1
             SECURITIES AND EXCHANGE COMMISSION
                   Washington, D.C. 20549

                        FORM 11-K


   X ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES
                      EXCHANGE ACT OF 1934
        FOR THE CALENDAR YEAR ENDED DECEMBER 31, 2001

                             OR

     TRANSACTION REPORT PURSUANT TO SECTION 15(d) OF THE
               SECURITIES EXCHANGE ACT OF 1934
    FOR THE TRANSITION PERIOD FROM _______ TO ___________



                   Commission file number
                           1-8400



A.   Full title of the Plan and the address of the Plan, if
     different from that of the issuer named below:


$uper  $aver  -  A  401(k)  Capital  Accumulation  Plan  for
Employees of Participating AMR Corporation Subsidiaries


B.   Name of issuer of the securities held pursuant to the
     Plan and the address of its principal executive office.


                    AMR CORPORATION
                    4333 Amon Carter Blvd
                    Fort Worth, TX 76155



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                        EXHIBIT INDEX


                                             Located at
                                             Page Number

Exhibit

(23) CONSENT OF EXPERTS AND COUNSEL:

     23.1 Consent of Ernst & Young LLP           14


 3


                         SIGNATURES

     Pursuant to the requirements of the Securities Exchange
Act of 1934, the Pension Benefits Administation Commitee  of
AMR  Corporation, which administers $uper $aver -  A  401(k)
Capital Accumulation Plan for Employees of Participating AMR
Corporation Subsidiaries has duly caused this annual  report
to  be  signed  on  behalf of the Plan  by  the  undersigned
hereunto duly authorized.

                              $uper $aver - A 401(k) Capital
                              Accumulation     Plan      for
                              Employees of Participating AMR
                              Corporation Subsidiaries


                              /s/ Charles D. MarLett
                              ____________________________

                              Charles D. MarLett
                              Corporate Secretary





Date: June 24, 2002

 4









      Financial Statements and Supplemental Schedule
      $uper $aver - A 401(k) Capital Accumulation Plan
      for Employees of Participating AMR Corporation Subsidiaries
      As of December 31, 2001 and 2000, and for the Year ended December 31, 2001










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    $uper $aver - A 401(k) Capital Accumulation Plan for Employees
           of Participating AMR Corporation Subsidiaries

                    Financial Statements
                  and Supplemental Schedule


              As of December 31, 2001 and 2000,
          and for the Year ended December 31, 2001




                          Contents

Report of Independent Auditors                                 1

Audited Financial Statements

Statements of Net Assets Available for Benefits                2
Statement of Changes in Net Assets Available for Benefits      3
Notes to Financial Statements                                  4


Supplemental Schedule

Schedule H; Line 4i -Schedule of Assets (Held At End of Year) 12



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               Report of Independent Auditors

AMR Corporation
Plan Administrator

We  have  audited the accompanying statements of net  assets
available  for  benefits of $uper $aver - A  401(k)  Capital
Accumulation   Plan  for  Employees  of  Participating   AMR
Corporation Subsidiaries as of December 31, 2001  and  2000,
and the related statement of changes in net assets available
for  benefits  for the year ended December 31,  2001.  These
financial  statements are the responsibility of  the  Plan's
management. Our responsibility is to express an  opinion  on
these financial statements based on our audits.

We   conducted  our  audits  in  accordance  with   auditing
standards  generally  accepted in the United  States.  Those
standards  require  that we plan and perform  the  audit  to
obtain  reasonable  assurance about  whether  the  financial
statements  are  free  of  material misstatement.  An  audit
includes examining, on a test basis, evidence supporting the
amounts  and  disclosures  in the financial  statements.  An
audit also includes assessing the accounting principles used
and  significant estimates made by management,  as  well  as
evaluating the overall financial statement presentation.  We
believe  that our audits provide a reasonable basis for  our
opinion.

In  our opinion, the financial statements referred to  above
present  fairly, in all material respects,  the  net  assets
available for benefits of the Plan at December 31, 2001  and
2000,  and  the  changes  in its net  assets  available  for
benefits for the year ended December 31, 2001, in conformity
with  accounting principles generally accepted in the United
States.

