Washington, D. C. 20549


                            FORM 8-K

                         CURRENT REPORT

             Pursuant to Section 13 or 15(d) of the

                 Securities Exchange Act of 1934

Date of earliest event
  reported:  May 10, 2001

                        American Airlines, Inc.
       (Exact name of registrant as specified in its charter)

       Delaware                  1-2691                 13-1502798
(State of Incorporation) ( Commission File Number)     (IRS Employer
                                                     Identification No.)

4333 Amon Carter Blvd.      Fort Worth, Texas              76155
 (Address of principal executive offices)               (Zip Code)

                             (817) 963-1234
                     (Registrant's telephone number)

Item 5.  Other Events

On  May  10, 2001, AMR Corporation (AMR) hosted  a security
analyst  meeting  to discuss  the  recent  Trans  World
Airlines,  Inc.  (TWA) acquisition and to provide information  on
how  the  TWA transaction is expected to impact AMR.  The meeting
was  simultaneously webcast via the AMR website.   The  following
information was discussed at that meeting.

On April  9, 2001, a wholly owned subsidiary of American Airlines,
Inc. purchased substantially all of the assets of TWA for
approximately  $625 million in cash (subject to certain working
capital adjustments), including the  satisfaction of $312  million
in debtor-in-possession financing which was funded by AMR. American
Airlines, Inc. (American or the Company) also assumed certain
liabilities of TWA, primarily aircraft lease obligations.

As  part  of  the  acquisition of TWA, the Company  acquired  the
following assets:

-    A hub operation in St. Louis
-    Maintenance facilities in Kansas City, Los Angeles and St. Louis
-    Approximately  18,000  highly trained professional line employees
-    171 slots and leases on 138 gates
-    173 aircraft, comprised of the following fleet types:

     Equipment Type                  Owned    Leased   Total

    Boeing 717-200                      -       15      15
    Boeing 757-200                      -       27      27
    Boeing  767-300 Extended Range      -        9       9
    McDonnell Douglas DC-9              -       19      19
    McDonnell Douglas MD-80            17       86(1)  103
     Total                             17      156     173

    (1) American has agreed to purchase three leased McDonnell
        Douglas MD-80 aircraft

-     Firm aircraft purchase commitments for 15 Boeing 717-200 aircraft

The  Company  expects  to  realize  certain  synergies  from  the
acquisition of TWA.  On a steady state basis, the Company expects
to  generate  revenue  synergies of  approximately  $400  -  $500
million  annually (or an approximate two percent  improvement  in
unit  revenue),  primarily  driven by share  shift/city  presence
enhancements, yield improvements, scheduling efficiencies and the
elimination  of  certain discounted ticketing  agreements.   With
regard  to costs, although the Company expects annual labor  cost
increases   of  approximately  $260  million  as  a   result   of
transitioning TWA employees to American's contracts, the  Company
expects  to  recognize certain cost savings associated  with  the
acquisition.  These cost savings, estimated at approximately $350
million annually on a steady state basis, are driven primarily by
a  reduction  in rental expense from renegotiated aircraft  lease
obligations,  elimination of duplicative  overhead  and  facility
rentals, contract purchasing and the impact of the Company's fuel
hedging program on TWA's operations.  The foregoing are estimates
only and are based on the Company's current expectations.  Actual
revenue  synergies  and cost savings could vary  materially  from
these estimates.

In  addition,  the  Company expects to  incur  integration  costs
primarily over the next three years, mainly due to aircraft fleet
modifications, facility integration, training costs  and  certain
other integration-related items.

The  following represents the Company's estimates for TWA's  2001
operations (these estimates are based on current expectations and
could change materially based on market conditions or other factors):

                                     Second    Third    Fourth
                                    Quarter   Quarter   Quarter
                                      2001*     2001      2001      2001

 Revenue passenger miles (millions)   6,234    6,395    5,909      18,538
 Available seat miles (millions)      8,840    8,954    8,976      26,770
 Passenger load factor                 70.5%    71.4%    65.8%       69.2%
 Departures                          67,546   68,288   68,288     204,122
 Cost per available seat
  mile (cents)                         9.40     9.29     9.35        9.34
 Fuel cost per gallon (cents)            85       83       85          84
 Fuel consumption (millions)          152.9    154.2    153.6       460.6

* Includes the period April 10, 2001 through June 30, 2001

Although  the Company does not expect the acquisition of  TWA  to
have  a  significantly  accretive  or  dilutive  impact  on   the
Company's  2001 earnings, the potential exists for some  earnings
reduction  if  the  underlying revenue environment  continues  to
soften as a result of lower demand for air travel.

In   addition,  the  integration  of  two  airlines  is  complex,
requiring  consideration  of computer systems,  customer  service
programs, labor issues and their interdependencies.  The  Company
may encounter customer service, labor or other issues as a result
of  its  acquisition  of TWA and in connection  with  integrating
TWA's operations into those of American.

Statements   in   this  report  contain  various  forward-looking
statements  within the meaning of Section 27A of  the  Securities
Act  of  1933, as amended, and Section 21E of the Securities  and
Exchange  Act of 1934, as amended, which represent the  Company's
expectations or beliefs concerning future events.  When  used  in
this  report,  the  words "expects", "plans", "anticipates",  and
similar  expressions  are  intended to  identify  forward-looking
statements.   These statements are based on current  expectations
or  beliefs of management and are subject to a number of  factors
and  uncertainties  that  could cause actual  results  to  differ
materially  from  those described in this report.   The  forward-
looking   statements  contained  in  this  report   address   the
anticipated  benefits of acquiring TWA's assets  and  the  future
financial  and operating results of the Company with  the  assets
acquired  from  TWA.   The Company undertakes  no  obligation  to
publicly update or revise any forward-looking statement,  whether
as  a result of new information, future events or otherwise.  The
following  factors, among others, could cause actual results  and
benefits  to  differ  materially from  those  expressed  in  this
report: inability to successfully integrate the operations of TWA
into  those  of American and to improve their profitability;  the
inability  of the Company to successfully integrate the workforce
of TWA with that of American; higher than expected acquisition or
integration  costs; actions of competitors, including competitive
or  strategic  responses to this transaction; and other  factors,
including  but  not limited to, those discussed  in  the  section
entitled "Forward-Looking Information" in Item 7 of the Company's
Annual Report on Form 10-K for the fiscal year ended December 31,
2000, which section is incorporated herein by reference.



     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 Airlines, Inc.

                                        /s/ Charles D. MarLett
                                        Charles D. MarLett
                                        Corporate Secretary

Dated:  May 11, 2001