UNITED STATES
             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:  July 3, 2007


                   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)



   (Former name or former address, if changed since last report.)



Check  the  appropriate box below if the Form 8-K  filing  is
intended  to simultaneously satisfy the filing obligation  of
the registrant under any of the following provisions:

[ ]  Written communications pursuant to Rule 425 under the
Securities Act (17 CFR 230.425)

[ ]  Soliciting material pursuant to Rule 14a-12 under the
Exchange Act (17 CFR 240.14a-12)

[ ]  Pre-commencement communications pursuant to Rule 14d-
2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[ ]  Pre-commencement communications pursuant to Rule 13e-
4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 1.01 Entry Into a Material Definitive Agreement

On July 3, 2007, American Airlines, Inc. ("American"), a
wholly-owned subsidiary of AMR Corporation, entered into a
Stock Purchase Agreement (the "Purchase Agreement") between
American and certain other major air carriers as sellers (the
"Sellers"), ARINC Incorporated, a Delaware corporation
("ARINC"), and Radio Acquisition Corp., an affiliate of The
Carlyle Group, as the purchaser (the "Purchaser").  ARINC is
a provider of transportation communications and systems
engineering.  The Sellers collectively hold more than 90% of
the common stock of ARINC.  Under the Purchase Agreement,
American and the other Sellers have agreed to sell to the
Purchaser all of the common stock held by the Sellers in
ARINC.  The sale of ARINC to the Purchaser is expected to
close prior to October 31, 2007.   American expects to
receive, upon closing, proceeds of $194 million
for its ARINC shares, and to record a gain on such sale of
approximately $140 million.   The closing of the transaction
is subject to the satisfaction of a number of conditions,
many of which are beyond American's control, and no assurance
can be given that such closing will occur.





                          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/ Kenneth W. Wimberly
                                        Kenneth W. Wimberly
                                        Corporate Secretary



Dated:  July 5, 2007