Our  audits  were performed for the purpose  of  forming  an
opinion  on  the financial statements taken as a whole.  The
accompanying supplemental schedule of assets (held at end of
year) as of December 31, 2001, is presented for purposes  of
additional  analysis  and is not  a  required  part  of  the
financial   statements,  but  is  supplementary  information
required  by the Department of Labor's Rules and Regulations
for  Reporting and Disclosure under the Employee  Retirement
Income  Security Act of 1974. This supplemental schedule  is
the   responsibility   of   the   Plan's   management.   The
supplemental  schedule has been subjected  to  the  auditing
procedures  applied in our audit of the financial statements
and,  in  our  opinion,  is fairly stated  in  all  material
respects in relation to the financial statements taken as  a
whole.

                                   /s/ Ernst & Young LLP
                                   _____________________
May 13, 2002                       Ernst & Young LLP


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    $uper $aver - A 401(k) Capital Accumulation Plan for Employees
        of Participating AMR Corporation Subsidiaries

       Statements of Net Assets Available for Benefits



                                                    December 31
                                                  2001       2000
                                                   (In Thousands)
                                                    
Assets
Investments                                  $ 3,856,266  $ 3,401,818
Contributions receivable                          17,203        5,573
Interest and dividends receivable                  7,385        8,779
Other receivable                                   2,000        8,615
Total assets                                   3,882,854    3,424,785

Liabilities
Other payables                                        -           727
Total liabilities                                     -           727
Net assets available for benefits            $ 3,882,854  $ 3,424,058


See accompanying notes.


                                   2

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    $uper $aver - A 401(k) Capital Accumulation Plan for Employees
        of Participating AMR Corporation Subsidiaries

      Statement of Changes in Net Assets Available for Benefits

                Year ended December 31, 2001
                       (In Thousands)


                                                      
Contributions:
Employee                                               $ 621,500
Employer                                                  15,805
                                                         637,305

Interest and dividends                                    97,585
Net depreciation in fair value of investments           (171,048)
Distribution payments                                   (106,305)
Transfer to the Plan                                       6,706
Administrative expenses                                   (5,447)
Increase in net assets available for benefits            458,796

Net assets available for benefits at beginning of year 3,424,058
Net assets available for benefits at end of year     $ 3,882,854


See accompanying notes.

                                   3

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$uper $aver - A 401(k) Capital Accumulation Plan for Employees
        of Participating AMR Corporation Subsidiaries

                Notes to Financial Statements

                     December 31,2001

1. Plan Description

General

$uper $aver - A 401(k) Capital Accumulation Plan for Employees of
Participating  AMR  Corporation  Subsidiaries  (the  Plan)  is  a
contributory  program for employees of participating subsidiaries
of  AMR  Corporation  (AMR), including  American  Airlines,  Inc.
(American, a wholly owned subsidiary of AMR). The Plan allows tax-
deferred savings by eligible employees to provide funds for their
retirement.  The  Plan is intended to meet  the  requirements  of
Sections 401(a) and 401(k) of the Internal Revenue Code of  1986,
as  amended  (the  Code),  as well as  the  requirements  of  the
Employee  Retirement  Income Security Act  of  1974,  as  amended
(ERISA).   Participants  should  refer  to   the   Summary   Plan
Description for more complete information.

The  Plan is administered by two committees, the Pension Benefits
Administration  Committee  and the Pension  Asset  Administration
Committee, whose members are appointed by the Board of  Directors
of  AMR or its designee. Towers Perrin provides recordkeeping and
other contract administration services for the Plan. State Street
Bank  and Trust Company serves as Plan trustee. During 2002,  the
Company   will   change  service  providers   relating   to   its
recordkeeping and other contract administration services and  its
Plan trustee.

Income Tax Status

The  Plan  has received a determination letter from the  Internal
Revenue  Service  dated May 29, 1998, stating that  the  Plan  is
qualified  under Section 401(a) of the Code and,  therefore,  the
related  trust is exempt from taxation. Once qualified, the  Plan
is  required  to operate in conformity with the Code to  maintain
its  qualification. The Plan administrator believes the  Plan  is
being operated in compliance with the applicable requirements  of
the  Code and, therefore, believes that the Plan is qualified and
the related trust is tax-exempt.

Eligibility

Employees  are  eligible to participate in the Plan  as  soon  as
administratively possible following the employee's hire date.

                                   4

 10


1. Plan Description (continued)

Contributions

The  Plan  is  voluntary and provides that each  participant  may
elect  to  allow  the employer to deduct from  the  participant's
compensation  contributions  to  the  Plan  as  provided  by  the
provisions of the Plan on either a before-tax or after-tax basis.
Such   contributions  are  subject  to  certain  limitations   in
accordance with provisions of the Code.

American  makes  contributions to the Plan for  Flight  Engineers
equal to six percent of their annual eligible compensation.

