FORM 4
[ X ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
OMB APPROVAL
OMB Number: 3235-0287
Expires: February 28, 2011
Estimated average burden
hours per response...
0.5
                      
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public
Utility Holding Company Act of 1935 or Section 30(f) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

STEENLAND DOUGLAS M
2. Issuer Name and Ticker or Trading Symbol

NORTHWEST AIRLINES CORP [ NWA ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__ X __ Director                      _____ 10% Owner
__ X __ Officer (give title below)      _____ Other (specify below)
President & CEO
(Last)          (First)          (Middle)

C/O NORTHWEST AIRLINES CORPORATION, 2700 LONE OAK PARKWAY
3. Date of Earliest Transaction (MM/DD/YYYY)

10/29/2008
(Street)

EAGAN, MN 55121
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock   10/29/2008     M    375000   A   (1) 987672   D    
Common Stock   10/29/2008     D (1)    375000   D $11.22   612672   D    
Common Stock   10/29/2008     D (2)    612672   D   (2) 0   D    

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
6. Date Exercisable and Expiration Date 7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Retention Units     (1) 10/29/2008        375000         (1)   (1) Common Stock   375000   $0   375000   D    
Restricted Retention Units     (1) 10/29/2008           375000      (1)   (1) Common Stock   375000   $0   0   D    
Employee Stock Option (right to buy)   $22.68   10/29/2008           159071      (3) 6/13/2017   Common Stock   159071     (3) 0   D    
Employee Stock Option (right to buy)   $22.26   10/29/2008           159071      (3) 6/27/2017   Common Stock   159071     (3) 0   D    
Employee Stock Option (right to buy)   $21.07   10/29/2008           159072      (3) 7/12/2017   Common Stock   159072     (3) 0   D    

Explanation of Responses:
( 1)  On April 14, 2008, the Reporting Person was granted 375,000 restricted retention units, which would vest and become payable in cash upon, among other events, the consummation of the merger of the Issuer and Delta Air Lines, Inc. ("Delta"), which occurred on October 29, 2008. Each unit represented the right to receive, upon such event, cash equal to the fair market value of the Issuer's common stock on the vesting date, not to exceed $22.00 per share for this purpose. On October 28, 2008, the restricted retention units were modified such that the units, as modified, would deliver a retention payment of not less than $11.22 per unit (the share price of the Issuer's common stock on the date that the restricted retention units were intially granted).
( 2)  The shares were disposed of pursuant to the merger agreement dated as of April 14, 2008 between the Company and Delta (the "Merger Agreement") in exchange for shares of Delta common stock.
( 3)  The option, which provided for vesting in nine equal installments commencing on the grant date and continuing thereafter on each six-month anniversary of May 31, 2007 (the date the Company emerged from bankruptcy), was canceled in the merger and replaced with an option to purchase shares of Delta common stock pursuant to the Merger Agreement.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
STEENLAND DOUGLAS M
C/O NORTHWEST AIRLINES CORPORATION
2700 LONE OAK PARKWAY
EAGAN, MN 55121
X
President & CEO

Signatures
Cathy R. Sams, by power of attorney 10/31/2008
** Signature of Reporting Person Date


Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
Northwest Airline (NYSE:NWA)
과거 데이터 주식 차트
부터 11월(11) 2024 으로 12월(12) 2024 Northwest Airline 차트를 더 보려면 여기를 클릭.
Northwest Airline (NYSE:NWA)
과거 데이터 주식 차트
부터 12월(12) 2023 으로 12월(12) 2024 Northwest Airline 차트를 더 보려면 여기를 클릭.