AADVANTAGE® VIDEO CONTEST RULES FEBRUARY 2011

1. NO PURCHASE NECESSARY TO ENTER OR CLAIM PRIZE.

2. TO ENTER. Between 12:01 a.m. Eastern Standard Time (EST) on February 23, 2011, and 11:59 p.m. Eastern Daylight Time (EDT) on March 14, 2011, (“Promotional Period”), submit a video entry in the manner listed below. All entries must be received by 11:59 p.m. EST on March 14, 2011. AAdvantage® members legally residing in the United States may submit an unlimited number of 30 second videos during the Promotional Period. During the Promotion Period, you will receive one (1) entry when you submit an accepted video on the AAdvantage® video site at www.aa.com/video. Only completed and accepted video postings on the AAdvantage® video site are eligible.

The video entry form acts as a license agreement ("Terms Agreement") between you and American Airlines concerning your submission(s) containing artwork, audio recordings, copy, ideas, images, music, photography, text, video recordings, written materials and/or other materials ("Submission") for American Airlines' consideration and possible use in connection with American Airlines AAdvantage® program marketing. For good and valuable consideration, the receipt of which you hereby acknowledge, you agree to all terms and conditions found in the User Generated Submission attached and made a part of these rules. Once submitted, all entries become the exclusive property of American Airlines, Inc. (“American Airlines” or “Sponsor”) and will not be acknowledged nor will they be returned.

3. AAdvantage® members may submit an unlimited number of 30 second videos about their experience as an AAdvantage® member. It may be about earning or redeeming AAdvantage® mile or the elite status program. Videos will be judged on creativity, quality, and the extent to which the video represents the AAdvantage® program. Videos must be thirty (30) seconds in length and must not exceed a size of 10 MB. Videos that are more than thirty (30) seconds in length will be disqualified. Acceptable video formats for uploading video are .avi, .mov, .wmp and mp4. Videos may not contain derogatory language about American Airlines or any of its products, services or affiliates. Videos may not portray or contain subject matter or language that is offensive, sexually explicit, or in any way would be offensive to others. All video postings will be reviewed by the Administrator prior to appearing on the site. Any videos deemed inappropriate will be disqualified.

4. PRIZE DETAILS. Thirty (30) Grand Prizes, consisting of 30,000 AAdvantage® miles which may be used for round trip coach air transportation for two on American Airlines or its “Airline Associates” (American Eagle, Executive Airlines or the AmericanConnection® carrier), oneworld® carriers or AAdvantage® participating airlines, also referred to as “Airline Partners”, Approximate total retail value (ARV) of Grand Prize AAdvantage® miles is $22,500. Winners are responsible for any applicable fees, service charges, surcharges or passenger facility charges, and all insurance, federal, state, local and foreign taxes, if any, and gratuities, meals, incidentals and any other unspecified expenses associated with acceptance or use of the Prize. Prize is provided “as is” and without any warranty of any kind. Prize is non-transferable. No cash redemption or prize substitution allowed by winner. Sponsor reserves the right to substitute prize of equal or greater value if advertised prize becomes unavailable. Limit one prize per household/family.

5. JUDGING AND AWARDING OF PRIZES. On or about March 31, 2011, American Airlines AAdvantage® marketing (“Judges”) will judge all eligible videos and select thirty (30) videos as Finalists. As a contestant, you agree to the following:
(a) Submit videos for which you are the author of the Submission and
(b) That each and every element of the Submission is an original work created by you;
(c) You are the sole and exclusive owner of the Submission and all of the trademark and copyrights therein;
(d) No third party is entitled to any compensation or payment as a condition for American Airlines’ use and exploitation of the Submission; and
(e) The Submission, and each and every element therein, does not (i) infringe upon the copyright, trademark or other intellectual property right of any third party, (ii) violate the privacy or publicity rights of any third party, and (iii) contain any libelous or slanderous material or defame any third party. Videos may not contain any (i) pornography or sexually explicit content, (ii) criminal or illegal acts, and (iii) violent or dangerous acts.

The Judge’s decisions will be final in all matters relating to this contest. The winners will be notified by phone and/or email the week following the first round of judging. The potential winners may be required to sign an affidavit of eligibility (which affirms that he/she has complied with these rules) as well as a liability release, and where legal, a publicity release, each of which, if issued, must be completed, signed and returned within five (5) days from date of issuance, or the contest entry will be voided and any related prize will be forfeited. In such an event, an alternate video will be selected. If any prize, prize notification or attempted notification is returned as undeliverable, the prize will be forfeited and may be awarded to an alternate winner.

