EXHIBIT 24.2

               AMERICAN EXPRESS RECEIVABLES FINANCING CORPORATION

                                POWER OF ATTORNEY

     American Express Receivables Financing Corporation,  a Delaware corporation
(the  "Company"),  and each of the  undersigned  officers  and  directors of the
Company, hereby constitute and appoint John D. Koslow, Leslie R. Scharfstein and
Stephen P. Norman,  jointly and severally,  with full power of substitution  and
revocation,  their true and lawful attorneys-in-fact and agents, for them and on
their behalf and in their respective  names,  places and steads,  in any and all
capacities,  to sign,  execute and affix their  respective seal thereto and file
any of the documents  referred to below relating to the American  Express Master
Trust;  all filings and reports  required under the  Securities  Exchange Act of
1934,  including  Current  Reports on Form 8-K and Annual  Reports on Form 10-K,
including any amendments thereto, on behalf of the Company,  with any regulatory
authority,  granting  unto  said  attorneys,  and each of them,  full  power and
authority to do and perform each and every act and thing requisite and necessary
to be done in and about the premises in order to effectuate the same as fully to
all intents and purposes as they might or could do if personally present, hereby
ratifying and confirming all that said  attorneys-in-fact  and agents, or any of
them, may lawfully do or cause to be done by virtue hereof.

     This Power of Attorney may be executed in counterparts.

     IN WITNESS WHEREOF,  American Express Receivables Financing Corporation has
caused this Power of Attorney  to be executed in its name by its  President  and
attested by its  Secretary,  and the  undersigned  officers and  directors  have
hereunto set their hand as of the 27th day of March, 2003.

                                                AMERICAN EXPRESS RECEIVABLES
                                                FINANCING CORPORATION

                                                By: /s/ Leslie R. Scharfstein
                                                    ----------------------------
                                                    Leslie R. Scharfstein
                                                    President

ATTEST:

/s/ Michael Kuchs
------------------------------------
Michael Kuchs
Secretary








/s/  Leslie R. Scharfstein
------------------------------------
Leslie R. Scharfstein
President
(Principal Executive Officer)


/s/ John D. Koslow
-----------------------------------
John D. Koslow
Vice President and Treasurer
(Principal Finance Officer and
Principal Accounting Officer)


/s/ Stephen P. Norman
-----------------------------------
Stephen P.Norman
Director



/s/ Walker C. Tompkins, Jr.
-----------------------------------
Walker C. Tompkins, Jr.
Director



/s/  David Yowan
-----------------------------------
David Yowan
Director