Earning a free* trip on American Airlines just got easier. Qualifying
AAdvantage(R) members can earn up to two free award tickets for travel in
Economy Class within the 48 contiguous U.S. states between Sept. 1, 2004
and June 15, 2005. Fly just three eligible round trips on American
Airlines, American Eagle or AmericanConnection between now and June 15,
2004, and earn one free award ticket. Fly three additional round trips
during the promotional period and earn a second free award ticket.
“Giving our customers more opportunities to earn free travel is a great
way to show them we value their business,” said Dennis Cary, president-
AAdvantage Marketing Programs.

To be eligible for this special offer, AAdvantage membership is required
and customers must register prior to travel and no later than April 15,
2004. Register online at http://www.aa.com/offers or by calling the
AAdvantage Dial-In(R) system at 1-800-882-8880, using promotion code
AA123. If you’re not already an AAdvantage member, you can sign up for a
free membership online or when you call to make your reservations.

Discounted Economy Class travel that includes a Saturday night stay is
excluded from qualification for the free ticket. Additional restrictions
apply. Complete details are available below and online at
http://www.aa.com/fly3 .

*The passenger is responsible for all taxes/fees, including: (i) up to $18
per round trip in local airport charges; (ii) federal excise tax of up to
$3.10 per U.S. domestic flight segment (one takeoff and landing); (iii)
September 11th Security Fee of $2.50 per U.S. enplanement, up to $5 per
one way or $10 per round trip; (iv) federal excise tax of up to $13.80 per
round trip for domestic flights beginning or ending in Alaska or Hawaii.

Terms & Conditions of Offer:

Fly three eligible round trips on flights marketed and operated by
American Airlines, American Eagle or AmericanConnection from 2/20/04 to
6/15/04 and earn a round-trip award ticket valid for travel in economy
class on American Airlines, American Eagle or AmericanConnection within
the contiguous 48 United States. Passenger may earn a second round-trip
economy class award ticket when three additional round trips are flown
during this same period. A maximum of two award tickets may be earned by
any individual. Travel on flights operated by other airlines such as
American marketed codeshare and oneworld flights does not qualify for this
offer. Offer is restricted to residents of the U.S., Canada, Puerto Rico
and the U.S. Virgin Islands. This promotion may be combined with other
offers.

Registration Requirement: You must register for this offer prior to travel
and no later than midnight on 4/15/04. This offer is not retroactive.
Register online at http://www.aa.com/offers or by calling the AAdvantage
Dial-In(R) system at 1-800-882-8880. Follow the prompts and, when asked,
enter promotion code AA123. To register, you must be an AAdvantage member.
If you’re not already an AAdvantage member, you can sign up for a free
membership online or when you call to make your reservations.

Qualifying Booking Classes: Offer is valid for travel on any purchased,
published fare in First, Business or Economy Class (excludes fares
beginning with E, O, T, U, Z and transatlantic fares booked in Q).

Minimum/Maximum Stay: First Class, Business Class and Full-fare Economy
Class (fares beginning with Y or B) round-trip travel have no stay
requirements. All other Economy Class round-trip travel may not include a
Saturday night stay. Requirements associated with minimum/maximum stay are
based on the fare purchased, not the cabin flown.

Qualifying Round Trips: To qualify for this offer, round-trip travel must
be completed from 2/20/04 to 6/15/04. Passenger must fly a roundtrip to
any worldwide destination served by American, American Eagle or
AmericanConnection. Round-trip travel is defined as two one-way trips
booked in a single reservation under one ticket number. To qualify, the
round trip must depart from and return to the same city or co-terminal. A
maximum of one round trip is permitted per reservation.

Award Ticket Terms & Conditions: Award tickets are valid for round-trip
travel within the contiguous 48 United States on flights marketed and
operated by American Airlines, American Eagle or AmericanConnection. For
residents of Hawaii, Alaska, Canada, Puerto Rico and the U.S. Virgin
Islands, the free ticket is valid for roundtrip travel from these
locations to the contiguous 48 states. Award certificate will be mailed to
the AAdvantage member’s address that is on file with AAdvantage marketing
programs six to eight weeks after qualifying travel is completed. No
stopovers or circle trips allowed. Offer subject to change without notice.
Other restrictions may apply.

Advance Booking Requirements: Award travel must be booked at least 14 days
prior to departure and must include a Saturday-night stay. Award ticket is
valid for travel in Economy Class and will be booked in “T” booking class.
Seats are limited and may not be available on all flights or on all days
of the week.

Valid Travel Dates: Award ticket valid for travel from September 1, 2004,
through June 15, 2005, excluding 9/3-9/7/04, 11/19-11/29/04,
12/17/04-1/5/05, 2/17-2/28/05, 3/18-4/4/05, 5/27-5/31/05.

Valid Ticketing Dates: Ticketing must occur prior to June 1, 2005.

Upgradeability/Transferability: Award ticket is not upgradeable. Award
ticket is transferable, but may not be bartered or sold.

Itinerary Changes: Changes to award tickets may be made provided the
passenger cancels the reservation prior to originally ticketed departure
time, pays $100/145 CAD service fee, and meets the restrictions applicable
to the original booking. Tickets must be reissued and travel must be
completed by 6/15/05. No changes can be made after ticketed departure date
for any portion of the award ticket.

AAdvantage Mileage Accrual: Passenger traveling on award ticket may not
accrue AAdvantage miles or earn miles toward elite-status qualification.

Other Restrictions: A portion of travel may be on American Eagle or
AmericanConnection, regional airline associates of American Airlines.
AmericanConnection service is operated by one of the following independent
contractors: Trans States Airlines, Inc., Chautauqua Airlines, Inc. or
Corporate Airlines, Inc. AmericanAirlines, American Eagle,
AmericanConnection, AAdvantage, AAdvantage Dial-In and AA.com are marks of
American Airlines, Inc. American Airlines reserves the right to change the
AAdvantage program rules, regulations, travel awards and special offers at
any time without notice, and to end the AAdvantage program with six months
notice. For complete AAdvantage details, visit http://www.aa.com/ .
Schedules subject to change without notice.
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