6. ODDS. Odds of winning depend upon the number of eligible entries received.

7. ELIGIBILITY. Contest and Sweepstakes open to AAdvantage® members residing in the 50 United States and the District of Columbia who are 18 years of age or older at the time of entry. Employees and agents of Sponsor, Administrator and each of its parents and affiliates, agencies, distributors, wholesalers and retailers, and members of such employees’ immediate families and individuals living in the same household with such employees, are not eligible to win. Void in Puerto Rico and where prohibited or otherwise restricted by law.

8. AADVANTAGE® MILES TERMS. American Airlines AAdvantage® miles will be credited to the AAdvantage® account of each winner, who must provide a valid AAdvantage® membership number in order to receive the mileage credit. Winners who are not AAdvantage® members may join at no cost online at www.aa.com or by calling the AAdvantage® membership desk at 1-800-882-8880. The credited miles may thereafter be redeemed in any manner consistent with the AAdvantage® program Terms and Conditions, which can be found at www.aa.com/aadvantage when you click on Program Details and then click on Terms and Conditions and which are subject to change at any time without notice. American Airlines may, among other things, (i) withdraw, limit, modify, or cancel any award; (ii) change program benefits, mileage levels, participant affiliations, conditions of participation, rules for earning, redeeming, retaining or forfeiting mileage credit, or rules for the use of travel awards; or (iii) add travel embargo dates, limit the number of seats available for award travel (including, but not limited to, allocating no seats on certain flights) or otherwise restrict the continued availability of travel awards or special offers. American Airlines may make any one or more of these changes at any time even though such changes may affect your ability to use the mileage credit or awards that you have already accumulated. American Airlines reserves the right to end the AAdvantage® program with six (6) months notice. AAdvantage® travel awards, accrued mileage credits and special offers are subject to government regulations. American Airlines is not responsible for products and services offered by other participating companies. For complete AAdvantage® program details, visit www.aa.com/aadvantage. Sponsor is not liable for any expense incurred as a consequence of a flight cancellation or flight delay.

8. AADVANTAGE® MILE VOUCHER TERMS. AAdvantage® miles will be sent to the winner in the form of a voucher. Voucher is not redeemable for cash. Voucher may not be transferred, purchased, sold or bartered. Only original vouchers will be honored. Voucher is void if reproduced, altered, counterfeited, obtained or used improperly. Lost, stolen, damaged or destroyed vouchers will not be replaced by American Airlines. Determination of income tax liability on mileage vouchers and AAdvantage® travel awards is the responsibility of the holder. The holder of this voucher has only the limited right to surrender same to American Airlines in accordance with rules and conditions stated herein for crediting of mileage by American Airlines and subject to all AAdvantage® Terms and Conditions. Voucher must be deposited online at www.depositAAmiles.com to the AAdvantage® account of each winner, who must provide a valid AAdvantage® membership account number in order to receive the mileage credit. Winners who are not AAdvantage® members may join at no cost online at www.aa.com or by calling the AAdvantage® membership desk at 1-800-882-8880. The AAdvantage® miles program Terms and Conditions can be found at www.aa.com/aadvantage when you click on Program Details and then click on Terms and Conditions. The Terms and Conditions are subject to change at any time without notice. Mileage credit can be deposited only once on or before the expiration date. American Airlines may, among other things, (i) withdraw, limit, modify, or cancel any award; (ii) change program benefits, mileage levels, participant affiliations, conditions of participation, rules for earning, redeeming, retaining or forfeiting mileage credit, or rules for the use of travel awards; or (iii) add travel embargo dates, limit the number of seats available for award travel (including, but not limited to, allocating no seats on certain flights) or otherwise restrict the continued availability of travel awards or special offers. American Airlines may make any one or more of these changes at any time even though such changes may affect your ability to use the mileage credit or awards that you have already accumulated. American Airlines reserves the right to end the AAdvantage® program with six months notice. AAdvantage® travel awards, accrued mileage credits and special offers are subject to government regulations. American Airlines is not responsible for products or services offered by other participating companies. For complete depositAAmiles program details, visit www.depositAAmiles.com. For complete AAdvantage® program details, visit www.aa.com/aadvantage.

