The Thrill of “Fly Free Faster” is Back in 2004

EARN 10,000 WORLDPERKS^® BONUS MILES FOR USING PARTICIPATING WORLDPERKS PARTNERS.

Registration Period: May 15, 2004 - August 31, 2004
Promotional Period: June 1, 2004 - August 31, 2004

Qualifying Activities

• Must earn one Qualifying Activity after registration and between June 1 and August 31, 2004.
• How to earn a Qualifying Activity:
  • Take a Qualifying Flight on Northwest^®, KLM or Northwest Airlink
  • Apply, be approved and pay the annual fee for a new WorldPerks Visa^® Card (Personal or Business Card)*
  • Sign up for MCI^® service*
  • Sign up for a one or two year service agreement and new phone activation from Nextel**
  • Sign up for a one-year service agreement and new phone activation from T-Mobile***
  • Sign up for EarthLink^®*
  • Purchase a new WorldClubs^® membership (minimum one-year)
  • Purchase a minimum of 5,000 WorldPerks miles through the WorldPerks Buy & Gift Mile program on nwa.com****

* Available to U.S. 50 residents only
** Valid in the U.S. 50 except AK and MT
*** Valid in the U.S. 50 except AK
**** Valid for members with a credit card billing address in the U.S. 50, Guam, Puerto Rico or the Virgin Islands only

Partner Credits

• Must earn a minimum of 5 Partner Credits after registration and between June 1 and August 31, 2004.
• Examples of some of the ways to earn Partner Credits (See terms and conditions below for additional ways to earn Partner Credits and specific details):
  • Shop on the WorldPerks Mall^sm and spend a minimum of $25 on one item (not including tax or shipping) with the shipping date being between June 1 and August 31, 2004. To ensure you receive credit for your transactions, Northwest Airlines recommends making your WorldPerks Mall purchases early in the promotional period.
  • Rent a car from one of our car rental partners.
  • Stay at a partner hotel.
  • Refinance your home.
  • Dine at participating Dining For Miles restaurant.
  • Order flowers for any occasion

The 10,000 Bonus Miles are in addition to the WorldPerks miles you'll earn from the participating WorldPerks Partners!

To Register:

• Enter your WorldPerks number and registration code below. If you have not previously received a registration number, please use 8642.
• Member MUST register prior to participating in the promotion. Late or retroactive registration will not be accepted. Please print your confirmation notice as proof of registration.

TERMS AND CONDITIONS
Promotional Period: June 1 – August 31, 2004

Qualifying Activity (one of the following):

• One Qualifying Activity is required any time after registration and between June 1 – August 31, 2004 (Promotional Period).
  
  
• The Qualifying Activity does not need to take place prior to earning Partner Credits.
  
  
• Qualifying Flight:
  • Qualifying flight segments include any fare in which you earn WorldPerks miles, on flights departing during Promotional Period.
  • Only one qualifying flight segment is required and it must be flown on or between June 1 - August 31, 2004. A round-trip flight is not required.
  • Flights must be operated by Northwest Airlines or KLM Royal Dutch Airlines or Northwest Airlink flight numbers 2800-2899 / 3700-3799 / 4700-4799 / 5600-5999 (operated by Pinnacle Airlines d/b/a NW Airlink) and flight numbers 2700-2799 /2900-3699 (operated by Mesaba d/b/a NW Airlink).
  
  
• Other Qualifying Activities:
  • An installation for MCI, Nextel, T-Mobile or an application for a new WorldPerks Visa Card must be approved during the Promotional Period to qualify. Installations or applications completed but not approved do not qualify. Please allow 10 business days from date of application for partner approval.
  • WorldPerks will use the transaction date received from the Participating Partner to determine if the Qualifying Activity transaction was approved after registration and within the Promotional Period and thus counts as a Qualifying Activity.
  • Must be approved and pay the annual fee for a new WorldPerks Visa Personal Card or Business Card to count as a Qualifying Activity. Approval of a WorldPerks Visa Check Card does not count as a Qualifying Activity.
  • MCI Qualifying Activity requires a new account sign up.
  • Nextel Qualifying Activity includes new phone activation and a new one or two year service agreement.
  • T-Mobile Qualifying Activity includes new phone activation and a new one-year service agreement.
  • EarthLink^® Qualifying Activity requires either a new or upgraded EarthLink account and awarded miles with a transaction date during the Promotional Period. An upgraded account is defined as an existing customer moving from a dial-up account to a cable, DSL or BlackBerry^® product.
  • WorldPerks Buy & Gift Miles require a minimum of 5,000 miles purchased on one transaction. Buyer receives the Qualifying Activity.
  • WorldClubs membership must be a new membership valid for a minimum of one year.

