M E M O R A N D U M - PDF

							MEMORANDUM

Subject:         ORGANIZATION ANNOUNCEMENT

Date:            October 5, 2009

To:              All American Express Employees

From:            Ken Chenault


I'm writing to tell you about some important organization changes we're making to
position the company for growth during a time of profound change in the payments
industry and to take advantage of new opportunities as the economy comes out of the
recession.

Over the last year, American Express employees have pulled together to meet
extraordinary challenges brought about by the deepest and longest downturn in decades. I
am truly grateful for your resilience through this period, and I am proud of your
performance. As I said most recently at our global town hall, while it's still too early to
say that all of our difficulties are behind us, we have seen encouraging signs of progress
over the last several months that give me greater confidence that the recession is
approaching an end.

Looking beyond the current environment, it's clear we have substantial opportunities for
growth. That said, there are several trends that require us to think differently about how
we organize our business going forward. First, I believe that, while the global economy
will recover, we can expect to see a "new normal" of slower billings growth as consumers
and businesses remain cautious about their spending. Second, new payments products
and platforms will evolve, requiring us to be innovative and forward thinking as we look
to maintain our industry leadership. And third, given the ongoing challenges presented by
a lower growth environment, a premium will be placed on those companies that are lean,
flexible and highly productive in delivering value to customers, business partners and
shareholders.

 In thinking about what lies ahead for American Express, it's become clear that we need
to change our organization structure to:
      •   Realize the full potential of our traditional card and network businesses,
      •   Provide exceptional customer service on a global basis that sets the standard for
          both effectiveness and efficiency,
      •   Leverage our existing assets and capabilities to generate new revenue streams,
          while at the same time, capitalizing on new opportunities for growth within
          emerging payments, and
      •   Ensure we have a cost structure that is right for a slower growth environment.


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In the context of discussions we have had about longer term plans for the organization, Al
Kelly made clear to me that he wanted the opportunity to run a company as a chief
executive. Given my own plans for the coming years, we both agreed that was not likely
to happen at American Express in the short term. In light of these conversations, Al
concluded it did not make sense for him to be part of the new organization structure, and
that it was an appropriate time to look at opportunities outside of American Express.
Accordingly, he has decided to leave the company in the early part of next year. While I
am very sorry to see him leave, I fully understand and support his decision.

Al has made enormous contributions to the success of American Express throughout his
22 years at the company. Under his stewardship, our consumer and small business card
franchise has become a competitive powerhouse. Over the years, he has led some of the
most important initiatives in the company, including launching a wide array of industry-
leading products and services that helped increase market share in a number of places
around the world, expanding the world's best and largest rewards program, establishing a
leadership position in serving small business owners and cementing our reputation for
world class customer service.

While his list of business accomplishments is impressive, Al's contributions to our
company extend far beyond them. He is a leader who, over the years, has earned the
respect and admiration of employees in every part of the organization. I believe you can
judge the quality of a leader by the followership he inspires. By that measure, Al has set a
very high standard to which we can all aspire.

Al has agreed to stay on until early next year to continue to lead our transition to a bank
holding company and to act as a consultant to me on a variety of business issues. Tom
Anderson, who is responsible for overseeing our banks, will continue to report to Al.

Al has been an exceptional colleague and friend for many years, and I will miss his day-
to-day counsel and insights. I will have much more to say about him and the lasting
impact he has had on our company closer to his official departure date, when we can
properly thank him for his contributions and wish him well in his future endeavors.

Overview of New Organization Structure
American Express possesses a unique collection of assets we can draw upon as we come
out of the recession. We have the right products for a new economy, a diverse set of
payments businesses, an enviable customer base, a powerful global brand and an
extraordinary team of employees dedicated to providing exceptional customer service.
Furthermore, we have a number of terrific opportunities for growth and a set of winning
strategies to help us capitalize on them. The new organization structure I am announcing
today will help us realize the full potential of these assets and ensure that American
Express continues to be a leader in global payments.

