------
                                   (Unaudited)
(Dollars in millions)

                                  Quarter Ended
                                  -------------
                                   December 31,
                                       1997
                                       ----
<S>                                  <C>
Net Revenues:
  Interest Income                      $223
  Interest Expense                      148
                                       ----
    Net Interest Income                  75
  Commissions, Fees and Other Revenues   54
  Foreign Exchange Income                38
                                       ----
    Total Net Revenues                  167
                                       ----
Provision for Credit Losses              10
                                       ----
Expenses:
  Human Resources                        64
  Other Operating Expenses               63
                                       ----
    Total Expenses                      127
                                       ----
Pretax Income                            30
Income Tax Provision                     11
                                       ----
<PAGE>
Net Income                              $19
                                       ====

                                  Quarter Ended
                                  -------------
                                  September 30,
                                       1997
                                       ----
Net Revenues:
  Interest Income                      $230
  Interest Expense                      148
                                       ----
    Net Interest Income                  82
  Commissions, Fees and Other Revenues   57
  Foreign Exchange Income                23
                                       ----
    Total Net Revenues                  162
                                       ----
Provision for Credit Losses               7
                                       ----
Expenses:
  Human Resources                        60
  Other Operating Expenses               61
                                       ----
    Total Expenses                      121
                                       ----
Pretax Income                            34
Income Tax Provision                     13
                                       ----
Net Income                              $21
                                       ====

                                  Quarter Ended
                                  -------------
                                     June 30,
                                       1997
                                       ----
Net Revenues:
  Interest Income                      $226
  Interest Expense                      148
                                       ----
    Net Interest Income                  78
  Commissions, Fees and Other Revenues   54
  Foreign Exchange Income                21
                                       ----
    Total Net Revenues                  153
                                       ----
Provision for Credit Losses               1
                                       ----
Expenses:
  Human Resources                        58
  Other Operating Expenses               61
                                       ----
    Total Expenses                      119
                                       ----
Pretax Income                            33


<PAGE>
Income Tax Provision                     12
                                       ----
Net Income                              $21
                                       ====

                                  Quarter Ended
                                  -------------
                                    March 31,
                                       1997
                                       ----
Net Revenues:
  Interest Income                      $218
  Interest Expense                      136
                                       ----
    Net Interest Income                  82
  Commissions, Fees and Other Revenues   52
  Foreign Exchange Income                19
                                       ----
    Total Net Revenues                  153
                                       ----
Provision for Credit Losses               2
                                       ----
Expenses:
  Human Resources                        58
  Other Operating Expenses               61
                                       ----
    Total Expenses                      119
                                       ----
Pretax Income                            32
Income Tax Provision                     12
                                       ----
Net Income                              $20
                                       ====

                                  Quarter Ended
                                  -------------
                                   December 31,
                                       1996
                                       ----
Net Revenues:
  Interest Income                      $223
  Interest Expense                      140
                                       ----
    Net Interest Income                  83
  Commissions, Fees and Other Revenues   57
  Foreign Exchange Income                16
                                       ----
    Total Net Revenues                  156
                                       ----
Provision for Credit Losses              10
                                       ----
Expenses:
  Human Resources                        56
  Other Operating Expenses               64
                                       ----
    Total Expenses                      120
                                       ----


<PAGE>
Pretax Income                            26
Income Tax Provision                      9
                                       ----
Net Income                              $17
                                       ====
</TABLE>
<TABLE>
<CAPTION>
(Preliminary)                American Express Bank
                             ---------------------
                        Selected Statistical Information
                        --------------------------------
                                   (Unaudited)

(Dollars in millions, except where indicated)

                                  Quarter Ended
                                  -------------
                                   December 31,
                                       1997
                                       ----
<S>                                  <C>
Investments (billions)                 $2.3    
Total Loans (billions)                 $6.2    
Reserve for Credit Losses              $131    
Total Nonperforming Loans               $47    
Other Real Estate Owned                  $4    
Deposits (billions)                    $8.5    
Shareholder's Equity                   $830    
Return on Average Assets*             0.58%    
Return on Average Common Equity*      9.98%    
Risk-Based Capital Ratios:
  Tier 1                               8.8%    
  Total                               12.3%    
Leverage Ratio                         5.3%    

                                  Quarter Ended
                                  -------------
                                  September 30,
                                       1997
                                       ----
Investments (billions)                 $2.6
Total Loans (billions)                 $6.5
Reserve for Credit Losses              $127
Total Nonperforming Loans               $60
Other Real Estate Owned                  $5
Deposits (billions)                    $9.0
Shareholder's Equity                   $819
Return on Average Assets*             0.65%
Return on Average Common Equity*     11.16%
Risk-Based Capital Ratios:
  Tier 1                               8.6%
  Total                               11.6%
Leverage Ratio                         5.4%





<PAGE>
                                  Quarter Ended
                                  -------------
                                     June 30,
                                       1997
                                       ----
Investments (billions)                 $2.9
Total Loans (billions)                 $6.4
Reserve for Credit Losses              $130
Total Nonperforming Loans               $80
Other Real Estate Owned                  $4
Deposits (billions)                    $9.0
Shareholder's Equity                   $814
Return on Average Assets*             0.65%
Return on Average Common Equity*     11.05%
Risk-Based Capital Ratios:
  Tier 1                               8.4%
  Total                               11.3%
Leverage Ratio                         5.5%

                                  Quarter Ended
                                  -------------
                                    March 31,
                                       1997
                                       ----
Investments (billions)                 $2.8
Total Loans (billions)                 $6.1
Reserve for Credit Losses              $131
Total Nonperforming Loans               $46
Other Real Estate Owned                 $35
Deposits (billions)                    $9.1
Shareholder's Equity                   $787
Return on Average Assets*             0.69%
Return on Average Common Equity*     11.14%
Risk-Based Capital Ratios:
  Tier 1                               8.7%
  Total                               11.8%
Leverage Ratio                         5.6%

                                  Quarter Ended
                                  -------------
                                   December 31,
                                       1996
                                       ----
Investments (billions)                 $2.8
Total Loans (billions)                 $5.9
Reserve for Credit Losses              $117
Total Nonperforming Loans               $35
Other Real Estate Owned                 $36
Deposits (billions)                    $8.7
Shareholder's Equity                   $799
Return on Average Assets*             0.55%
Return on Average Common Equity*      8.89%
Risk-Based Capital Ratios:
  Tier 1                               8.8%
  Total                               12.5%
Leverage Ratio                         5.6%
</TABLE>

* Excluding the effect of SFAS #115.
<PAGE>


<PAGE>
                                                         Exhibit 99.2


                            AMERICAN EXPRESS COMPANY
                          Fourth Quarter/Full Year 1997
                            Earnings Conference Call
                                     Summary


                         [Logo of American Express Company]





The enclosed summary should be read in conjunction with the text and
statistical tables included in American Express Company's (the "Company" or
"AXP") Fourth Quarter 1997 Earnings Release.


