Filed Pursuant to Rule 424(b)(2)
File No. 333-160018
Pricing Supplement No. 123
Dated: March 21, 2012
(To Prospectus dated June 16, 2009 and Prospectus Supplement dated June 16, 2009)
CALCULATION OF REGISTRATION FEE
| Class of securities offered | Medium-Term Senior Notes, Series D |
| Aggregate offering price | $1,500,000,000.00 |
| Amount of registration fee | $171,900.00* |
*The filing fee of $171,900.00 is calculated in accordance with Rule 457(r) of the Securities Act of 1933.
This Pricing Supplement consists of 4 page(s).
AMERICAN EXPRESS CREDIT CORPORATION
Medium-Term Senior Notes, Series D
Due Nine Months or More from Date of Issue
Principal Amount or Face Amount: $1,500,000,000.00
Issue Price: 99.729%, plus accrued interest, if any, from March 26, 2012
Proceeds to Company on original issuance: $1,490,685,000.00 (before expenses)
Commission: $5,250,000.00 (0.350%)
| Agent: | ||
| [ ] Banc of America Securities LLC | [ ] J. P. Morgan Securities Inc. | |
| [ ] Barclays Capital Inc. | [ ] Merrill Lynch Pierce Fenner & Smith Inc. | |
| [ ] BNP Paribas Securities Corp. | [X] RBS Securities Inc. | |
| [ ] BNY Mellon Capital Markets, LLC | [ ] UBS Securities LLC | |
| [X] Citigroup Global Markets Inc. | [ ] Utendahl Capital Partners, L.P. | |
| [X] Credit Suisse Securities (USA) LLC | [ ] Wells Fargo Securities, LLC | |
| [X] Deutsche Bank Securities Inc. | [X] The Williams Capital Group, L.P. | |
| [ ] Goldman, Sachs & Co. | [X] Other: HSBC Securities (USA) Inc. Lloyds Securities Inc. Mitsubishi UFJ Securities (USA), Inc. Mizuho Securities USA Inc. CastleOak Securities, L.P. | |
| Agent | Amount | ||
| Citigroup Global Markets Inc. | $318,750,000 | ||
| Credit Suisse Securities (USA) LLC | 318,750,000 | ||
| Deutsche Bank Securities Inc. | 318,750,000 | ||
| RBS Securities Inc. | 318,750,000 | ||
| HSBC Securities (USA) Inc. | 52,500,000 | ||
| Lloyds Securities Inc. | 52,500,000 | ||
| Mitsubishi UFJ Securities (USA), Inc. | 52,500,000 | ||
| Mizuho Securities USA Inc. | 52,500,000 | ||
| CastleOak Securities, L.P. | 7,500,000 | ||
| The Williams Capital Group, L.P. | 7,500,000 | ||
| Total | $1,500,000,000 | ||
| Agents’ capacity on original issuance: | [ ] As Agent | ||
| [X] As Principal | |||
If as principal:
[ ] The Notes are being offered at varying prices related to prevailing market prices at the time of resale.
[X] The Notes are being offered at a fixed initial public offering price of 99.729% of Principal Amount or Face Amount.
Form of Note: [X] Global [ ] Definitive
| Trade Date: | March 21, 2012 |
| Original Issue Date: | March 26, 2012 |
| Stated Maturity: | March 24, 2017 |
Specified Currency (if other than U.S. Dollars): N/A
Authorized Denominations (if other than as set forth in the Prospectus Supplement): Minimum denominations of $2,000 and integral multiples of $1,000 in excess thereof
Interest Payment Dates: Semi-annually on the 24th day of each March and September. If the interest payment date falls on a day that is not a Business Day, interest will be paid on the next succeeding Business Day.
First Interest Payment Date: September 24, 2012
Indexed Principal Note: [ ] Yes (See Attached) [X] No
Type of Interest Rate: [X] Fixed Rate [ ] Floating Rate [ ] Indexed Rate (See Attached)
Interest Rate (Fixed Rate Notes): 2.375%
Initial Interest Rate (Floating Rate Notes): N/A
| Base Rate: | [ ] CD Rate | [ ] Commercial Paper Rate |
| [ ] EURIBOR | [ ] Federal Funds Rate | |
| [ ] LIBOR | [ ] Treasury Rate | |
| [ ] Prime Rate | [ ] Other (See Attached) |
Calculation Agent: The Bank of New York Mellon
Computation of Interest (If other than as set forth in the Prospectus Supplement):
| [X] 30 over 360 | [ ] Actual over Actual |
| [ ] Actual over 360 | [ ] Other (See Attached) |
Interest Reset Dates: N/A
Rate Determination Dates (If other than as set forth in the Prospectus Supplement): N/A
Index Maturity: N/A
Spread (+/-): N/A
Spread Multiplier: N/A
Change in Spread, Spread Multiplier or Fixed Interest Rate prior to Stated Maturity:
[ ] Yes (See Attached) [X] No
Maximum Interest Rate: None
Minimum Interest Rate: None
Amortizing Note: [ ] Yes (See Attached) [X] No
Optional Redemption: [ ] Yes [X] No
Optional Redemption Dates: N/A
Redemption Prices: N/A
| Redemption: | [ ] In whole only and not in part |
| [ ] May be in whole or in part |
Optional Repayment: [ ] Yes [X] No
| Optional Repayment Dates: | N/A |
| Optional Repayment Prices: | N/A |
Discount Note: [ ] Yes [X] No
| Total Amount of OID: | N/A |
| Bond Yield to Call: | N/A |
Yield to Maturity: 2.433%
CUSIP: 0258M0DD8
ISIN: US0258M0DD89
DESCRIPTION OF THE NOTES:
The description in this Pricing Supplement of the particular terms of the Medium-Term Senior Notes offered hereby supplements, and to the extent inconsistent therewith replaces, the description of the general terms and provisions of the Notes set forth in the accompanying Prospectus dated June 16, 2009 and Prospectus Supplement dated June 16, 2009, to which reference is hereby made.
