UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT PURSUANT
TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported) September 3, 2004
AMERICAN EXPRESS CREDIT CORPORATION
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(Exact Name of Registrant as Specified in Its Charter)
Delaware
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(State or Other Jurisdiction of Incorporation
1-6908 11-1988350
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(Commission File Number) (IRS Employer Identification No.)
One Christina Centre, 301 N. Walnut Street
Suite 1002, Wilmington, Delaware 19801-2919
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(Address of Principal Executive Offices) (Zip Code)
(302) 594-3350
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(Registrant's Telephone Number, Including Area Code)
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(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):
Written communications pursuant to Rule 425 under the Securities Act
- ---- (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act
- ---- (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the
- ---- Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the
- ---- Exchange Act (17 CFR 240.13e-4(c))
Item 2.03 Creation of a Direct Financial Obligation or an Obligation Under an
Off Balance Sheet Arrangement of a Registrant
As previously contemplated in connection with its regular review of funding
sources and strategies, on September 3, 2004, American Express Credit
Corporation (the "Registrant") gave the first of two notices to the banks that
are parties to its Australian $3.25 billion five year credit agreement. Pursuant
to these notices, the Registrant will borrow, in several installments, a total
of AUD$1.32 billion (approximately US$925 million) under the credit agreement.
Together with previous drawdowns, the Registrant's total borrowing under this
credit agreement will be AUD$2.7 billion (approximately US$1.9 billion). Under
the credit agreement the loans must be repaid by July 2009, but may be prepaid
at the Registrant's option at any time prior thereto. The loans are subject to
acceleration under standard terms, including in the event of a bankruptcy or
default on other indebtedness, and the Registrant is required to maintain a
ratio of earnings to fixed charges of 1.25:1. The Registrant intends to use the
proceeds as a source of funding for receivables in Australia and to repay short
term debt previously incurred for such funding.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
AMERICAN EXPRESS CREDIT CORPORATION
(REGISTRANT)
By /s/ Walker C. Tompkins
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Name: Walker C. Tompkins
Title: President and
Chief Executive Officer
Date: September 9, 2004