Exhibit 8.1


May 17, 2006


AMR Corporation
4333 Amon Carter Boulevard
Fort Worth, Texas 76155

                       AMR Corporation

Ladies and Gentlemen:

     We have acted as special counsel to AMR Corporation, a
Delaware corporation (the "Company"), in connection with the
Registration Statement on Form S-3 (Registration Nos. 333-
110760 and 333-110760-01) (the "Registration Statement") of
the Company and the Prospectus Supplement, dated May 16,
2006 (the "Prospectus Supplement"), of the Company, filed
with the Securities and Exchange Commission (the
"Commission") and relating to the issuance and sale by the
Company of 15,002,091 shares of the Company's common stock,
par value $1.00 per share, together with up to an additional
2,250,314 shares that may be sold pursuant to the
underwriter's over-allotment option (collectively, the
"Shares").  The Shares are being issued and sold pursuant to
an Underwriting Agreement, dated as of May 15, 2006 (the
"Underwriting Agreement"), between the Company and the
underwriter of such offering.

     In so acting, we have examined and relied upon the
originals or certified, conformed or reproduction copies of
such agreements, instruments, documents, records and
certificates of the Company, such certificates of public
officials and such other documents, and have made such
investigations of law, as we have deemed necessary or
appropriate for the purposes of the opinion expressed below.

     Based on the foregoing, and subject to the limitations,
qualifications and assumptions set forth herein, we are of
the opinion that the statements in the Prospectus Supplement
under the caption "Certain United States Federal Income Tax
Consequences for Non-U.S. Holders", insofar as they
constitute statements of law or legal conclusions, are
correct in all material respects as of the date hereof.

     Our opinion is based upon the Internal Revenue Code of
1986, as amended, treasury regulations (including proposed
treasury regulations) issued thereunder, Internal Revenue
Service rulings and pronouncements and judicial decisions
now in effect, all of which are subject to change, possibly
with retroactive effect. Our opinion is limited to the
matters expressly stated, and no opinion is implied or may
be inferred beyond the matters expressly stated herein. Our
opinion is based on facts and circumstances set forth in the
Registration Statement, the Prospectus Supplement and the
other documents reviewed by us. Our opinion is rendered only
as of the date hereof, and could be altered or modified by
changes in facts or circumstances, events, developments,
changes in the documents reviewed by us, or changes in law
subsequent to the date hereof. We have not undertaken to
advise you or any other person with respect to any such
change subsequent to the date hereof.

     We hereby consent to the filing of this opinion as an
exhibit to the Company's Current Report on Form 8-K to be
filed on May 18, 2006 and incorporated by reference in the
Registration Statement.  In giving such consent, we do not
thereby concede that we are within the category of persons
whose consent is required under Section 7 of the Securities
Act of 1933, as amended, or the rules and regulations of the
Commission thereunder.


                              Very truly yours,



                              /s/ Debevoise & Plimpton LLP