9. USE OF DATA. Sponsor will be collecting personal data about participants online, in accordance with its privacy policy. Please review the Sponsor's privacy policy at www.aa.com/privacy. By participating in the Sweepstakes, entrants hereby agree to Sponsor's collection and usage of their personal information and acknowledge that they have read and accepted Sponsor's privacy policy.

10. TAXES. Any valuation of the prizes stated above is based on available information provided to the Sponsor, and the value of any prize awarded to a winner may be reported for tax purposes as required by law. Winner is solely responsible for reporting and paying any and all applicable taxes. Winner must provide the Sponsor with valid identification and a valid taxpayer identification number or social security number before any prize will be awarded. Any person winning over $600 in prizes from Sponsor will receive an IRS form 1099 at the end of the calendar year and a copy of such form will be filed with the IRS.

11. OTHER CONDITIONS. All federal, state and local laws and regulations apply. Sponsor reserve the right, at its/ sole discretion, to modify or suspend this Sweepstakes or any portion hereof, or to disqualify any individual implicated in any of the following actions, if for any reason: (a) infection by computer virus, bugs, tampering, unauthorized intervention, actions by entrants, fraud, technical failures, or any other causes which, in Sponsor’s sole opinion, corrupt or affect the administration, security, fairness, integrity or proper conduct of the Sweepstakes, (b) the Sweepstakes or any website associated therewith (or any portion thereof) becomes corrupted or does not allow the proper processing of entries per these rules, or (c) the Sweepstakes is otherwise not capable of running as planned by Sponsor(s). In the event of modification or suspension, Sponsor shall award the Prizes to Winners to be selected in random drawings from among the remaining uncorrupted eligible entries. By entering, participants agree to release and hold harmless Sponsor, Administrator, and each of their parents, subsidiaries, affiliates, divisions, advertising and promotional agencies, wholesalers and retailers, and each of the foregoing entities’ employees, officers, directors, shareholders and agents (collectively the “Released Parties”), from and against any and all claims, actions and/or liability for any injuries or death, loss or damage of any kind arising from or in connection with participation in and/or entry into the Sweepstakes or acceptance or use of any Prize or participation in any Sweepstakes-related travel or other activity and for any claims based on publicity rights, defamation, invasion of privacy and merchandise delivery. The Released Parties are not responsible or liable for any incorrect or inaccurate entry information, and assume no responsibility for (i) any error, omission, interruption, defect or delay in operation or transmission at any website, (ii) failure of any entry to be received by Sponsor(s) due to technical problems, human error or traffic congestion on the Internet or at any website, (iii) communications line, hardware and/or software failures, (iv) damage to any computer (software or hardware) resulting from participation in the Sweepstakes, (v) theft or destruction of, tampering with, unauthorized access to, or alteration of entries and/or entry information, or (vi) entries which are late, lost, stolen, damaged, illegible, unintelligible and/or postage due (or any combination thereof). The use of third-party software or website or automated entry systems to participate is prohibited, and Sponsor reserves the right to disqualify entries made in such fashion. By entering, entrants agree to comply with these rules. Any entrant who attempts to tamper with this Sweepstakes in any way shall be disqualified. In the event of dispute as to who submitted an online entry, the entry will be deemed submitted by the Authorized Account Holder of the email address submitted at the time of entry. “Authorized Account Holder” is defined as the natural person assigned to an email address by an Internet access provider, on-line service provider or other organization responsible for assigning email addresses for the domain associated with the email address in question. Additional restrictions may apply.

12. DISPUTES. Entrant agrees that: (i) any and all disputes, claims and causes of action arising out of or connected with this contest or any prizes awarded shall be resolved individually, without resort to any form of class action, and exclusively by the United States District Court for the Northern District of Texas or the appropriate Texas State Court located in Fort Worth, Texas; (ii) any and all claims, judgments and awards shall be limited to actual out-of-pocket costs incurred, including costs associated with entering the contest but in no event attorneys' fees; and (iii) under no circumstances will entrant be permitted to obtain awards for and entrant hereby waives all rights to claim punitive, incidental and consequential damages and any other damages, other than for actual out-of-pocket expenses, and any and all rights to have damages multiplied or otherwise increased. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATIONS OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE MAY NOT APPLY TO YOU. All issues and questions concerning the construction, validity, interpretation and enforceability of these Official Rules, or the rights and obligations of the entrant and Sponsor in connection with the contest, shall be governed by, and construed in accordance with, the laws of the State of Texas, without giving effect to any choice of law or conflict of law rules (whether of the State of Texas or any other jurisdiction), which would cause the application of the laws of any jurisdiction other than the State of Texas.