This summary includes certain forward-looking statements, each indicated by an
asterisk, which are subject to risks and uncertainties and speak only as of the
date on which they are made. Important factors that could cause actual results
to differ materially from these forward-looking statements, as well as affect
the Company's ability to achieve its financial and other goals, are set forth
on pages 29 and 30 of the Company's 1996 10-K Annual Report filed with the
Securities and Exchange Commission.
































<PAGE>
                            AMERICAN EXPRESS COMPANY
                               FOURTH QUARTER 1997
                                   HIGHLIGHTS

 .   With Primary EPS growth of 15.6% and ROE of 24%, 4Q `97 was the twentieth
    consecutive quarter AXP met, or exceeded, its financial targets. Revenue
    increased in the quarter by 8.7%, in line with our target of at least 8%.

 .   Strong performance was recorded in a number of key areas. Compared with the
    fourth quarter of 1996:

    -   Total cards in force increased 3% and basic cards by 4%;

    -   Worldwide billed business rose 11% (14% for the full year);

    -   Worldwide lending balances of $15.8B were up 15%, and net interest
        yields on the portfolio increased; and

    -   AEFA assets owned and managed of $173.4B were 16% higher.

 .   A number of new products and services were offered:

    -   The Global Network Services Group continued to build momentum through
        new card launches from previously announced network partners:

        -- Banco Comercial Portuguese introduced Personal and Gold American
           Express Small Business Corporate Cards;

        -- The Saison American Express Charge Card was launched in Japan;

        -- The NatWest American Express Credit Card was introduced in the U.K.;
           and

        -- The Bital-American Express Corporate Card was launched in Mexico.

    -   The Platinum Card was introduced in Australia.

    -   We announced a joint venture, American Express Incentive Solutions LLC,
        with Maritz Performance Improvement Company, dedicated to developing
        and marketing reward access products (stored value cards and
        certificates) and services to businesses in the U.S. and abroad.

    -   In conjunction with Continental Airlines and Hilton Hotels, another
        pilot program was started using Smart Corporate Cards for faster
        airport and hotel check-in/check-out.

    -   Marketing partnerships with 59 of the largest shopping malls across the
        U.S. were formed to offer cardmembers special amenities and services.

    -   We agreed to join JCB, MasterCard and Visa to facilitate the adoption
        of the Secure Electronic Transaction (SET) 1.0 protocol over the
        internet.

    -   Tax and Business Services acquired Walpert, Smullain and Blumenthal,
        one of Baltimore's largest local CPA firms.

    -   AXP Canada began test marketing Amex FundSource, a new direct mutual
        fund program, to cardmembers in Ontario.

    -   AEFD announced an alliance with Microsoft in which InvestDirect, our
        online brokerage service, is now available through Microsoft Investor.

    -   AEB's Personal Financial Services Group in France launched "Reponse
        Expresse Placement", a new mutual fund service for its clients.
 
                                      1
<PAGE>
<TABLE>
<CAPTION>
                            AMERICAN EXPRESS COMPANY
                          FOURTH QUARTER 1997 OVERVIEW
                                  CONSOLIDATED

(millions, except per share amounts)    Quarter Ended        Percentage
                                         December 31,         Inc/(Dec)
                                       ---------------     ---------------
                                         1997    1996
                                         ----     ----
<S>                                 <C>       <C>           <C>
Consolidated revenues                  $4,674   $4,301          8.7%
- ---------------------                  ======   ======
Net income:
- ----------
    From operations                      $493     $433         13.9%
    Gain on DECS                           --      300           --
    Restructuring charge                   --     (138)          --
                                       ------   ------     
    Consolidated                         $493     $595        (17.1)%
                                       ======   ======
EPS:
- ---
    Primary- From Operations            $1.04    $0.90         15.6%
                                       ======   ======
           - Consolidated               $1.04    $1.23        (15.4)%
                                       ======   ======

    Basic  - From Operations            $1.07    $0.92         16.3%
                                       ======   ======
           - Consolidated               $1.07    $1.27        (15.7)%
                                       ======   ======

    Diluted- From Operations            $1.04    $0.89         16.9%
                                       ======   ======
           - Consolidated               $1.04    $1.23        (15.4)%
                                       ======   ======
</TABLE>
 .   CONSOLIDATED REVENUES: Revenues grew 8.7% as the benefits of strong card
    spending, greater loan balances and higher managed assets more than offset
    declines in card fees and lower interest and dividend revenues.

 .   CONSOLIDATED EXPENSES:  Increased 7.1% due to higher operating, human
    resource, and marketing and promotion expenses, as well as greater
    provisions for losses and benefits.

 .   NET INCOME: Net operating income rose 14% compared with 4Q `96. Including
    the 4Q `96 $300MM net gain on the exchange of DECS and $138MM net
    restructuring charge, consolidated net income was down 17% versus last year.

<TABLE>
<CAPTION>
 .   Average shares:                           Millions of Shares
                                          -------------------------
<S>                                     <C>      <C>      <C>
                                          4Q `97   3Q `97   4Q `96
                                          ------   ------   ------
    Primary                                475.0    477.2    482.1
                                           =====    =====    =====
    Basic                                  460.7    463.0    469.2
                                           =====    =====    =====
    Diluted                                475.1    477.9    483.5
                                           =====    =====    =====

    -   ACTUAL SHARE ACTIVITY:

        Shares outstanding - beginning of
        period                             465.8    468.9    473.5
        Repurchase of common shares         (4.2)    (3.8)    (2.8)
        Lehman preferred stock exchange      4.4       --       --
        Employee benefit plans,
          compensation and other             0.4      0.7      2.2
                                           -----    -----    -----
        Shares outstanding - end of period 466.4    465.8    472.9
                                           =====    =====    =====
</TABLE>
    -   77.6MM shares have been acquired under authorizations totaling 100MM
        shares since the inception of repurchase programs in September, 1994.

    -   On 12/16/97 Nippon Life exercised its right to exchange the 70% of
        Lehman Brothers Cumulative Voting Preferred Stock Series B that it held
        in return for AXP common shares. AXP granted Nippon Life the right to
        exchange the Lehman Preferred stock into AXP shares at $81.46 per share
        in 1990 when AXP repurchased the outstanding common shares of Shearson
        Lehman. The shares issued by AXP are being offset by the Company's
        ongoing share repurchase program. This exchange did not result in any
        gain or loss.