Earn 5 Partner Credits (in addition to the Qualifying Activity):

• For All Participating Partners:
  • A Partner Credit may be earned before or after the Qualifying Activity, as long as it is after registration and between June 1 and August 31, 2004.
  • WorldPerks will use the transaction date received from the Participating Partner to determine if the transaction falls within the promotional period and thus counts as a Partner Credit.
  • A Partner Credit is defined as earning the standard/base WorldPerks miles awarded from a participating partner based on an activity during the Promotional Period.
  • A Partner Credit cannot be earned for completing a Qualifying Activity. However, you will earn a Partner Credit from WorldPerks Visa, MCI, and EarthLink if you earn usage miles (i.e. miles for the dollars spent) or from T-Mobile if you earn loyalty miles (i.e. 500 miles every 6 months) during the Promotional Period. See the Communication Services section for additional details.
  
  
• Credit/Charge/Check Cards (see partner list below)
  • Maximum 1 Partner Credit for a purchase made on each of the WorldPerks Visa Card Products (Personal Card, Business Card and Check Card). For example, a purchase made on each of the WorldPerks Visa Products (Personal Card, Business Card and Check Card) would earn a maximum of 3 Partner Credits.
  • WorldPerks Visa Card (Personal/Business): Miles earned on WorldPerks Visa purchases must have a transaction date during the promotional period to qualify. Your transaction date is the end date of your WorldPerks Visa billing/statement cycle, and is reflected as your “statement date” on your monthly WorldPerks Visa statement. To ensure that your WorldPerks Visa purchases count towards a Partner Credit, it is recommended that purchases are made by July 31, 2004, given that most August purchases will be reflected on a September statement. Approval and payment of the initial annual fee for any new WorldPerks Visa Card counts as a Qualifying Activity but does not count as a Partner Credit.
  • WorldPerks Visa Check Card: a member must have earned WorldPerks miles for charges made on the WorldPerks Visa Check Card during the Promotional Period. To ensure that your WorldPerks Visa purchases count towards a Partner Credit, it is recommended that purchases are made by July 31, 2004, given that most August purchases will be reflected on a September WorldPerks Visa statement. Approval and payment of the annual fee of a new WorldPerks Visa Check Card does not count as a Qualifying Activity or Partner Credit.
  • Club Rewards^® from Diners Club^®: Cardmembers must convert Club Rewards points into miles to earn a Partner Credit. Maximum 1 Partner Credit for Diners Club per Promotional Period.
  • WorldPerks Visa Cards are issued by subsidiaries of U.S. Bancorp.
  
  
• Communications Services (see partner list below)
  • Partner Credits vary by partner
  • AT&T; Worldnet Service: A member must receive miles for AT&T; Worldnet Service with a transaction date during the Promotional Period to earn a maximum of 1 Partner Credit.
  • EarthLink: Members who signed up for EarthLink service prior to April 1, 2003 and are currently earning miles for monthly activity will earn a maximum of 1 Partner Credit for miles that post with a transaction date within the Promotional Period. All other miles earned for EarthLink service do not qualify as a Partner Credit.
  • MCI: Monthly activity miles earned with MCI usage must have a activity/transaction date during the promotional period to qualify. To ensure that your MCI usage miles count towards a Partner Credit, it is recommended that MCI enrollment is done by July 31, 2004, given that most August usage will reflect on a September statement. MCI enrollment counts as a Qualifying Activity but does not count as a Partner Credit.
  • T-Mobile: A member must earn 500 loyalty WorldPerks miles from T-Mobile during the Promotional Period to earn a maximum of 1 Partner Credit. Loyalty miles are awarded to T-Mobile subscribers every six months. New T-Mobile phone activation and service agreements signed and awarded miles with a transaction date during the Promotional Period will be credited as a Qualifying Activity not a Partner Credit.
  
  
• Hotels (see partner list below)
  • Multiple Partner Credits allowed per partner.
  • For hotel stays, member must select WorldPerks miles at time of check-in to receive one Partner Credit for each qualifying stay.
  • Members must choose WorldPerks miles as their preferred earning alliance in hotel programs that require membership to earn miles.
  • Multiple Partner Credits can be earned for multiple qualifying hotel stays. For example, all 5 Partner Credits can be earned from 5 different stays at the same hotel partner or from 5 stays at different hotel partners.
  • A member may also convert hotel program points into WorldPerks miles to earn one Partner Credit per partner during the Promotional Period. Partners who participate in point-to-mile conversions are: Radisson Gold Rewards^sm, Hyatt Gold Passport^®, Marriott Rewards^®, Starwood Preferred Guest^®, Priority Club Rewards^®, Best Western Gold Crown Club^® International, Choice Privileges^® and EA$Y CHOICE^®.
  • Maximum of 1 Partner Credit per points conversion into miles per hotel partner per Promotional Period.
  
