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               SECURITIES AND EXCHANGE COMMISSION

                     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:  March 7, 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)







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Item 5.   Other Events

On Wednesday, March 7, 2001, American Airlines, Inc. ("American",
a  wholly owned subsidiary of AMR Corporation) increased its $500
million  cash  offer for certain assets of Trans World  Airlines,
Inc.  ("TWA").   Up to $125 million in additional  cash  will  be
added  to  American's existing cash offer.  In  addition  to  the
increase  in  the cash offer, American will let TWA keep  certain
assets,  such as aircraft security deposits and prepaid  aircraft
rentals.



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                            SIGNATURE



     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:  March 8, 2001