                                      2
<PAGE>
<TABLE>
<CAPTION>
                            AMERICAN EXPRESS COMPANY
                          FOURTH QUARTER 1997 OVERVIEW
                             TRAVEL RELATED SERVICES

(preliminary)                  Statement of Income
                        (unaudited, managed asset basis)

                                        Quarter Ended       Percentage
(millions)                              December 31,         Inc/(Dec)
                                       ---------------    ---------------
                                         1997     1996
                                         ----     ----
<S>                                  <C>      <C>            <C>
Net revenues:
  Discount revenue                     $1,530   $1,380           11%
  Net card fees                           398      415           (4)
  Travel commissions and fees             402      380            6
  Interest and dividends                  132      156          (15)
  Other revenues                          499      450           11
  Lending:
     Finance charge revenue               574      463           24
     Interest expense                     186      150           24
                                        -----    -----
       Net finance charge revenue         388      313           24
                                        -----    -----
     Total net revenues                 3,349    3,094            8
                                        -----    -----
Expenses:
   Marketing and promotion                315      268           17
   Provision for losses and claims:
      Charge card                         255      199           28
      Lending                             269      235           15
      Other                                22       22           (1)
                                        -----    -----
        Total                             546      456           20
                                        -----    -----
   Interest expense:
      Charge card                         266      234           14
      Other                                41       65          (38)
                                        -----    -----
        Total                             307      299            3
                                        -----    -----
   Human resources                        826      794            4
   Other operating expenses               887      874            2
                                        -----    -----
      Total expenses                    2,881    2,691            7
                                        -----    -----
Pretax income                             468      403           16
Income tax provision                      140      104           34
                                        -----    -----
Operating income                         $328     $299           10
                                        =====    =====
</TABLE>
 .  Revenues benefited from higher worldwide billed business, growth in
   cardmember loans outstanding and wider interest margins. Also included is a
   benefit from increased recognition of recoveries on abandoned property
   related to the Travelers Cheque business, which was largely offset by
   higher investment spending on business building initiatives.

 .  The tax rate of 30% in 4Q `97 compared with 28% in 3Q `97 and 26% in 4Q
   `96.

 .  1996 results reflect a $44MM restatement of "Travel Commissions and Fees"
   revenue and "Other Operating Expenses". AXP's practice was to report cost
   reimbursements related to travel management fee-based contracts as a credit
   in "Other Operating Expenses" instead of as travel revenue. Beginning 1Q
   `97, these reimbursements have been reported as revenue in "Travel
   Commissions and Fees" for better consistency with our reporting for travel
   management commission-based contracts where all the client and supplier
   payments that offset the cost of providing travel services are included.
   This change did not affect income.

 .  Effective 1Q `97 the average discount rate, spending per basic card in
   force and card fee data included in the following discussion and the
   earnings release statistical attachments are calculated excluding the
   distorting effects of non-proprietary, or "network", activities. Reported
   cards in force and billed business continue to include alliance related
   cards and volumes. The discount rate, spending per card and card fee
   statistics are computed using proprietary business data only to present
   more clearly the results of our owned card operations. All 1996
   calculations have been restated to reflect this change.

                                       3
<PAGE>
                            AMERICAN EXPRESS COMPANY
                          FOURTH QUARTER 1997 OVERVIEW
                        TRAVEL RELATED SERVICES (Cont'd)

 .   DISCOUNT REVENUE:  Higher billed business and a slightly higher discount
    rate resulted in a 11% increase in discount revenue.
     -  The AVERAGE DISCOUNT rate of 2.73% in 4Q `97 was up 1BP versus 2.72% in
        4Q `96 and in 3Q `97.
        --Merchant pressure on discount rates is always present, but we believe
          the AXP value proposition is compelling. However, changes in the mix
          of business, e.g., growing acceptance at supermarkets, discounters
          and gas stations, the continued shift to electronic data capture,
          volume related pricing discounts, and selective repricing initiatives
          will probably result in some rate erosion over time.*

<TABLE>
<CAPTION>
                                         Quarter Ended      Percentage
                                         December 31,        Inc/(Dec)
                                        --------------    --------------
                                         1997     1996
                                         ----     ----
<S>                                   <C>      <C>            <C>
Card billed business (billions):
   United States                        $40.7    $36.2           13%
   Outside the United States             16.0     14.9            7
                                        -----    -----
   Total                                $56.7    $51.1           11
                                        =====    =====

Cards in force (millions):
   United States                         29.6     29.2            1%
   Outside the United States             13.1     12.3            6
                                        -----    -----
   Total                                 42.7     41.5            3
                                        =====    =====
Basic cards in force (millions):
   United States                         23.3     22.5            3%
   Outside the United States             10.0      9.6            5
                                        -----    -----
     Total                               33.3     32.1            4
                                        =====    =====

Spending per basic card
    in force (dollars) (a):
   United States                       $1,753   $1,633            7%
   Outside the United States           $1,675   $1,631            3
   Total                               $1,731   $1,633            6
</TABLE>
          (a) Proprietary card activity only.

     -  BILLED BUSINESS: Higher spending per basic cardmember worldwide (due in
        part to expanded merchant coverage and the benefits of rewards
        programs) and greater cards in force resulted in a 11% increase in
        billed business.

        --Spending per basic card in force grew 6% despite the suppressing
          effect of two items:

          -   First, we have added a substantial number of new, credit
              card-related, basic relationships which have not reached the
              spending levels of our more mature products,
          -   Second, we now have customers with multiple basic card
              relationships, e.g., Green Card, plus Optima, Corporate, Delta,
              Hilton, Sheraton or Golf Card. This broadening is consistent with
              AXP's strategy of capturing a larger portion of household
              spending but dilutes the average spending per basic card.

        --Excluding foreign exchange translation, billed business outside the
          U.S. grew 16% versus the reported 7%, reflecting strong double digit
          growth in Europe, Latin America and Canada, and high single digit
          growth in the Asia/Pacific region. Network partnership volumes also
          maintained their particularly strong growth trend.

        --The retail and airline categories continued to be strong components
          of worldwide business, despite relatively slower retail related
          growth in 4Q `97 versus full year 1997.

     -  Success in building new card relationships through our expanded product
        portfolio was evident in the increase of 3% in cards in force and 4% in
        basic cards in force. The slower U.S. growth rates versus recent
        quarters reflects:

        --The 3Q `97 decision by AXP and Salomon Smith Barney (SSB) to cease
          providing AXP cards as part of SSB's FMA account relationships,
        --The cancellation by AXP during 1997 of certain poorly performing
          credit card accounts in conjunction with the institution of an
          ongoing, focused account profitability review program, and
        --Reduced U.S. consumer card acquisition activities reflecting our
          relative shift in strategy toward further penetrating existing
          relationships.

                                       4
<PAGE>
                            AMERICAN EXPRESS COMPANY
                          FOURTH QUARTER 1997 OVERVIEW
                        TRAVEL RELATED SERVICES (Cont'd)

 .   NET CARD FEES: Lower card fees resulted from a continuing decline in
    consumer charge cards and the effect of AXP's strategy of building its
    lending portfolio through the issuance of low- and no-fee credit cards.

    - The average fee per card in force was $38 in 4Q `97 versus $41 in 4Q `96.

 .   TRAVEL COMMISSIONS AND FEES: Travel revenues were up 6% on 12% growth in
    sales. The declining revenue earned per dollar of sales (8.4% in 4Q `97
    versus 8.8% in 4Q `96) reflects continued efforts by airlines to reduce
    distribution costs and by large corporate clients to contain travel and
    entertainment expenses.


