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   AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON
                      JANUARY 2, 1997
                                                            
                                  REGISTRATION NO. 333-02633
                              
             SECURITIES AND EXCHANGE COMMISSION
                   Washington, D.C. 20549
                              
                              
               POST-EFFECTIVE AMENDMENT NO. 1
                              
                             to
                              
                          FORM S-3
                   REGISTRATION STATEMENT
                            UNDER
                 THE SECURITIES ACT OF 1933
                              
                              
                       AMR CORPORATION
   (Exact name of registrant as specified in its charter)
           DELAWARE                        75-1825172
 (State or other jurisdiction           (I.R.S. Employer
      of incorporation or              Identification No.)
         organization)
                              
                       P.O. Box 619616
         DALLAS/FORT WORTH AIRPORT, TEXAS 75261-9616
                       (817) 963-1234
     (Address, including ZIP code, and telephone number,
  including area code, of registrant's principal executive offices)
                              
                              
   ANNE H. MCNAMARA, ESQ.      JOHN B. BRADY,        Copy to:
 SENIOR VICE PRESIDENT AND       JR., ESQ.           ROHAN S.
      GENERAL COUNSEL           DEBEVOISE &     WEERASINGHE, ESQ.
      AMR CORPORATION             PLIMPTON          SHEARMAN &
      P.O. BOX 619616         875 THIRD AVENUE       STERLING
 DALLAS/FORT WORTH AIRPORT,    NEW YORK, NEW      599 LEXINGTON
      TEXAS 75261-9616           YORK 10022           AVENUE
       (817) 963-1234          (212) 909-6000     NEW YORK, NEW
                                                    YORK 10022
                                                  (212) 848-4000
 (Name, address, including ZIP code, and telephone number, including area
    code, of agents for service)

 If the only securities being registered on this Form are
 being offered pursuant to dividend or interest reinvestment
 plans, please check the following box. [  ]
                              
 If any of the securities being registered on this Form are
 to be offered on a delayed or continuous basis pursuant to
 Rule 415 under the Securities Act of 1933, other than
 securities offered only in connection with dividend or
 interest reinvestment plans, check the following box. [X]
                              
 If this Form is filed to register additional securities for
 an offering pursuant to Rule 462(b) under the Securities
 Act, please check the following box and list the Securities
 Act registration statement number to the earlier effective
 registration statement for the same offering. [  ]
                              
 If this Form is a post-effective amendment filed pursuant to
 Rule 462(c) under the Securities Act, check the following
 box and list the Securities Act registration statement
 number of the earlier effective registration statement for
 the same offering. [  ]
                              
 If delivery of the prospectus is expected to be made
 pursuant to Rule 434, please check the following box. [  ]
 
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                DEREGISTRATION OF SECURITIES
                              
      AMR  Corporation  (the  "Registrant")  by  this  Post-
Effective  Amendment No. 1 to its Registration Statement  on
Form   S-3   (No.  333-02633)  originally  filed  with   the
Securities  Exchange  Commission  on  April  19,  1996  (the
"Registration    Statement"),    hereby    withdraws    from
registration  under the Securities Act of 1933,  as  amended
(the "Act"), 343 shares of its Common Stock, par value $1.00
per   share  (the  "Common  Stock"),  registered  under  the
Registration Statement.
                              
                  REASON FOR DEREGISTRATION
                              
      The  Registrant called for redemption on May 20,  1996
(the  "Redemption Date") all $1,020,356,000 principal amount
of its outstanding 6 1/8% Convertible Subordinated Quarterly
Income  Capital Securities due 2024 (the "Debentures").   In
lieu  of  having their Debentures redeemed, holders  of  the
Debentures  could opt to convert their Debentures  into  the
Common  Stock  at  any  time prior  to  May  17,  1996  (the
"Conversion Date").   By the end of the Conversion Date, the
holders of $1,020,331,000 principal amount of the Debentures
had  elected  conversion and had their Debentures  converted
into  12,915,556 shares of Common Stock (plus a small amount
of  cash  in  lieu  of  fractional  shares).  All  of  those
12,915,556  shares  of Common Stock were registered  on  the
Registration   Statement.   The  Registrant   redeemed   the
remaining  $25,000  in principal amount  on  the  Redemption
Date.   Thus,  the  Registrant is  hereby  withdrawing  from
registration under the Act 343 of the 12,915,899  shares  of
Common  Stock  registered under the Registration  Statement.

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                         SIGNATURES

      Pursuant to the requirements of the Securities Act  of
1933,  AMR  Corporation has duly caused this  Post-Effective
Amendment  No. 1 to the Registration Statement to be  signed
on its behalf by the undersigned, thereunto duly authorized,
in  the City of Fort Worth, State of Texas, on this 2nd  day
of January, 1997.


                                        AMR CORPORATION

                                        By /s/ ANNE H. MCNAMARA
                                               Anne H. McNamara
                                               Senior Vice President and
                                               General Counsel


      Pursuant to the requirements of the Securities Act  of
1933,  this Registration Statement has been signed below  by
the  following persons in the capacities and  on  the  dates
indicated.

  SIGNATURESTITLE
ROBERT L. CRANDALL*    Chairman of the Board,
                       President and Chief Executive
                       Officer; Director (Principal
                       Executive Officer)
GERARD J. ARPEY*       Senior Vice President and
                       Chief Financial Officer
                       (Principal Financial and
                       Accounting Officer)
DAVID L. BOREN*        Director             
EDWARD A. BRENNAN*     Director             *By /s/ ANNE H. MCNAMARA
                                                    Anne H. McNamara
                                                   (Attorney-in-Fact)
                                            
                                             Date:  January 2, 1997
ARMANDO M. CODINA*     Director             
CHRISTOPHER F. EDLEY*  Director             
CHARLES T. FISHER,III* Director             
EARL G. GRAVES*        Director             
DEE J. KELLY*          Director             
ANN D. MCLAUGHLIN*     Director             
CHARLES H. PISTOR,JR.* Director             
JOE M. RODGERS*        Director             
MAURICE SEGALL*        Director