Effective immediately:




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   •   We are grouping our global consumer, small business and network businesses
       under the leadership of Vice Chairman Ed Gilligan;
   •   We are creating a new Global Services organization under Group President Steve
       Squeri to heighten our focus on customer service and to ensure all of our business
       operations are managed as effectively and efficiently as possible;
   •   We are establishing an Enterprise Growth organization that will leverage
       existing assets and capabilities to generate incremental fee revenue and drive our
       entry into new payment areas and related businesses. We are recruiting a senior
       level executive from outside American Express for this role, which will report to
       me; and
   •   With Ed taking on additional responsibilities, Anre Williams, president, Global
       Commercial Card, and Charles Petruccelli, president, Global Business Travel
       and Foreign Exchange, will report directly to me and will retain their current
       responsibilities.

Below are more details about these changes. In addition, the heads of the major business
units will be communicating more in-depth information about their new organization
structures over the coming days and weeks.

Growing Our Card and Network Businesses
Even in a slower growth environment, there are substantial opportunities for expanding
our consumer and small business card franchises globally, as the majority of the world's
payments remain on cash and check. American Express is exceedingly well positioned to
capture a fair share of the spending; no other company has as diverse a range of products
and services across the entire spectrum of the payments chain, as well as our strong
position serving the affluent market. The organization changes we are making will allow
us to focus all of our consumer and small business payment resources on realizing our
growth potential, both in the U.S. and internationally.

Ed Gilligan, vice chairman of American Express, will bring his 28 years of leadership
experience and knowledge of our company to bear on accelerating the growth of our card
issuing and network businesses globally.

Throughout his career at American Express, Ed has consistently delivered outstanding
results, no matter how great the challenges. He has built an industry-leading business to
business franchise with expanded scale and capabilities in commercial payments; a
rapidly growing network card business; a powerful global network that provides
enhanced value and services to merchants; and a new, more profitable model in Business
Travel. Ed also has extensive leadership experience in consumer payments, having
previously led our international payments businesses for several years. Most important,
Ed is an exceptional leader, whose strong focus on customers and employees has played a
central role in the success of all the businesses he has led through the years.

Reporting to Ed are:



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   •   Jud Linville, president and CEO, U.S. Consumer Services. The United States is
       our largest market, and it continues to present significant opportunities for
       growth. Jud will continue to have responsibility for U.S. Consumer Card, as well
       as Membership Rewards, Credit Administration, Cardmember Services, the U.S.
       Consumer Travel Network, Global Prepaid and American Express Interactive
       (AXPi). Jud will work with Steve Squeri and Jim Bush over the next few weeks to
       decide on the best way to deploy the digital marketing and digital servicing
       activities within AXPi, which currently reports to Jim.
   •   Susan Sobbott, president, OPEN. Susan will continue to be responsible for
       serving U.S. small businesses, one of the hallmarks of American Express.
   •   Doug Buckminster, president, International Consumer and Small Business
       Services. In addition to retaining his responsibilities for growing our international
       charge and lending businesses, Doug will also lead the development of a
       comprehensive strategy for growing our consumer payment franchise outside the
       United States. In this capacity, he will work with Ed and Peter Godfrey to
       determine the optimum combination of proprietary and bank partner issuing
       arrangements in each of our international proprietary markets.
   •   Bill Glenn, president, Global Merchant Services. Bill and his team will continue
       to focus on the critically important job of expanding the American Express
       network, providing unsurpassed value to our merchant partners around the world.
       In addition, this group will continue to provide information insights and
       marketing programs to our merchant partners to help them grow their businesses.
   •   Peter Godfrey, president, Global Network Services. Peter will continue to be
       responsible for our network partner business, which has been one of the fastest
       growing businesses in the company for the last several years.
   •   Ash Gupta will continue as our chief risk officer, leading the group that focuses
       on ensuring we have the proper policies, processes and practices in place to
       manage the market, operational and financial risks associated with our businesses.
       In addition to these business-specific responsibilities, Ash will continue to
       oversee our Enterprise Risk activities and will report to me in this capacity. He
       will also remain a primary liaison with the Audit and Risk Management
       Committee of our Board of Directors.
   •   Jim Higgins will continue in his role as senior vice president, Business
       Transformation.