13. WINNERS' LIST. For a list of winners, send a self-addressed, stamped envelope by April 18, 2011, to “American Airlines AAdvantage® Video Contest” Attn: Promotions Team, PO Box 619616, MD 2729, DFW Airport, TX 75261-9616. The winning videos will be posted online on or about April 18, 2011 at AA.com/aadvantage30th.

14. ADMINISTRATOR. The Marketing Arm, 1999 Bryan St, Ste. 1800, Dallas, TX 75201.

15. SPONSOR. American Airlines, Inc., 4333 Amon Carter Blvd., Ft. Worth, Texas 76155.

American Eagle Airlines and the AmericanConnection® carrier are regional airlines associated with American Airlines, Inc. American Eagle service is operated by American Eagle Airlines, Inc., or Executive Airlines, Inc., each of which is a wholly owned subsidiary of the parent company of American Airlines. The AmericanConnection® service is operated by Chautauqua Airlines, Inc., an unaffiliated independent contractor.

AAdvantage, AmericanAirlines, American Eagle, Executive Airlines and AmericanConnection are trademarks of American Airlines, Inc., oneworld is a trademark of oneworld Alliance LLC Copyright 2011 American Airlines, Inc. All Rights Reserved. Printed in U.S.A.

USER GENERATED SUBMISSION LICENSE AGREEMENT

The entry form acts as a User Generated Submission License Agreement ("Terms Agreement") between you and American Airlines concerning your submission(s) containing artwork, audio recordings, copy, ideas, images, music, photography, text, video recordings, written materials and/or other materials ("Submission") for American Airlines’ consideration and possible use in connection with AAdvantage® Video Contest (the "Contest"). For good and valuable consideration, the receipt of which you hereby acknowledge, you agree to the following:

1. You hereby grant American Airlines the following rights:
(a) An irrevocable, non-exclusive, royalty-free perpetual license to use and exploit the Submission, including, without limitation, the title(s) and each and every element of the Submission, in whole or in part, in any and all manner and media throughout the world; and
(b) The right to use your name, voice, image, likeness and biographical data in connection with both the Submission and the Promotion, including, without limitation, in credits, advertising, publicity, promotional and marketing materials.

2. You hereby acknowledge and agree that:
(a) American Airlines shall have the right to crop, edit, alter or arrange the Submission in any way it desires in American Airlines’ sole discretion;
(b) American Airlines shall not have any obligation to provide you with any credit when using your Submission, but in the event American Airlines chooses to provide you with credit the size and placement of the credit shall be at American Airlines’ sole discretion;
(c) No confidential or fiduciary relationship exists between you and American Airlines, and that no such relationships have been established by reasons of this Terms Agreement or by reason of my submission to American Airlines.
(d) You shall waive any "droit moral" or "moral rights" that you may have in the Submission;
(e) You will not issue any publicity concerning American Airlines and/or the Promotion;
(f) You are not entitled to any compensation or other payment from American Airlines in connection with the Submission; and
(g) American Airlines has not made any promises or representations to you in order to induce you to provide the Submission

3. You represent and warrant that:
(a) You have the full power and authority to enter into this Terms Agreement, to grant the rights herein and to perform all of your obligations set forth in this Terms Agreement;
(b) You are the author of the Submission and that each and every element of the Submission is an original work created by you;
(c) You are the sole and exclusive owner of the Submission and all of the trademark and copyrights therein;
(d) No third party is entitled to any compensation or payment as a condition for American Airlines’ use and exploitation of the Submission; and
(e) The Submission, and each and every element therein, does not (i) infringe upon the copyright, trademark or other intellectual property right of any third party, (ii) violate the privacy or publicity rights of any third party, and (iii) contain any libelous or slanderous material or defame any third party;
(f) The Submission does not contain any (i) pornography or sexually explicit content, (ii) criminal or illegal acts, and (iii) violent or dangerous acts.