IN THE UNITED STATES DISTRICT COURT
                              FOR THE DISTRICT OF KANSAS



                                           )
UNITED STATES OF AMERICA,                  ))
                       Plaintiff,          ))        Civil Action No.:99-1180-JTM
               v.                          ))
AMR CORPORATION,                           )
AMERICAN AIRLINES, INC., and               )
AMR EAGLE HOLDING                          )
CORPORATION,                               ))
                       Defendants.         )
______________________________             )

                                      NOTICE OF DEPOSITION

TO:  CLERK OF THE COURT

       COUNSEL FOR DEFENDANTS
       Helene Jaffe
       Weil Gotshal & Manges L.L.P.
       767 Fifth Avenue
       New York, New York 10153

       PLEASE TAKE NOTICE that, pursuant  Fed. R. Civ. P. 30(b)(6) and 45, and LR 30.1,

plaintiff will take the depositions upon oral examination, to be recorded by stenographic means

and videotape, of the person or persons at American Express Company most knowledgeable of

the subject matter described in Attachment A.  The deposition will take place at 9:00 a.m. on

August 1, 2000, at the offices of the Antitrust Division, 26 Federal Plaza, Room 3630, New

York, NY 10278.  If necessary, the deposition will be adjourned until completed.



Dated: June 24, 2000

Respectfully submitted

COUNSEL FOR
PLAINTIFF UNITED STATES