Creating the Global Services Group
American Express has a long and proud tradition of providing excellent customer service.
In an environment where consumers, businesses and merchant partners are expecting
more value out of their relationships with card and network providers, we must ensure
that our servicing capabilities remain second to none. At the same time, we must find
ways to be more effective and efficient across all of our business processes, not only to
streamline our cost structure and improve our margins, but also to integrate our skills and
expertise in support of the entire organization. For these reasons, we are creating a new
Global Services organization, under the leadership of Steve Squeri, who is being


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promoted to group president. This new organization will unite our U.S. and International
customer service organizations, as well as bring together key processing and operational
support areas from across the company. These include Technologies, as well as key
processing functions in Finance, Human Resources and Information Management.

Steve is a terrific choice to lead the development of our new companywide, Global
Services function. He is an outstanding leader with deep experience running critical areas
of the business, and he has a strong track record of bringing innovative, enterprise wide
thinking to everything he does. As chief information officer (CIO) and head of
Technologies for the past four years, Steve has significantly strengthened the company's
position as an industry leader in the strategic use of technology, building a high quality
technology infrastructure while reducing costs and improving productivity. Prior to
becoming CIO, Steve served in senior leadership roles in a number of our businesses,
including Travelers Cheque, Merchant Services and Global Commercial Card.

The new Global Services organization will be responsible for powering the day-to-day
servicing of our internal and external customers. The group will be primarily accountable
for upholding our legacy of service excellence and, in doing so, will act as powerful
advocates for our customers. To help them achieve this goal, we will continue to make
significant investments in this area.

Delivering unsurpassed customer service requires very close coordination between our
frontline customer care professionals and those in the businesses who develop and market
our products and services. I've often said that customer service is everyone's job. Going
forward, we will establish shared goals and accountabilities between the Global Services
group and the businesses to ensure integration among all elements of the customer value
proposition, from product design, to loyalty programs, to service delivery.

With the Technologies organization as a major component of Global Services, Steve will
retain the role of CIO and head of that organization. He also will continue to lead
Corporate Development as a separate entity.

In addition to his current direct reports, the following leaders will now report directly to
Steve:
   •   Jim Bush is named executive vice president, Global Customer Services. In
       addition to continuing to lead the Service Delivery Network, Jim will take on
       responsibility for Customer Services International, led by Ramon Martin, who
       remains in his role reporting to Jim. Our customer service units have done
       extraordinary work over a number of years to ensure outstanding, seamless
       service to our customers, while at the same time improving operating margins. I
       am confident that this progress will continue under Jim's leadership of a single,
       integrated customer service organization. In addition, as I mentioned earlier, Jim
       will work with Steve and Jud to determine how best to deploy the marketing and
       servicing activities within AXPi.
   •   Priyan Fernando is named executive vice president, Global Business Services.
       This new group will bring together key business operations functions -- including


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       elements of financial processing and reporting, real estate services, procurement
       and human resources processing, as well as integrating quality assurance within
       all of our operations -- to create a shared services organization that will provide
       support to all of our businesses across the enterprise. In doing so, we expect to
       improve our business processes and increase overall effectiveness, while reducing
       overall costs as we achieve economies of scale. Steve and Priyan will work with
       Dan Henry and Kevin Cox and their respective organizations over the next few
       weeks to identify the specific units that will be part of Global Business Services.
   •   A senior vice president of Information Management Services will be named
       within the next couple of months to develop a global information management
       infrastructure based on an enterprise wide data warehouse. This companywide
       resource will house the information capabilities and tools that will help our
       businesses deliver highly effective marketing campaigns, launch new value added
       products and services and more fully leverage our closed loop network. Over the
       next several weeks, Steve will work with Ash Gupta, Bill Glenn and Doug
       Buckminster to determine which information management groups within their
       organizations will become part of the new enterprise wide group.

Given the number of changes involved in creating the new Global Services organization,
Steve will be making additional organization announcements over the coming days and
weeks.

