SEC FORM 4

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

STEENLAND DOUGLAS M

(Last)

(First)

(Middle)

C/O NORTHWEST AIRLINES CORPORATION

2700 LONE OAK PARKWAY

(Street)

EAGAN

55121

(City)

(State)

(Zip)

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

3. Date of Earliest Transaction (Month/Day/Year)
10/29/2008

4. If Amendment, Date of Original Filed (Month/Day/Year)

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. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction 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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	10/29/2008		M		375,000	A	⁽¹⁾	987,672	D
Common Stock	10/29/2008		D⁽¹⁾		375,000	D	$11.22	612,672	D
Common Stock	10/29/2008		D⁽²⁾		612,672	D	⁽²⁾	0	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction 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 (Month/Day/Year)		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: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Retention Units	⁽¹⁾	10/29/2008		A		375,000		⁽¹⁾	⁽¹⁾	Common Stock	375,000	$0	375,000	D
Restricted Retention Units	⁽¹⁾	10/29/2008		M			375,000	⁽¹⁾	⁽¹⁾	Common Stock	375,000	$0	0	D
Employee Stock Option (right to buy)	$22.68	10/29/2008		D			159,071	⁽³⁾	06/13/2017	Common Stock	159,071	⁽³⁾	0	D
Employee Stock Option (right to buy)	$22.26	10/29/2008		D			159,071	⁽³⁾	06/27/2017	Common Stock	159,071	⁽³⁾	0	D
Employee Stock Option (right to buy)	$21.07	10/29/2008		D			159,072	⁽³⁾	07/12/2017	Common Stock	159,072	⁽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.

	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 Number.