<PAGE>
FORM 8-A
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12 (b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
AMERICAN EXPRESS CREDIT CORPORATION
(Exact name of registrant as specified in its charter)
DELAWARE 11-1988350
(State of incorporation or organization) (I.R.S. Employer Identification No.)
ONE CHRISTINA CENTER, WILMINGTON, DELAWARE 19801
(Address of principal executive offices) (Zip Code)
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (302) 594-3350
If this Form relates to the registration of a class of securities pursuant to
Section 12(b) of the Exchange Act and is effective upon filing pursuant to
General Instruction A(c), check the following box [ X ]
If this Form relates to the registration of a class of securities pursuant to
Section 12(g) of the Exchange Act and is to become effective pursuant to General
Instruction A(d), check the following box [ ]
Securities to be registered pursuant to Section 12(b) of the Act:
Title of each class Name of each exchange on which
to be so registered each class is to be registered
6 1/8% Senior Notes New York Stock Exchange
due November 15, 2001
Securities to be registered pursuant to Section 12(g) of the Act:
None
<PAGE>
Item 1. Description of Registrant's Securities to be Registered.
The material set forth in the section captioned "Description of the Debt
Securities" in the Registrant's Prospectus dated November 16, 1995 and filed
with the Securities and Exchange Commission on November 20, 1995 pursuant to
Rule 424(b) under the Securities Act and the material set forth in the section
captioned "Description of the Notes" in the Registrant's Prospectus Supplement
dated November 16, 1995 and filed with the Securities and Exchange Commission on
November 20, 1995 pursuant to Rule 424(b) under the Securities Act, are
incorporated herein by reference.
Item 2. Exhibits.
1. Certificate of Incorporation, as amended, incorporated herein by reference
to Exhibit 3(a) to the Registrant's Registration Statement on Form S-1
(Registration No. 2-43170), filed with the Securities and Exchange
Commission on February 25, 1972.
2. By-Laws, as amended and restated as of November 24, 1980, incorporated
herein by reference to Exhibit 3(b) to the Registrant's Annual Report on
Form 10-K (File No. 1-6908), for the year ended December 31, 1985.
3. Form of the Registrant's Note, incorporated herein by reference to Exhibit
4(t) to the Registrant's Registration Statement on Form S-3 (Registration
No. 33-16874), filed with the Securities and Exchange Commission on
September 2, 1987.
4. Debt Securities Indenture dated as of September 1, 1987, incorporated
herein by reference to Exhibit 4(s) to the Registrant's Registration
Statement on Form S-3 (Registration No. 33-16874), filed with the
Securities and Exchange Commission on September 2, 1987.
5. Form of Supplemental Indenture, incorporated herein by reference to Exhibit
4(cc) to the Registrant's Registration Statement on Form S-3 (Registration
No. 33-16874), filed with the Securities and Exchange Commission on
September 2, 1987.
Pursuant to the requirements of Section 12 of the Securities Exchange Act of
1934, the Registrant has duly caused this registration statement to be signed on
its behalf by the undersigned, thereto duly authorized, on this 6th day of
June, 2000.
American Express Credit Corporation
By: /s/ Stephen P. Norman
_____________________________
Name: Stephen P. Norman
Title: Secretary