Growing Corporate Services Globally
Like consumers, we expect that mid-size companies and large corporations will remain
cautious about their spending as we come out of this recession. Serving this segment of
the market is less about the cards we issue or the trips we book, and more about the
consulting services and support we provide our clients. Expense management, while
always important, is increasingly becoming a strategic imperative for companies of all
sizes, and our Commercial Card and Business Travel businesses are uniquely positioned
to offer industry leading solutions in this arena. The growth potential here is quite
substantial, especially in markets outside the United States. Therefore, we will retain a
strong, separate focus on the commercial services sector to help drive our continued
growth in this critical area. Reporting directly to me are:
   •   Anre Williams, president, Global Commercial Card. Anre retains responsibility
       for growing our commercial card franchise around the world, with a specific
       emphasis on expense management and consulting services.
   •   Charles Petruccelli, president, Global Business Travel and Foreign Exchange.
       Charles will continue guiding the transformation of our business travel activities
       with a focus on helping our corporate customers optimize their travel spending
       through global online and offline solutions and advisory services.

Driving Enterprise Growth
In considering the future of the company in a slower growth environment, it is clear that
we need to do more to generate revenue from the existing assets and capabilities that are
deployed across our organization today. Our affluent customer base, our merchant


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network, our rewards expertise and our processing capabilities, to name just a few, are all
valuable resources that I believe can be optimized to drive incremental fee revenue for
the company.

At the same time, it's clear that we need to develop opportunities for growth that
transcend individual businesses and that take advantage of some of the new technological
trends that are emerging across the payments industry. I want American Express to be a
leader in defining the future of the payments industry. We have been active in the
emerging payments arena for the last several years, as product development groups in
different parts of the organization have been hard at work on a number of innovative
ideas. But now is the time to accelerate our progress and operate on a scale that will help
us build a leadership position in the emerging payments space.

To help us achieve these goals, I'm establishing the Enterprise Growth group, a separate
organization reporting to me. This group will focus on leveraging our existing assets and
capabilities to drive new revenue growth and will identify emerging payments
technologies that can extend our leadership beyond the traditional payments arena. I
believe both these areas hold significant growth potential for American Express and, as
such, need dedicated resources and focus.

We are recruiting a senior leader from outside American Express to spearhead our efforts
in these important areas. I expect to announce the appointment of the group's head within
the next couple of months, at which time I'll also share more details about the make-up of
the organization.

Staff Groups
The heads of our companywide staff groups will continue to report to me:
   •   Kevin Cox, executive vice president, Human Resources
   •   John Hayes, chief marketing officer and head of Global Advertising and Brand
       Management
   •   Dan Henry, executive vice president and chief financial officer
   •   Louise Parent, executive vice president and general counsel
   •   Bob Rosseau, senior vice president, Strategic Planning Group
   •   Tom Schick, executive vice president, Corporate and External Affairs

What I have described above is the overarching organization structure for our company
going forward. I am certain there will be many questions about what the new structure
means for individual employees, both in the businesses and the staff groups, as the
organization evolves and fills out over time. Our leaders will be following up with
employees over the coming days and weeks to provide further information about the
changes.




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Looking Ahead
This is a very exciting time in our industry. Consumers and businesses around the world
are looking for efficient, trusted ways to pay for goods and services, while more
effectively managing their debt and expenses. New technologies are redefining the way
business gets done across the entire spectrum of industries and geographies. Our own
industry is consolidating, and many of our traditional competitors are still dealing with
significant issues resulting from the financial crisis. The environment in which we
operate is going through a sea change, and I believe we are well positioned -- with the
right combination of assets, strategies and commitment -- to win in the new economy.
Thanks to our recent progress, we can now make important investments in our business
and our people in order to accelerate our momentum.

Driving change -- not just within our company, but throughout our industry -- is
something we at American Express know how to do. Our company has, time and time
again, demonstrated the flexibility and the resolve to reinvent itself, adapting to changing
customer needs and expectations while creating entirely new businesses in the process. I
believe we are in one of those times of transformation now.

While we cannot know all that lies ahead, I believe the changes we are announcing today
will help us pave the way toward a future of growth and new opportunities for our
company and our people.

As always, I thank you for your ongoing commitment to our company, and I look
forward with confidence to the success we will achieve together.




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