AMR   Eagle  Holding  Corporation  (AMR  Eagle,  a  wholly  owned
subsidiary   of  AMR),  makes  contributions  for  its   employee
participants with less than ten years of service in an amount  up
to  50  percent  of  the first six percent of each  participant's
salary.   Employee participants with ten years or more of service
are eligible to receive 50 percent of the first eight percent  of
each participant's salary.

Effective  January 1, 2001, American provided its  current,  non-
contract  employees a one-time option to remain in  the  American
Airlines,  Inc.  Retirement Benefit Plan for Agents,  Management,
Specialists, Support Personnel and Officers (the Pension Plan) or
discontinue accruing future credited service in the Pension  Plan
at  January 1, 2001, and elect to receive a company match  up  to
5.5 percent of employee contributions of pensionable earnings, as
defined, to the Plan.  Employees who were hired prior to December
31,  1999,  who  did not make the election by the deadline  date,
continued to accrue benefits under the Pension Plan, and  do  not
receive  a  company match from the Plan.  Employees hired  on  or
after  January  1,  2000, who did not make the  election  by  the
option  date, were eligible for the Plan's employer  match  after
the  completion of one year of service, and receive  no  benefits
under the Pension Plan.

On  April  9, 2001, American purchased substantially all  of  the
assets  and assumed certain liabilities of Trans World  Airlines,
Inc.  (TWA).   On  that date, TWA employees  became  eligible  to
participate  in  the  Plan  and could  elect  to  transfer  their
existing  TWA defined contribution plan account balance into  the
Plan.  As  a result, approximately $210 million of TWA  rollovers
are  included  in  employee  contributions  for  the  year  ended
December  31, 2001. By December 31, 2001, the employer match  for
former TWA employees was eliminated.

                                 5

 11
1.   Plan Description (continued)

Participants  are immediately vested in their contributions  plus
earnings  thereon.   Full  vesting in the  employer  contribution
portion  of  each  participant's account  plus  earnings  thereon
occurs after five years of service, as defined by the Plan.

Distributions

In accordance with the Plan document and as allowed under Section
401(k)  of  the  Code, distributions of participants'  before-tax
contributions  are available upon retirement, death,  disability,
or separation from service and in amounts necessary to satisfy  a
financial   hardship  as  determined  by  the  Pension   Benefits
Administration Committee, in accordance with the  Plan,  and  the
provisions  of  the  Code. Participants  may  withdraw  after-tax
contributions at any time.

Loans

The  Plan  provides  a  loan  program which  is  administered  in
accordance with the provisions of Section 72(p) of the  Code  and
the  Department of Labor's Regulation 2550.408 b-1. This  program
allows loans of up to 50 percent of each participant's before-tax
contribution  account balance, subject to a maximum  of  $50,000.
Interest rates are based on the prime interest rate minus one
percent at the time the loan is made.

Forfeitures

If  a  participant terminates employment prior  to  vesting,  the
forfeited  amounts shall be applied first to restore  re-employed
participants and then to reduce future employer contributions.

Plan Termination

While  AMR has not expressed any intent to discontinue the  Plan,
the  Board  of  Directors of AMR may terminate the Plan  for  any
reason,  at any time. If the Plan is terminated, each participant
will become fully vested in his/her account balance.

                                   6

 12
1. Plan Description (continued)

Transfer to the Plan

During  2001,  final  assets  in the amount  of  $6,706,313  were
transferred  into  the  Plan  in  conjunction  with  AMR  Eagle's
purchase of Business Express, Inc. in March 1999.


2. Summary of Significant Accounting Policies

Investments

Investments  of  the  Plan  include  shares  in  the   investment
portfolios  of  the  American AAdvantage  Funds  (the  AAdvantage
Funds),  a  diversified management investment company  registered
under  the  Investment  Company Act  of  1940,  as  well  as  six
additional mutual fund families. The AAdvantage Funds are managed
by  AMR  Investment Services, Inc., a wholly owned subsidiary  of
AMR Corporation. Effective July 1, 2001, Plan assets can also  be
invested  in  shares  of common stock of AMR (the  Company  Stock
Fund).  Plan participants can elect to invest up to 10 percent of
their fund balance in the Company Stock Fund.

Investments  in the AAdvantage Funds and other mutual  funds  are
carried  at published per share net asset value. Net asset  value
is  based  on the fair market value of each AAdvantage Fund's  or
mutual  fund's underlying assets and liabilities at the  date  of
determination. The Company Stock Fund is valued based  on  quoted
market  prices.  Participant  loans  are  valued  at  cost  which
approximates fair value.  State Street Bank and Trust Company  is
the  carrier of the Short-Term Investment Fund and this  fund  is
valued at cost which approximates fair value.