  
• Car Rentals (see partner list below)
  • Each qualifying car rental counts as 1 Partner Credit.
  • Multiple Partner Credits can be earned for multiple car rentals. For example, all 5 Partner Credits can be earned from 5 different car rentals with the same partner or 5 car rentals from different partners.
  
  
• Mortgage and Real Estate (see partner list below)
  • Multiple credits allowed per partner
  • For LendingTree^® Real Estate and Mortgage and U.S. Bank Home Mortgage, earn 1 Partner Credit per closed transaction during the Promotional Period.
  
  
• Miscellaneous Partners (see partner list below)
  • One Partner Credit per transaction (multiple Partner Credits may be earned per partner except for a maximum of 1 Partner Credit with E*Trade Financial).
  • The transaction date on merchandise purchased will be the date that the item is shipped and your credit card is charged. This date must be within the Promotional Period.
  • All Bensinger's transactions made between the 1st - 15th of each month will count as 1 Partner Credit and all transactions made between the 16th and the last the day of the month will count as 1 Partner Credit. A maximum of 2 Partner Credits per month is allowed for Bensinger's Fine Cleaners.
  
  
• WorldPerks Mall^® Retail Partners (see partner list below)
  • Maximum of one Partner Credit per WorldPerks Mall retailer.
  • Minimum purchase of $25 for one item (excluding tax and shipping) required for purchase to count as a Partner Credit.
  • Partner Credits are only awarded for online purchases through the WorldPerks Mall at www.nwa.com/mall.
  • The transaction date on merchandise purchased will be the date that the item is shipped and your credit card is charged. This date must be within the Promotional Period.
  • To ensure you receive credit for your transactions, Northwest Airlines recommends making your WorldPerks Mall purchases early in the promotional period.
  
  
• Partner credit will not be awarded for purchase of gift certificates at these WorldPerks Mall merchants:
  • A La Zing
  • Barnes & Noble.com
  • Best Buy
  • Brookstone
  • Circuit City
  • eBags
  • Franklin Covey
  • Gateway
  • Hallmark.com
  • J Jill
  • JCPenney
  • L.L. Bean (if under $50)
  • Lands’ End
  • Macy’s
  • Omaha Steaks
  • Osh Kosh
  • Sharper Image
  • Sony Music Direct
  • Target
  • The Golf Warehouse
  
  
• For other partners with special offers on the WorldPerks Mall (not specifically listed under WorldPerks Mall Retail Partners list), see terms and conditions specific to those partner categories.

Mileage Posting:

• A maximum of 10,000 Bonus Miles per WorldPerks account will be awarded for this promotion. No partial mileage bonus will be awarded for this promotion.
• Posting of the 10,000 Bonus Miles will take place at the same time as your final qualifying transaction (either a Qualifying Activity posting or your fifth Partner Credit posting) and will be reflected as "Fly Free Faster 2004" on your WorldPerks Mileage Summary.
• Please allow 6-8 weeks for WorldPerks miles to post to your WorldPerks account and be counted as a Qualifying Activity or a Partner Credit. Northwest is not responsible for partner posting delays.
• All participating partner program terms and conditions apply.
• Northwest reserves the right to add, delete or modify the participating partner listing with or without notification. Northwest is not responsible for any malfunctions associated with web registration process that result in late registration or incomplete information.
• Northwest is the final authority on all disputes. All disputes should be sent in writing to:
  WorldPerks Service Center
  601 Oak Street
  Chisholm, MN 55719-1995
• Other restrictions may apply.

Participating Partners

CREDIT/CHARGE/CHECK CARDS
Diners Club^®
WorldPerks Visa^® Personal Cards
WorldPerks Visa^® Business Card
WorldPerks Visa^® Check Card

COMMUNICATIONS SERVICES
AT&T; Worldnet^® Service
EarthLink^®
Nextel Communications, Inc.
MCI^®
The Neighborhood built by MCI
T-Mobile

HOTELS & LODGING
Best Western^® International – Gold Crown Club^® International

Choice Hotels International^® –Choice Privileges^® & EA$Y CHOICE^®
Clarion^®
Comfort Inn^®
Comfort Suites^®
Econo Lodge^®
MainStay Suites^®
Quality^®
Rodeway Inn^®
Sleep Inn^®