 .   INTEREST AND DIVIDENDS: The 15% decrease reflects a reduced investment pool
    at American Express Credit Corporation and a lower yield on a reduced
    Travelers Cheque investment portfolio.


 .   OTHER REVENUES: The 11% growth reflects higher fees, e.g., late and
    overlimit fees, on lending card products and the increased recognition of
    recoveries on abandoned property related to the Travelers Cheque business.


 .   NET FINANCE CHARGE REVENUE: The 15% growth in worldwide lending balances to
    $15.8B, coupled with higher net interest yields on the U.S. portfolio (9.4%
    in 4Q `97 versus 8.6% in 4Q `96), led to a 24% increase.

     -  The higher yield compared with 4Q `96 was due to changes in the product
        mix and a lower proportion of the portfolio on introductory-rates.

     -  During 1Q `97, management responsibility for approximately $300MM of
        consumer loans sold through AEFA was transferred back to that
        subsidiary; therefore, the balances are no longer reported within TRS.
        Excluding these loans from the 12/31/96 balance, U.S. cardmember loan
        growth was 17% versus the reported 14%.

 .   MARKETING AND PROMOTION EXPENSES: The 17% increase reflects stepped up
    media advertising and promotional activities, higher merchant-related
    cooperative advertising costs, and greater Small Business Services card and
    balance acquisition efforts. These increases were partially offset by less
    aggressive consumer card and balance acquisition activities and lower costs
    for new product launches.

 .   CHARGE CARD INTEREST EXPENSE: Higher billed business volumes versus last
    year were partially offset by a lower worldwide cost of funds (down 8BP).


 .   OTHER INTEREST EXPENSE: This decline mirrors the decrease in "Interest
    Revenue" relating to the lower investment pool at American Express Credit
    Corporation.

 .   HUMAN RESOURCE EXPENSES: The increase versus last year includes the effect
    of higher average employee levels, 2Q `97 merit increases and greater
    contract programmer costs for technology related projects such as
    interactive services and customized cardmember rewards.

     -  The employee count at 12/31/97 of approximately 60,200 was up 60 versus
        last year due to business growth and global technology initiatives,
        which were offset by the November sale of Epsilon (approximately 800
        employees) and staff reductions from the implementation of 4Q `96
        restructuring charge activities.

 .   OTHER OPERATING EXPENSES: Higher costs for loyalty programs and cardmember
    service related volume were mitigated by the benefits of ongoing cost
    containment efforts.
                                       5
<PAGE>
                            AMERICAN EXPRESS COMPANY
                          FOURTH QUARTER 1997 OVERVIEW
                        TRAVEL RELATED SERVICES (Cont'd)

 .   CREDIT QUALITY:

     -  Management remains focused on credit quality. In light of the ongoing
        difficult industry-wide environment, we continue to manage our
        exposures cautiously and conservatively.

     -  The provision for losses on charge card products increased 28% versus
        last year reflecting volume growth and a relatively low provision rate
        in 4Q `96.

     -  The lending provision for losses increased 15% due to growth in
        outstanding loans and higher loss rates.

     -  Reserve coverage ratios at more than 100% of past due balances remain
        strong both absolutely and compared with key industry competitors.

     -  WORLDWIDE CHARGE CARD:

        --Past due rates were flat versus 4Q `96 and 3Q `97, and the write-off
          rate was slightly lower compared with both periods.

<TABLE>
<CAPTION>
<S>                                           <C>          <C>        <C>
                                                 12/97         9/97     12/96
                                                ------       ------     -----
            Write-offs, net of recoveries         0.49%        0.52%     0.51%
            Past due as a % of receivables         3.1%         3.2%      3.2%

        --Reserves remained strong.

                                                 12/97         9/97      12/96
                                                ------       ------      -----
            Reserves (MM)                         $951         $970      $923
            % of receivables                       4.0%         4.3%      4.1%
            % of past due accounts                 132%         133%      128%
</TABLE>
     -  U.S. LENDING:

        --The write-off rate increased from the 4Q `96 level as bankruptcies
          rose and loans from more recent product offerings aged; however, it
          declined slightly from 3Q `97. The past due rate was up from 4Q `96
          but even with 3Q `97.

<TABLE>
<CAPTION>
<S>                                          <C>          <C>         <C>
                                                 12/97         9/97      12/96
                                                ------       ------      -----
            Write-offs, net of recoveries          6.3%         6.5%      5.2%
            Past due as a % of loans               3.5%         3.6%      3.3%
</TABLE>

        --Cardmember lending reserves increased as provisions more than covered
          charge-offs during the quarter.

<TABLE>
<CAPTION>
<S>                                          <C>           <C>        <C>
                                                 12/97         9/97      12/96
                                                ------       ------      -----
           Reserves (MM)                          $589         $556      $488
           % of total loans                        4.0%         4.1%      3.8%
           % of past due accounts                  116%         115%      117%
</TABLE>
          - AXP coverage ratios continue to compare favorably with key industry
            competitors.

                                       6
<PAGE>
<TABLE>
<CAPTION>
                            AMERICAN EXPRESS COMPANY
                          FOURTH QUARTER 1997 OVERVIEW
                       AMERICAN EXPRESS FINANCIAL ADVISORS

(preliminary)                  Statement of Income
                                   (unaudited)

(millions)                               Quarter Ended        Percentage
                                         December 31,          Inc/(Dec)
                                        --------------      ---------------
                                         1997     1996
                                         ----     ----
<S>                                   <C>      <C>             <C>
Revenues:
   Investment income                     $595     $576            3%
   Management and distribution fees       404      327           23
   Other revenues                         203      166           23
                                        -----    -----
      Total revenues                    1,202    1,069           13
                                        -----    -----
Expenses:
   Provision for losses and benefits:
        Annuities                         298      309           (4)
        Insurance                         121      108           13
        Investment certificates            53       51            5
                                        -----    -----
             Total                        472      468            1
   Human resources                        321      277           16
   Other operating expenses               150       96           55
                                        -----    -----
        Total expenses                    943      841           12
                                        -----    -----
Pretax income                             259      228           14
Income tax provision                       76       73            5
                                        -----    -----
Net income                               $183     $155           18
                                        =====    =====
</TABLE>
 .   Revenue and earnings growth reflect increased management fees from higher
    managed asset levels (including separate account assets) and greater
    distribution fees driven by mutual fund and variable annuity asset and
    sales levels.

    -   The total revenue increase of 13% was suppressed by continued low
        investment income growth due to moderately higher investment yields on
        a slowly expanding owned investment asset pool.

        -- These results are consistent with the multi-year shift in the mix of
           sales from fixed to variable return products.

        -- Revenue growth, net of provisions, was very strong at 22% over last
           year.

    -   ASSETS OWNED AND/OR MANAGED:
<TABLE>
<CAPTION>
                                                             Percentage
         (billions)                      December 31,         Inc/(Dec)
                                       ---------------      -------------
                                         1997     1996 
                                         ----     ----
<S>                                   <C>      <C>             <C>
         Assets owned (excluding
          separate accounts)            $36.6    $34.2            7%
         Separate account assets         23.2     18.5           25
         Assets managed                 113.6     96.7           17
                                       ------   ------
                   Total               $173.4   $149.4           16
                                       ======   ======
</TABLE>
 .   These revenue improvements were partially offset by higher
    compensation-related and other operating expenses.

