8-K/AFinancial EventsExhibits & Filings

AMERICAN EXPRESS CO 8-K/A Report, Auditor Change (Dec 9, 2004)

Filed December 9, 2004For Securities:AXP

Summary

This amendment to American Express Company's (AXP) Form 8-K filing clarifies a change in its independent registered public accountants. The Audit Committee of the Board of Directors has dismissed Ernst & Young LLP (E&Y) as auditors for the fiscal year ending December 31, 2005, and has approved the future engagement of PricewaterhouseCoopers LLP (PWC) for the same period. This decision follows a comprehensive review of audit firms, as mandated by the Audit Committee's charter which requires a detailed review at least every ten years. It's important for investors to note that this change is not due to any disagreements or reportable events with E&Y regarding accounting principles, financial statement disclosures, or auditing procedures for the fiscal years 2002 and 2003. E&Y will continue to serve as AXP's auditors for the fiscal year ending December 31, 2004. The company has obtained a letter from E&Y confirming their agreement with these statements.

Key Highlights

  • 1American Express Company (AXP) is changing its independent auditors for the fiscal year 2005.
  • 2Ernst & Young LLP (E&Y) has been dismissed as the auditor for fiscal year 2005.
  • 3PricewaterhouseCoopers LLP (PWC) has been approved as the new auditor for fiscal year 2005.
  • 4E&Y will continue to serve as AXP's auditor for the fiscal year ending December 31, 2004.
  • 5The decision to change auditors was part of a scheduled review by the Audit Committee, required every ten years.
  • 6There were no disagreements with E&Y on accounting principles, disclosures, or auditing procedures for fiscal years 2002 and 2003.
  • 7No "reportable events" occurred with E&Y during the recent fiscal years and up to the date of the filing.

Frequently Asked Questions

American Express is changing its auditors as part of a routine, comprehensive review of its independent audit firm, which is required by the Audit Committee's charter at least every ten years. The Audit Committee requested proposals from several major accounting firms, including E&Y, and subsequently decided to engage PricewaterhouseCoopers LLP for the 2005 fiscal year.

No, the filing explicitly states that there were no disagreements with Ernst & Young LLP on any matters of accounting principles, financial statement disclosure, or auditing scope or procedure. Furthermore, there have been no "reportable events" (as defined by SEC regulations) during the two most recent fiscal years and up to the filing date. E&Y will continue as the auditor for the 2004 fiscal year.

PricewaterhouseCoopers LLP has been approved to be engaged as the independent registered public accountants for the fiscal year ending December 31, 2005. Ernst & Young LLP will continue as the auditors for the current fiscal year ending December 31, 2004.

Yes, the company has requested and received a letter from Ernst & Young LLP, dated December 8, 2004, addressed to the Securities and Exchange Commission, confirming that they agree with the statements made in the filing concerning their dismissal and the absence of any disagreements or reportable events.