Golden Tulip
Golden Tulip Hotels
Tulip Inns

Grupo Posadas – Fiesta Rewards
Caesar Park Hotels
Fiesta Americana Hotels and Resorts
Fiesta Americana Grand
Fiesta Inn
Caesar Business Hotels

Hilton Family of Hotels and Resorts – Hilton HHonors^®
Hilton^®
Conrad^®
Doubletree^®
Embassy Suites Hotels^®
Hampton Inn^®
Hampton Inn & Suites^®
Hilton Garden Inn^®
Hilton Grand Vacation^®
Homewood Suites by Hilton^®
Scandic Hotels

Hyatt Hotels and Resorts^® – Hyatt Gold Passport^®
Hyatt Hotels and Resorts^®
Hawthorn Suites

Marriott International – Marriott Rewards
Courtyard^® by Marriott
Fairfield Inn^® by Marriott
Marriott^® Hotels, Resorts and Suites
Marriott Vacation Club^SM International
Renaissance^® Hotels, Resorts and Suites
Residence Inn^® by Marriott
SpringHill Suites^® by Marriott
TownePlace Suites^® by Marriott

New Otani Hotels New Otani Club

JAL Hotels
Nikko Hotels International
Hotel JAL City

Okura Hotels – Okura Club International
Okura Hotels & Resorts
Okura Frontier Hotels

Pan Pacific Hotels and Resorts
Pan Pacific Hotels and Resorts
Tokyu Hotels and Resorts
Tokyu Inns
Excel Tokyu

Radisson^® Hotels & Resorts – Radisson Gold Rewards^SM

Regent International Hotels

Red Lion^® & WestCoast^® Hotels – Guest Awards^™
Red Lion Hotels^®
West Coast Hotels^®

Rewards Network^SM Hotels For Miles^®

Shangri-La Hotels and Resorts – Golden Circle
Shangri-La Hotels and Resorts
Traders Hotels

InterContinental^® Hotels Group – Priority ClubM^® Rewards
InterContinental^® Hotels & Resorts
Candlewood Suites^®
Crowne Plaza^® Hotels & Resorts
Holiday Inn^® Hotels & Resorts
Holiday Inn Express^®
Staybridge Suites^® by Holiday Inn^®

Starwood Hotels and Resorts – Starwood Preferred Guest^®
Westin^® Hotels & Resorts
Sheraton^® Hotels & Resorts
Four Points^® by Sheraton
St. Regis^®
The Luxury Collection^®
W Hotels^®

Summit Hotels & Resorts

CAR RENTAL
Alamo^® Rent A Car
Dollar Rent A Car
National Car Rental^®
Thrifty Car Rental

MORTGAGE AND REAL ESTATE
LendingTree^® Real Estate and Mortgage
U.S. Bank Home Mortgage

MISCELLANEOUS
Rewards Network^SM Dining For Miles^®
Bensinger's Fine Cleaners
Calyx & Corolla^®
Cruise Locators
D.O.C Optical
E*TRADE Financial^®
The Flower Club^®
FTD.COM^®
Tesoro Petroleum's Free Fillin'^® Program

WORLDPERKS MALL RETAILERS
Adidas
Alazing
Avon
Baby Universe
Banana Republic
Barnes & Noble.com
Batteries.com
Best Buy
Bluefly
Bose
Brookstone
Cabela’s
Cambridge Soundworks
Chef's
Circuit City
Coldwater Creek
Cooking.com
Custom Framed Art
Dell
Diamond.com
Disney Store
Drugstore.com
DVD Planet
eBags
Eddie Bauer
Footlocker
Fossil
Franklin Covey
Gaiam
Gamefest.com
Gap
Gateway.com
Gevalia
Giftcertificates.com
GigaGolf
Goodguys.com
H20 Plus
Hallmark.com
Hammacher Schlemmer
Harry and David
Hickory Farms
HPShopping.com
J Jill
J&R;
JCPenney
Kenneth Cole
Kohl's
Lands’ End
Lids
LinenPlace
L.L.Bean
Macy's
Microsoft
Mikasa
Mrs. Fields
Musician’s Friend
Nirvana Chocolates
Nordstrom
Novica
OfficeMax.com
Old Navy
Omaha Steaks
One Step Ahead
Osh Kosh
Overstock.com
Paul Fredrick Menstyle
Perfumania
PetSmart
Red Envelope
REI
Restoration Hardware
Rosetta Stone
Sharper Image, The
Smith + Noble
Sony Music
Spiegel
Target
TGW.com - The Golf Warehouse
Things Remembered
Timberland
Time Life