 .   The effective tax rate was 30% compared with 32% in 4Q `96 and 30% in 3Q
    `97. The decrease versus 4Q `96 reflects, in part, the realization during
    1997 of tax credits from low income housing investments which should
    continue to provide benefits in future quarters.*

 .   INVESTMENT INCOME:

    -  The average yield was 7.8% versus 7.6% in 4Q `96.
    -  Average invested assets of $30.3B were up 6% versus $28.7B in 4Q `96.
    -  Spreads on annuities were up from last year, but those for insurance
       were flat and certificates were down. Compared with 3Q `97, spreads on
       insurance and annuities were higher; those for certificates fell.

                                       7
<PAGE>
                            AMERICAN EXPRESS COMPANY
                          FOURTH QUARTER 1997 OVERVIEW
                  AMERICAN EXPRESS FINANCIAL ADVISORS (Cont'd)

    -  ASSET QUALITY remains strong.
        -- The level of non-performing assets remained low at only 0.2% of
           invested assets, flat with last year. Reserve coverage was 109%.
        -- The SFAS 115 related mark-to-market adjustment on the portfolio
           (reported in assets pre-tax) was a positive $492MM at 12/97,
           reflecting appreciation during 4Q `97 of $46MM. As of 12/96, the
           mark-to-market adjustment for appreciation was $230MM.
        -- Unrealized appreciation on investments held to maturity was $652MM
           compared with $427MM at 12/96 and $547MM at 9/97.

 .   MANAGEMENT AND DISTRIBUTION FEES: The increase of 23% was due to higher
    average assets under management (including separate account assets) and
    distribution fees from greater mutual fund asset and sales levels.

<TABLE>
<CAPTION>
    - ASSETS MANAGED:
                                                            Percentage
        (billions)                       December 31,        Inc/(Dec)
                                       ---------------    --------------
                                         1997     1996
                                       ------   ------
<S>                                   <C>       <C>           <C>
      Assets managed for individuals    $72.8    $59.4           23%
      Assets managed for institutions    40.8     37.3            9
      Separate account assets            23.2     18.5           25
                                       ------   ------
               Total                   $136.8   $115.2           19
                                       ======   ======
</TABLE>
       --The growth in managed assets since 4Q `96 resulted from $14.9B of
         market appreciation and $6.7B of net new money.
         - During 4Q `97, $1.9B of net new managed assets were added, but
           market depreciation was $0.8B.

    -  PRODUCT SALES:
      --Mutual fund sales continue at record levels, increasing 24%, as equity
        and money market funds recorded strong double-digit growth versus
        comparably slower growth in bond funds. Within the three pricing
        categories, no- and front-load funds posted strong increases, while
        rear-loads had high single-digit growth.
        - At approximately 50% of the industry average, redemption rates
          continued to compare favorably with the competition.
      --Overall, annuity sales were down by 27%, and insurance product sales
        decreased 12%.
      --Certificate sales were up 82% primarily due to a product
        promotion which ended in late November. --Product sales generated
        through plans were 65% of total sales in 4Q `97 and 4Q `96, compared
        with 67% in 3Q `97.

 .  OTHER REVENUES: Growth of 23% resulted from higher life and personal
    property/casualty insurance premiums and financial planning and tax
    preparation fees.
    -  Life insurance and personal property/casualty insurance
       premiums each rose 14% versus 4Q '96.
    -  Financial Planning fees of $16.7MM were up 27% versus 4Q `96.
    -  Tax preparation fees more than tripled reflecting acquisitions and
       business growth.

 .   PROVISIONS FOR LOSSES AND BENEFITS: Annuity provisions were down as greater
    inforce levels were more than offset by lower accrual rates. Certificate
    provisions were up from higher inforce levels and accrual rates. Insurance
    provisions increased from unfavorable claims experience in the life
    insurance business lines, as well as a larger inforce level.

 .   HUMAN RESOURCES: Greater field force compensation-related expenses from
    growth in sales and asset levels and higher average full-time equivalent
    employees (+16%), primarily within the technology and client services
    organizations and from recent tax/accounting firm acquisitions, caused
    costs to rise.

    - ADVISOR FORCE:  8,776 at 12/97; +436 advisors, or 5%, versus 12/96; +184
      advisors versus 9/97.
      -- Reflecting the consistently large number of advisors in the pipeline,
         the advisor count increased during 4Q `97 despite the departure of
         approximately 100 advisors in the Detroit region during the quarter.
      -- The veteran advisor retention rates remain at record levels.
      -- Advisor productivity continued strong for the quarter; the number of
         clients and accounts per client were up 7% and 5%, respectively,
         versus 4Q `96.

 .   OTHER OPERATING EXPENSES: The 55% increase reflects higher costs related to
    the outsourcing of data processing support services, increased usage of
    contract programmers for technology-oriented initiatives, expanded
    advertising activities and higher occupancy and equipment costs, partially
    from acquisitions.

                                       8
<PAGE>
<TABLE>
<CAPTION>
                            AMERICAN EXPRESS COMPANY
                          FOURTH QUARTER 1997 OVERVIEW
                              AMERICAN EXPRESS BANK

(preliminary)                  Statement of Income
                                   (unaudited)

(millions)                                Quarter Ended      Percentage
                                          December 31,        Inc/(Dec)
                                         -------------      -------------
                                         1997     1996
                                         ----     ----
<S>                                    <C>     <C>            <C>
Net revenues:
   Interest income                       $223     $223           --
   Interest expense                       148      140            6%
                                         ----     ----
      Net interest income                  75       83          (10)
   Commissions, fees and
      other revenues                       54       57           (5)
   Foreign exchange income                 38       16          135
                                         ----     ----
      Total net revenues                  167      156            7
                                         ----     ----

Provision for credit losses                10       10           (2)
                                         ----     ----
Expenses:
   Human resources                         64       56           15
   Other operating expenses                63       64           (2)
                                         ----     ----
      Total expenses                      127      120            6
                                         ----     ----
Pretax income                              30       26           16
Income tax provision                       11        9           19
                                         ----     ----
Net income                                $19      $17           14
                                         ====     ====
</TABLE>
 .   The 7% revenue improvement included very strong foreign exchange income,
    which was partially offset by lower net interest income reflecting reduced
    investment levels and higher funding costs.

 .   Operating expenses increased on greater systems technology spending and
    higher management incentive compensation.

 .   The tax rate of 37% was up from 36% in 4Q `96.

 .   Total assets were $12.9B at 12/97 compared with $12.3B at 12/96. Loans
    increased 5% to $6.2B, while investments of $2.3B declined 20% versus 4Q
    `96.

