SecProbe.io

Mail Stop 3561

        June 5, 2006

Mr. Thomas Horton
Chief Financial Officer
AMR Corporation
4333 Amon Carter Blvd.
Fort Worth, Texas 76155

Re: AMR Corporation
  Form 10-K for the year ended December 31, 2005
Filed February 24, 2006
File No. 1-8400

Dear Mr. Horton:

We have reviewed your response letter dated May 31, 2006 and have the
following comments.  We think you should re vise your document in response to these
comments.  If you disagree, we will consider your explanation as to why our comment is
inapplicable or a revision is unnecessary.  Pl ease be as detailed as necessary in your
explanation.  In some of our comments, we may ask you to provide us with information
so we may better understand your disclosure.  After reviewing this information, we may
raise additional comments.

 Please understand that the purpose of our re view process is to assist you in your
compliance with the applicable disclosure  requirements and to  enhance the overall
disclosure in your filing.  We look forward to  working with you in these respects.  We
welcome any questions you may have about our comments or any other aspect of our
review.  Feel free to call us at the telephone numbers listed at the end of this letter.

Please respond to confirm that such comments will be complied with, or, if
certain of the comments are deemed inappropr iate, advise the staff of your reason.  Your
response should be submitted in electronic form, under the label “corresp” with a copy to
the staff.  Please respond w ithin ten (10) business days.

Mr. Thomas Hort on
AMR Corporation
July 5, 2006
Page 2

Form 10-K for the year ended December 31, 2005

Management’s Discussion and Analysis
Critical Accounting Policies and Estimates
Long-lived Assets, page 40
1. Based on your responses to our previous comments four and five regarding your
basis for changing the estimated useful life of three aircraft ty pes from 25 years to
30 years, we believe that your MD&A s ection should be revised with robust
disclosure that completely addresses this highly material change in estimate,
including a clear and in-depth discus sion of management’s reasons for the
significant change in estimate and the impact on current and future earnings.  We
note from your response that the focus in MD&A has been your difficult liquidity
situation and revenue environment, as well as the impact of rising fuel prices, and
we agree that those issues warrant a thorough discussion.  However, we believe
that this significan t change in estimate should be em phasized as well, as it had a
material impact on the current period and will continue to impact future financial
results.  We do not believe that your curre nt level of disclosure complies with the
guidelines as set forth in FR -72, which states that “if a change in an estimate has a
material favorable impact on earnings, the change and the underlying reasons
should be disclosed so that  readers do not incorrectly  attribute the effect to
operational improvements.”  As such, in the amended Form 10-K please revise your MD&A discussion of this change in estimate to clea rly and concisely
address the following items, at a minimum:
• The change in events and circumstances that warranted the change in
depreciable lives of ce rtain aircraft but not other aircraft types.
• The economic factors, industry tren ds and financial condition of the
company which contributed to management’s decision to extend the
expected useful life of these aircraft types.
• The characteristics of the aircraft that  support your assertion that a 30 year
useful life is reas onable and expected.
• The manner in which this change in estimate supports management’s fleet
plan in the foreseeable future.
• Why the change in depreciable lives  on your aircraft based on their
economic lives is unique to your facts and circumstances, while other
airlines with similar financial conditions and reduced capital spending
plans have not extended the li fe of their aircraft;  and
• The risks and impact of maintaining ai rcraft longer in the fleet.   Among
the items that should be discussed are:  (i) anticipated increase in maintenance expenditures; (ii) the pote ntial savings in fuel efficiency by
replacing aircraft; (iii) customer safe ty and satisfaction in utilizing older
aircraft; (iv) matters that may cause  changes in current plans; (v) new

Mr. Thomas Hort on
AMR Corporation
July 5, 2006
Page 3

technology in the marketplace, including your expectation of the current or
anticipated technological advances be yond these aircraft capabilities; (vi)
supply and demand economics within the industry.

Please send us a draft form of your revise d disclosure prior to filing your Form
10-K amendment.

********

  We urge all persons who are responsi ble for the accuracy an d adequacy of the
disclosure in the filing to be certain that the filing includes all in formation required under
the Securities Exchange Act of 1934 and th at they have provided all information
investors require for an informed invest ment decision.  Since the company and its
management are in possession of all facts re lating to a company’s disclosure, they are
responsible for the accuracy and adequacy of the disclosures they have made.

 You may contact Kristin Shifflett at (202)551-3381 or  Joe Foti at (202)551-3816
if you have questions regarding comments on the financial statements and related
matters.  Please contact me at (202)551-3211 with any other questions.

Sincerely,

David R. Humphrey
Accounting Branch Chief