American Express Company in Spin-Off of American Express Financial Advisors Unit

February 1, 2005

Cleary Gottlieb is representing American Express Company in connection with the proposed spin-off to shareholders of its American Express Financial Advisors unit (AEFA). The transaction is intended to be tax-free to shareholders and is expected to be completed in the third quarter of 2005, subject to certain conditions.

After the spin-off, American Express will consist of the world’s largest charge and credit card business, and a network that processes more than $400 billion in transaction volume from several million merchants throughout the world. AEFA is a leading player in financial planning and advice services, asset management, insurance, annuities and related businesses. With direct access to capital markets, AEFA will have greater flexibility and resources to grow its business and capitalize on investor interest in large, successful financial services companies.