EXHIBIT 24.1

                         AMERICAN EXPRESS CENTURION BANK

                                POWER OF ATTORNEY

       American Express Centurion Bank, a Utah corporation (the "Company"),  and
each of the undersigned officers and directors of the Company, hereby constitute
and appoint Tim Heine,  Maureen Ryan,  Stephen P. Norman,  and Traci L. Memmott,
jointly and severally,  with full power of substitution  and  revocation,  their
true and lawful  attorneys-in-fact  and agents, for them and on their behalf and
in their  respective  names,  places and steads,  in any and all capacities,  to
sign,  execute  and affix  their  respective  seal  thereto  and file any of the
documents  referred to below  relating to the American  Express  Credit  Account
Master Trust; all filings and reports required under the Securities Exchange Act
of 1934,  including Current Reports on Form 8-K and Annual Reports on Form 10-K,
including any amendments thereto, on behalf of the Company,  with any regulatory
authority,  granting  unto  said  attorneys,  and each of them,  full  power and
authority to do and perform each and every act and thing requisite and necessary
to be done in and about the premises in order to effectuate the same as fully to
all intents and purposes as they might or could do if personally present, hereby
ratifying and confirming all that said  attorneys-in-fact  and agents, or any of
them, may lawfully do or cause to be done by virtue hereof.

       This Power of Attorney may be executed in counterparts.

       IN WITNESS WHEREOF, American Express Centurion Bank has caused this Power
of  Attorney  to be executed  in its name by its  Chairman  and  attested by its
Assistant  Secretary,  and the undersigned  officers and directors have hereunto
set their hand as of the 24th day of March, 2004.


                                                AMERICAN EXPRESS
                                                CENTURION BANK

                                                By: /s/ Ashwini Gupta
                                                    --------------------------
                                                    Ashwini Gupta
                                                    Chairman




ATTEST:

/s/ Tim Heine
- -------------------------------
Tim Heine
Assistant Secretary








/s/ Ashwini Gupta
- -------------------------------
Ashwini Gupta
Director and Chairman



/s/ Frank L. Skillern
- -------------------------------
Frank L. Skillern
Director and Chairman Emeritus



/s/ L. Craig Downs
- -------------------------------
L. Craig Downs
Director, President and
Chief Operating Officer


/s/ Roger O. Goldman
- -------------------------------
Roger O. Goldman
Director



/s/ Jon C. Patton
- -------------------------------
Jon C. Patton
Director



/s/ Jay B. Stevelman
- -------------------------------
Jay B. Stevelman
Director



/s/ Roslyn M. Watson
- -------------------------------
Roslyn M. Watson
Director