    - Non-performing loans of $47MM rose from 4Q `96 but decreased $13MM from
      3Q `97. The reserve for credit losses was up versus last year and 3Q `97,
      and covered non-performing loans by 2.8 times.

    - Other real estate owned of $4MM was down from last year and flat with 3Q
      `97.

    - 8.8% Tier 1 and 12.3% total capital ratios were maintained in the "well
      capitalized" range.

                          FOURTH QUARTER 1997 OVERVIEW
                               CORPORATE AND OTHER

 .   The net operating expense of $37MM was consistent with $38MM in 4Q `96 and
    recent quarterly levels.

    - Pretax revenues of $70MM and $56MM were recorded in 4Q `97 and 4Q `96,
      respectively, from the earnings payouts related to the sale of Shearson
      to Travelers. These were fully offset by costs associated with AXP
      initiatives such as global systems development, Financial Direct and
      interactive customer services in both periods.

 .   The 4Q `96 operating expense excludes the $300MM net gain from the DECS
    settlement and a $13MM net charge, primarily for the early retirement of
    high coupon debt. Including these non-operating items, Corporate and Other
    had 4Q `96 net income of $249MM versus the net operating expense of $38MM.

                                       9
<PAGE>
<TABLE>
<CAPTION>
                            FULL YEAR 1997 OVERVIEW
                                  CONSOLIDATED

(millions, except per share amounts)
                                     Year Ended           Percentage
                                     December 31,          Inc/(Dec)
                                --------------------    ---------------
                                   1997        1996
                                   ----        ----
<S>                           <C>          <C>            <C>
Consolidated revenues           $17,760      $16,380          8.4%
- ---------------------           =======      =======

Net income:
     From operations             $1,991       $1,739         14.5%
     Gain on DECs                    --          300            --
     Restructuring charge            --         (138)           --
                                -------      -------
     Consolidated                $1,991       $1,901           4.7
                                =======      =======

EPS:
- ----
     Primary- From Operations     $4.16        $3.57         16.5%
                                =======      =======
            - Consolidated        $4.16        $3.90          6.7%
                                =======      =======

     Basic  - From Operations     $4.29        $3.67         16.9%
                                =======      =======
            - Consolidated        $4.29        $4.02          6.7%
                                =======      =======

     Diluted- From Operations     $4.15        $3.56         16.6%
                                =======      =======
            - Consolidated        $4.15        $3.89          6.7%
                                =======      =======
</TABLE>
 .   CONSOLIDATED REVENUES:

     -  Revenues grew 8.4% reflecting the benefits of strong card spending,
        greater loan balances and higher managed assets.

     -  The elimination of asset gross-ups at Centurion Bank negatively
        impacted year over year interest and dividend revenue comparisons by
        $82MM. Excluding this and the effect of securitizing a portion of the
        cardmember receivable and lending portfolios, revenue increased 9%.

 .   CONSOLIDATED  EXPENSES:  Increased 7.4% due to higher provisions for credit
    losses, and marketing and promotion, human resource and operating expenses.

 .   NET INCOME: Net operating income rose 14.5% compared with 1996. Including
    the 4Q `96 $300MM net gain on the exchange of DECS and $138MM net
    restructuring charge, consolidated net income was up 4.7% versus last year.

 .   AVERAGE SHARES:
<TABLE>
<CAPTION>
                                      Millions of
                                        Shares
                              -------------------------
<S>                                  <C>           <C>
                                         1997         1996
                                         ----         ----
    Primary                             478.5        485.6
                                        =====        =====
    Basic                               464.2        472.2
                                        =====        =====
    Diluted                             479.2        488.3
                                        =====        =====

   -  Actual share activity:

      Shares outstanding-
         beginning of period            472.9        483.1
      Repurchase of common shares       (17.0)       (22.2)
      Lehman preferred stock exchange     4.4           --
      Employee benefit plans, 
         compensation and other           6.1         12.0
                                        -----        -----
      Shares outstanding-
         end of period                  466.4        472.9
                                        =====        =====
</TABLE>
                                       10
<PAGE>
<TABLE>
<CAPTION>
                            AMERICAN EXPRESS COMPANY
                             FULL YEAR 1997 OVERVIEW
                             TRAVEL RELATED SERVICES

(preliminary)                  Statement of Income
                        (unaudited, managed asset basis)

                                                Year Ended        Percentage
(millions)                                      December 31,       Inc/(Dec)
                                              ---------------   ---------------
                                               1997      1996
                                               ----      ----
<S>                                        <C>       <C>           <C>
Net revenues:
     Discount revenue                        $5,666    $5,024         13%
     Net card fees                            1,609     1,664         (3)
     Travel commissions and fees              1,489     1,422          5
     Interest and dividends                     552       724        (24)
     Other revenues                           1,903     1,714         11
     Lending:
          Finance charge revenue              2,105     1,691         24
          Interest expense                      694       548         26
                                            -------   -------
               Net finance charge revenue     1,411     1,143         24
                                            -------   -------
          Total net revenues                 12,630    11,691          8
                                            -------   -------
Expenses:
     Marketing and promotion                  1,025       998          3
     Provision for losses and claims:
          Charge card                         1,105       989         12
          Lending                               937       678         38
          Other                                  88       101        (12)
                                            -------   -------
               Total                          2,130     1,768         21
                                            -------   -------
     Interest expense:
          Charge card                           973       871         12
          Other                                 177       347        (49)
                                            -------   -------
               Total                          1,150     1,218         (6)
                                            -------   -------
     Human resources                          3,154     2,984          6
     Other operating expenses                 3,266     3,004          9
                                            -------   -------
          Total expenses                     10,725     9,972          8
                                            -------   -------
Pretax income                                 1,905     1,719         11
Income tax provision                            551       489         13
                                            -------   -------
Operating income                             $1,354    $1,230         10
                                            =======   =======
</TABLE>
 .   Revenues benefited from higher worldwide billed business, growth in
    cardmember loans outstanding and wider interest margins. Also included is a
    benefit from increased recognition of recoveries on abandoned property
    related to the Travelers Cheque business, which was largely offset by
    higher investment spending on business building initiatives.

 .   Excluding the effect of the asset gross-ups at Centurion Bank, revenues
    rose 9%.

 .   Under Statement of Financial Accounting Standards No. 125 (SFAS 125), which
    prescribes the accounting for securitized loans and receivables, TRS
    recognized a pre-tax gain of $37MM ($24MM after-tax) in 3Q `97 related to
    securitization of U.S. lending receivables. This gain was invested in
    additional Marketing and Promotion expenses and therefore had no material
    impact on net income. For purposes of the above "managed asset basis"
    Statement of Income, which presents TRS' results as if there had been no
    securitizations, such gain (reported as a reduction in the Lending 
    Provision for Losses on the GAAP Statement of Income) and corresponding
    $37MM increase in Marketing and Promotion expenses have been eliminated.

 .   The tax rate of 29% in 1997 was consistent with 28% in 1996.

 .   Operating income of $1,354MM in 1997 was 10% above 1996. Net income rose
    23% versus last year after including the 4Q `96 restructuring charge of
    $125MM after-tax.