A  portion  of  the  Plan's  assets is also  invested  in  demand
deposits  in  the  American Airlines Federal  Credit  Union  (the
Credit  Union  Fund). Investments in the Credit  Union  Fund  are
valued  at  cost  plus accrued interest which  approximates  fair
value.

Purchases  and  sales of securities are reflected  on  the  trade
dates.

                                  7

 13
2. Summary of Significant Accounting Policies (continued)

Net Depreciation in Fair Value of Investments

The  net  depreciation  in  fair value  of  investments  includes
realized  and unrealized investment gains and losses as  well  as
capital gains distributions. Realized gains or losses
on  the disposal of securities are determined on the basis of the
average cost of securities sold, while unrealized gains or losses
are determined on the basis of the cost of securities held at the
end  of  the year. Capital gains are determined by the management
of the American AAdvantage Funds or other mutual funds.

Investment Income

Investment income is allocated to participants' accounts based on
their  pro rata balances within each fund. Dividend and  interest
income is recorded as earned on the accrual basis.

Contributions

Contributions are recorded when payroll deductions are  made  for
Plan participants.

Distributions

Distributions are recorded when paid.

Expenses

Administrative expenses are paid by the Plan and are recorded  on
the accrual basis.

Use of Estimates

The  preparation  of  financial  statements  in  conformity  with
accounting  principles generally accepted in  the  United  States
requires  management to make estimates that  affect  the  amounts
reported  in  the  financial statements and  accompanying  notes.
Actual results could differ from those estimates.

Basis of Accounting

The Plan's financial statements have been prepared on the accrual
basis of accounting.

                                      8

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3. Investments

The fair values of the investments of the Plan at December 31 are
summarized  in the following table. An (*) represents investments
greater than five percent of total Plan assets (in thousands).


                                                  December 31
                                               2001            2000

                                                       
American AAdvantage Large Cap Value Fund       $687,745*      $736,283*


American  AAdvantage Short-Term  Bond Fund       80,725          56,443


American AAdvantage Intermediate Bond Fund       99,681          48,937

American AAdvantage Balanced Fund               267,179 *       255,854 *

American AAdvantage International Equity Fund   242,323 *       354,275 *


American  AAdvantage  S&P  500  Index Fund      228,121 *       316,959 *

American AAdvantage Small Cap Value Fund        176,665          53,047


American   Airlines  Federal   Credit
Union Demand    Deposits                        773,048 *       527,116 *

State Street Bank And Trust Company
Short-Term     Investment Fund                    1,703           1,312

Participant Loans                               188,444         161,166

American AAdvantage Emerging  Markets Fund        6,241           2,762

American AAdvantage International
Equity     Index Fund                             3,747           3,526

American  AAdvantage Small Cap  Index Fund       11,747          13,368

American AAdvantage Large Cap Growth Fund        29,785          16,530





                                         9

 15
3. Investments (continued)


                                                    December 31
                                                 2001           2000

                                                      
Company Stock Fund                           $  12,265      $       -

T. Rowe Price Science & Technology Fund         41,636         55,126

T. Rowe Price Mid-Cap Growth Fund               96,962        104,404

Janus Fund                                     199,744 *      318,308 *

Fidelity Diversified International Fund         69,583         87,845

Fidelity Puritan Fund                           31,294         24,560

Fidelity U.S. Bond Index Fund                   67,756         22,156

Dreyfus Emerging Markets Fund                   16,663         12,704

Dreyfus Founders Discovery Fund                 56,275         79,624

Dreyfus Midcap Value Fund                      167,124         64,651

Dodge & Cox Stock Fund                         117,185         36,635

Berger Small Cap Value Fund                    182,397         48,227

American Select Cash Reserve Fund                  228              -

                                            $3,856,266     $3,401,818


                                        10

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4. Subsequent Events

Employees hired on or after January 1, 2002 will not be  eligible
for  benefits under the Pension Plan but may elect to participate
in the Plan.

Effective  January 1, 2002, full vesting of the employer  portion
of  each participant's account plus earnings thereon occurs after
three years of service, as defined by the Plan.

