Exhibit 5.1


                          [American Express letterhead]


                                 March 10, 2006


American Express Receivables Financing Corporation II
200 Vesey Street, Room 138
Mail Stop 01-31-12
New York, New York 10285

American Express Receivables Financing Corporation III LLC
4315 South 2700 West, Room 1300
Mail Stop 02-01-04
Salt Lake City, Utah 84184


American Express Receivables Financing Corporation IV LLC
4315 South 2700 West, Room 1300
Mail Stop 02-01-58
Salt Lake City, Utah 84184




        Re: American Express Credit Account Master Trust,
            Registration Statement on Form S-3

Ladies and Gentlemen:

         I have acted as counsel to American Express Receivables Financing
Corporation II, a Delaware corporation, American Express Receivables Financing
Corporation III LLC, a Delaware limited liability company, and American Express
Receivables Financing Corporation IV LLC, a Delaware limited liability company
(the "Transferors"), in connection with the above-referenced Registration
Statement on Form S-3 being filed concurrently herewith with the Securities and
Exchange Commission (the "Registration Statement") under the Securities Act of
1933, as amended (the "Act"), relating to the proposed issuance and sale from
time to time of Asset Backed Certificates (the "Certificates") of the American
Express Credit Account Master Trust to which the Transferors will transfer
receivables (the "Receivables") generated from time to time in a portfolio of
designated credit accounts. The American Express Credit Account Master Trust was
formed pursuant to the Pooling and Servicing Agreement, dated as of May 16,
1996, as amended and restated as of January 1, 2006 (as so amended and restated
and as otherwise amended from time to time, the "Pooling Agreement") among the
Transferors, American Express Travel Related Services Company, Inc., as Servicer
(the "Servicer") and The Bank of New York, as trustee (the "Trustee"). The
Certificates will be issued and delivered in accordance with the terms of a
specified Series Supplement to the Pooling Agreement.

         I have examined such instruments, documents and records as I have
deemed relevant and necessary for the purposes of the opinion expressed below.
In my examination, I have assumed the authenticity of original documents and the
genuineness of all signatures, the conformity to the originals of all documents
submitted to me as copies, and the truth, accuracy and completeness of the
information, representations and warranties contained in the records, documents,
instruments and certificates I have reviewed.

         Based upon the foregoing, and subject to the qualification that I am
admitted to the practice of law in the State of New York and do not purport to
be expert in the laws of any jurisdiction other than the State of New York, I am
of the opinion that, assuming the due execution and delivery of the Pooling
Agreement and applicable Series Supplement thereto substantially in the form
filed as an exhibit to the Registration Statement, upon the issuance,
authentication, execution and delivery of the Certificates in accordance with
the provisions of such Pooling Agreement and such Supplement, against payment
therefor, and upon the sale of the Certificates in the manner described in the
Registration Statement, any amendment thereto and the prospectus and prospectus
supplement relating thereto, the Certificates will be legally issued, fully paid
and non-assessable, and the holders of the Certificates will be entitled to the
benefits of the Pooling Agreement, except as enforcement thereof may be limited
by applicable bankruptcy, insolvency, reorganization, arrangement, fraudulent
conveyance, moratorium, or other laws relating to or affecting the rights of
creditors generally and general principles of equity, including without
limitation, concepts of materiality, reasonableness, good faith and fair
dealing, and the possible unavailability of specific performance or injunctive
relief, regardless of whether such enforceability is considered in a proceeding
in equity or at law.


         I consent to the filing of this opinion as an exhibit to the
Registration Statement and to the reference to me under the caption "Legal
Matters" in the Prospectus included in the Registration Statement. In giving
such consent, I do not admit that I am in the category of persons whose consent
is required under Section 7 of the Act.


                                                     Very truly yours,

                                                     /s/ Carol V. Schwartz

                                                     Carol V. Schwartz
                                                     Group Counsel







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