 .   1996 results reflect a $143MM restatement of "Travel Commissions and Fees"
    revenue and "Other Operating Expenses". AXP's practice was to report cost
    reimbursements related to travel management fee-based contracts as a credit
    in "Other Operating Expenses" instead of as travel revenue. Beginning 1Q
    `97, these reimbursements have been reported as revenue in "Travel
    Commissions and Fees" for better consistency with our reporting for travel
    management commission-based contracts where all the client and supplier
    payments that offset the cost of providing travel services are included.
    This change did not affect income.

                                       11
<PAGE>
                            AMERICAN EXPRESS COMPANY
                             FULL YEAR 1997 OVERVIEW
                        TRAVEL RELATED SERVICES (Cont'd)

 .   DISCOUNT REVENUE:  Higher billed business resulted in a 13% increase in
    discount revenue, notwithstanding a slightly lower discount rate.
    - The average discount rate of 2.73% in 1997 was down 2BP from 2.75% in 
      1996.
<TABLE>
<CAPTION>
                                                     Year Ended     Percentage
                                                     December 31,    Inc/(Dec)
                                                 -----------------  -----------
                                                   1997       1996
                                                   ----       ----
<S>                                            <C>        <C>       <C>
Card billed business (billions):
  United States                                  $150.5     $131.0     15%
  Outside the United States                        58.7       53.3     10
                                                 ------     ------
  Total                                          $209.2     $184.3     14
                                                 ======     ======

Spending per basic card in force (dollars) (a):
  United States                                  $6,568     $6,149      7%
  Outside the United States                      $6,233     $5,893      6
  Total                                          $6,473     $6,074      7
</TABLE>

  (a) Proprietary card activity only.

- - Billed Business: Higher spending per basic cardmember worldwide (due in
  part to expanded merchant coverage and the benefits of rewards programs)
  and greater cards in force resulted in a 14% increase in billed
  business.

  --7% growth in spending per basic card in force was suppressed by two items:

       -   First, the addition of a substantial number of new, credit
           card-related, basic relationships which have not reached the
           spending levels of our more mature products,
       -   Second, we now have customers with multiple basic card
           relationships, e.g., Green Card, plus Optima, Corporate, Delta,
           Hilton, Sheraton or Golf Card. This broadening is consistent with
           AXP's strategy of capturing a larger portion of household spending
           but dilutes the average spending per basic card.

        --Excluding foreign exchange translation, billed business outside the
          U.S. grew 16% versus the reported 10%, reflecting strong double digit
          growth in Latin America, Europe, Canada and the Asia/Pacific region.

        --The retail and airline categories were strong contributors to
          worldwide business growth throughout the year.

 .    NET CARD FEES: Lower card fees resulted from a continuing decline in
     consumer charge cards and the effect of AXP's strategy of building its
     lending portfolio through the issuance of low- and no-fee credit cards.
     -The average fee per card in force was $39 in 1997 versus $42 in 1996.

 .    TRAVEL COMMISSIONS AND FEES: Travel revenues were up 5% on 10% growth in
     sales. The declining revenue earned per dollar of sales (8.6% in 1997
     versus 9.0% in 1996) reflects continued efforts by airlines to reduce
     distribution costs and by large corporate clients to contain travel and
     entertainment expenses.

 .    INTEREST AND DIVIDENDS: Approximately half of the 24% decline resulted
     from the elimination of asset gross-ups at Centurion Bank caused by the
     consolidation of assets from our Delaware Bank into our Utah Bank
     effective July 1996. The remaining decrease reflects a reduced investment
     pool at American Express Credit Corporation and a lower yield on a reduced
     Travelers Cheque investment portfolio. - The gross-up elimination had no
     effect on profit as "Other Interest Expense" declined by a like amount,
     but it suppressed the revenue comparison by $82MM in 1997.

 .    OTHER REVENUES: The 11% improvement reflects higher fees, e.g., late and
     overlimit fees, on lending card products and the increased recognition of
     recoveries on abandoned property related to the Travelers Cheque business.

 .    NET FINANCE CHARGE REVENUE: The 15% growth in worldwide lending balances
     coupled with higher net interest yields on the U.S. portfolio (9.1% in
     1997 versus 8.8% in 1996), led to a 24% increase.
     - The higher yield was due to changes in product mix and a lower
       proportion of the portfolio on introductory-rates in 1997.

                                       12
<PAGE>
                            AMERICAN EXPRESS COMPANY
                             FULL YEAR 1997 OVERVIEW
                        TRAVEL RELATED SERVICES (Cont'd)

 .    MARKETING AND PROMOTION EXPENSES: The 3% growth versus 1996 reflects
     higher media and merchant-related advertising costs, partially offset by
     less aggressive U.S. consumer card acquisition efforts and lower costs for
     new product launches.

 .    CHARGE CARD INTEREST EXPENSE: Higher billed business volumes versus last
     year were partially offset by a lower worldwide cost of funds (down 30BP).

 .    OTHER INTEREST EXPENSE: The decline mirrors the decrease in "Interest
     Revenue" relating to the elimination of the asset gross-up at Centurion
     Bank and a lower investment pool at American Express Credit Corp.

 .    HUMAN RESOURCE EXPENSES: The increase versus last year includes the effect
     of higher average employee levels, 2Q `97 merit increases and greater
     contract programmer costs for technology related projects such as
     interactive services and customized cardmember rewards.

 .    OTHER OPERATING EXPENSES: Higher costs for loyalty programs and cardmember
     service related volume were mitigated by the benefits of ongoing cost
     containment efforts.

 .    CREDIT QUALITY:

     -The provision for losses on charge card products increased 12% versus
      last year primarily reflecting volume growth.

     -Cardmember lending provisions increased 38% reflecting growth in
      outstanding loans and higher loss rates.

     -Reserve coverage ratios at more than 100% of past due balances remain
      strong both absolutely and compared with key industry competitors.

     -WORLDWIDE CHARGE CARD:

      --Net write-offs declined slightly and past due account levels were flat
        versus last year.
<TABLE>
<CAPTION>
<S>                                                   <C>          <C>
                                                          12/97       12/96
                                                        -------      ------
            Write-offs, net of recoveries                  0.50%       0.51%
            Past Due as a % of Receivables                  3.1%        3.2%

        --Reserves remained strong.

                                                          12/97       12/96
                                                        -------      ------
            Reserves (MM)                                  $951        $923
            % of Receivables                                4.0%        4.1%
            % of Past Due Accounts                          132%        128%

      --U.S. LENDING:
        --The net write-off rate for 1997 was up reflecting 
          a higher level of bankruptcies and the aging of 
          loans from more recent product offerings. Past due 
          account levels also rose somewhat.