                                       11

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              Supplemental Schedule















 18
  $uper $aver - A 401(k) Capital Accumulation Plan for Employees
        of Participating AMR Corporation Subsidiaries

    Schedule H; Line 4i- Schedule of Assets (Held At End of Year)

                         EIN: 13-1502798
                           Plan#:013

                        December 31, 2001



                                  (c)
           (b)           Description of Investment
    Identity of Issue,    Including Maturity Date,
      Borrower,              Rate of Interest,             (e)
    Lessor, or Similar     Collateral, Par, or           Current
(a)       Party               Maturity Value              Value

                                                 
   American AAdvantage     American AAdvantage Large
    Funds                   Cap Value Fund               $687,744,498

   American AAdvantage    American AAdvantage Short-
    Funds                   Term Bond Fund                 80,725,384

   American AAdvantage     American AAdvantage
    Funds                   Intermediate Bond Fund         99,680,547

   American AAdvantage     American AAdvantage
    Funds                   Balanced Fund                 267,178,890

   American AAdvantage     American AAdvantage
    Funds                   International Equity Fund     242,323,069

   American AAdvantage     American AAdvantage S&P 500
    Funds                   Index Fund                    228,120,610

   American AAdvantage     American AAdvantage Small
    Funds                   Cap Value Fund                176,664,927

 * American Airlines      Demand deposit accounts         773,048,361
    Federal Credit Union

 * Plan participants      Participant loans, 6% to
                           12%, maturing through 2014     188,443,396

 * State Street Bank &     State Street Bank & Trust
    Trust Company           Company Short-Term Investment
                             Fund                           1,703,339

   American AAdvantage     American AAdvantage
    Funds                   Emerging Markets Fund           6,241,350

   American AAdvantage     American AAdvantage International
    Funds                    Equity Index Fund              3,746,686





                                     12
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$uper $aver - A 401(k) Capital Accumulation Plan for Employees
        of Participating AMR Corporation Subsidiaries

    Schedule H; Line 4i- Schedule of Assets (Held At End of Year)
                         (Continued)

                       EIN: 13-1502798
                          Plan#:013

                       December 31, 2001


                                   (c)
           (b)           Description of Investment
    Identity of Issue,    Including Maturity Date,
      Borrower,              Rate of Interest,             (e)
    Lessor, or Similar     Collateral, Par, or           Current
(a)       Party               Maturity Value              Value




                                                 
   American AAdvantage     American Aadvantage Large
    Funds                   Cap Growth Fund             $ 29,784,655

   American AAdvantage     American AAdvantage Small
    Funds                   Cap Index Fund                11,746,766

 * AMR Corporation         $1 par, Common Stock           12,264,444

   T. Rowe Price           T. Rowe Price Science &
    Associates, Inc.        Technology Fund               41,636,476

   T. Rowe Price           T. Rowe Price Mid-Cap
    Associates, Inc.        Growth Fund                   96,961,895

   Janus Services          Janus Fund                    199,744,289
    Corporate

   Fidelity Institutional  Fidelity Diversified
    Retirement Services     International Fund
    Company                                               69,583,053

   Fidelity Institutional  Fidelity Puritan Fund
    Retirement Services
    Company                                               31,294,287

   Fidelity Institutional  Fidelity U.S. Bond Index
    Retirement Services     Fund
    Company                                               67,755,941

   Dreyfus Services        Dreyfus Emerging Markets
    Corporation             Fund                          16,663,280

   Dreyfus Services        Dreyfus Founders Discovery
    Corporation             Fund                          56,275,268

   Dreyfus Services        Dreyfus Midcap Value Fund     167,123,706
    Corporation

   Dodge & Cox            Dodge & Cox Stock Fund         117,184,841


   Berger LLC             Berger Small Cap Value Fund    182,397,414


   American Select         Cash Reserve Fund                 228,215

                                                      $3,856,265,587

*Party-in-interest

Column (d) is not applicable as all investments are participant
directed.


                                 13


 20
                                                     EXHIBIT 23.1


              Consent of Independent Auditors

We consent to the incorporation by reference in the Registration
Statement (Form S-8 No. 333-61116) pertaining to the $uper $aver
-   A   401(k)  Capital  Accumulation  Plan  for  Employees   of
Participating AMR Corporation Subsidiaries of our  report  dated
May  13,  2002,  with  respect to the financial  statements  and
supplemental  schedule  of  $uper  $aver  -  A  401(k)   Capital
Accumulation Plan for Employees of Participating AMR Corporation
Subsidiaries included in this Annual Report (Form 11-K) for  the
year ended December 31, 2001.


                                   /s/ Ernst & Young LLP
                                   _____________________
Dallas, Texas                      Ernst & Young LLP
June 24, 2002
















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