                                                          12/97       12/96
                                                        -------      ------
            U.S. write-offs, net of recoveries              6.0%        5.2%
            Past Due as a % of Loans                        3.5%        3.3%

        --Cardmember lending reserves increased as provisions 
          more than covered charge-offs.
                                            
                                                          12/97       12/96
                                                        -------      ------
            Reserves (MM)                                  $589        $488
            % of Total Loans                                4.0%        3.8%
            % of Past Due Accounts                          116%        117%
</TABLE>
         - AXP coverage ratios continue to compare favorably with key industry
           competitors.

                                       13
<PAGE>
<TABLE>
<CAPTION>
                            AMERICAN EXPRESS COMPANY
                             FULL YEAR 1997 OVERVIEW
                       AMERICAN EXPRESS FINANCIAL ADVISORS

(preliminary)                    Statement of Income
                                   (unaudited)


(millions)                               Year Ended           Percentage
                                         December 31,         Inc/(Dec)
                                       ---------------     ----------------
                                         1997     1996
                                         ----     ----
<S>                                  <C>      <C>              <C>
Revenues:
  Investment income                    $2,339   $2,267            3%
  Management and distribution fees      1,486    1,205           23
  Other revenues                          774      638           21
                                       ------   ------
    Total revenues                      4,599    4,110           12
                                       ------   ------
Expenses:
  Provision for losses and benefits:
    Annuities                           1,214    1,208            1
    Insurance                             452      420            8
    Investment certificates               200      197            1
                                       ------   ------
       Total                            1,866    1,825            2
  Human resources                       1,229    1,034           19
  Other operating expenses                482      366           32
                                       ------   ------
    Total expenses                      3,577    3,225           11
                                       ------   ------
Pretax income                           1,022      885           15
Income tax provision                      315      291            8
                                       ------   ------
Net income                               $707     $594           19
                                       ======   ======
</TABLE>
 .   Revenue and earnings growth reflect increased management fees related to
    higher managed asset levels (including separate account assets) and greater
    distribution fees driven by mutual fund and variable annuity asset and
    sales levels.

    -The total revenue increase was somewhat suppressed by slower growth in
     investment income due to flat investment yields on a slowly expanding
     owned investment asset pool.

     -- Revenue growth, net of provisions, was strong at +20% versus last year.


 .   These revenue improvements were partially offset by higher operating and
    compensation-related expenses.


 .   The effective tax rate was 31% compared with 33% in 1996.


 .   INVESTMENT INCOME:

    -The average yield of 7.8% was flat with last year.

    -Average invested assets of $29.6B rose 4% versus $28.5B in 1996.

    -Overall, annuity and certificate spreads were up versus last year, but
     insurance spreads were down.

                                       14
<PAGE>
                            AMERICAN EXPRESS COMPANY
                             FULL YEAR 1997 OVERVIEW
                  AMERICAN EXPRESS FINANCIAL ADVISORS (Cont'd)

 .   MANAGEMENT AND DISTRIBUTION FEES: The increase of 23% was due to higher
    average assets under management (including separate account assets) and
    distribution fees from greater mutual fund and variable annuity asset and
    sales levels.

       - Product Sales:

      -- Mutual funds were up 20%, reflecting strong equity, money market and
         fixed income fund in-flows. Within the three fund load categories,
         front- and no-loads were much stronger than rear-loads.

      -- Sales of annuity and insurance products were down 19% and 6%,
         respectively.

      -- Certificate sales were up 62%.

      -- Product sales generated through plans was 66% of total sales vs.
         64% last year.

 .   OTHER REVENUES:  Growth of 21% resulted from higher life insurance premiums
    and financial planning and tax preparation fees.

    - Life insurance premiums rose 13% versus last year.
    - Financial Planning fees of $61MM were up 26% from 1996.
    - Tax preparation fees nearly tripled reflecting acquisitions and business
      growth.

 .   PROVISIONS FOR LOSSES AND BENEFITS: Annuity and certificate product
    provisions were flat with last year as higher inforce levels were offset by
    lower accrual rates. Insurance provisions increased from unfavorable claims
    experience in the life insurance business lines, as well as a larger in
    force level.

 .   HUMAN RESOURCES: Greater field force compensation-related expenses from
    growth in sales and asset levels, as well as higher average full-time
    equivalent employees (+18%) primarily within the technology and client
    services organizations and from recent tax/accounting firm acquisitions,
    caused costs to rise.

 .   OTHER OPERATING EXPENSES: The 32% increase reflects higher costs related to
    the outsourcing of data processing support services, increased usage of
    contract programmers for technology-oriented initiatives, expanded
    advertising activities and higher occupancy and equipment costs, partially
    from acquisitions.

    Also impacting the expense comparison is a loss from 1997 hedging
    activities designed to reduce the effect of stock market volatility on
    management fee revenues.

                                       15
<PAGE>
<TABLE>
<CAPTION>
                            AMERICAN EXPRESS COMPANY
                             FULL YEAR 1997 OVERVIEW
                              AMERICAN EXPRESS BANK

(preliminary)                  Statement of Income
                                   (unaudited)

(millions)                                 Year Ended         Percentage
                                           December 31,        Inc/(Dec)
                                         -------------       ------------
                                         1997     1996
                                         ----     ----
<S>                                   <C>       <C>           <C>
Net revenues:
  Interest income                        $897     $842            7%
  Interest expense                        579      536            8
                                         ----     ----
     Net interest income                  318      306            4
  Commissions, fees and
    other revenues                        218      213            2
  Foreign exchange income                 101       72           40
                                         ----     ----
    Total net revenues                    637      591            8
                                         ----     ----

Provision for credit losses                20       23          (12)
                                         ----     ----
Expenses:
  Human resources                         242      224            8
  Other operating expenses                245      239            3
                                         ----     ----
    Total expenses                        487      463            5
                                         ----     ----
Pretax income                             130      105           23
Income tax provision                       48       37           28
                                         ----     ----
Net income                                $82      $68           20
                                         ====     ====
</TABLE>
 .   The revenue improvement reflected strong foreign exchange results and
    higher net interest income on greater loans.

 .   In 1997, pretax margins improved as 8% growth in revenues exceeded 5%
    growth in expenses and provisions.

 .   The effective tax rate of 37% compared with 36% in 1996.


                             FULL YEAR 1997 OVERVIEW
                               CORPORATE AND OTHER


 . Net operating expenses of $152MM for the year were consistent with $153MM in
  1996.

    -  1997 includes a $70MM pretax benefit due to an earnings payout from
       Travelers (related to the Shearson sale) and a $7MM pretax benefit from
       an earnings payout by Lehman (related to AXP 1994 spin-off). Both were
       fully offset by costs associated with AXP business initiatives such as
       global systems development, Financial Direct and interactive customer
       services.

    -  1996 included a $102MM pretax benefit from revenue and earnings payouts
       by Travelers (related to Shearson sale) which was also fully offset by
       costs associated with AXP business initiatives. 1996 was the last year
       AXP was eligible to receive the revenue payout.
       
    -  The 1996 operating expense excludes the $300MM net gain from the DECS
       settlement and the $13MM net charge. Including these non-operating
       items, Corporate and Other had net income of $134MM in 1996.

                                       16
<PAGE>


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