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*
MARATHON ASSET MANAGEMENT LLP

(Last) (First) (Middle)
ORION HOUSE, 5 UPPER ST. MARTIN'S LANE

(Street)
LONDON, WC2H 9EA UK

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
NORTHWEST AIRLINES CORP [ NWACQ.PK ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
Officer (give title below) X Other (specify below)
See Explanation Below
3. Date of Earliest Transaction (Month/Day/Year)
04/06/2007
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X 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)
Code V Amount (A) or (D) Price
Common Stock, $.01 par value per share ("Common Stock") 2,567,819 I See Notes(1)(2)(4)(5)
Common Stock, $.01 par value per share 65,000 D(3)
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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
1. Name and Address of Reporting Person*
MARATHON ASSET MANAGEMENT LLP

(Last) (First) (Middle)
ORION HOUSE, 5 UPPER ST. MARTIN'S LANE

(Street)
LONDON, WC2H 9EA UK

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director 10% Owner
Officer (give title below) X Other (specify below)
See Explanation Below
1. Name and Address of Reporting Person*
Marathon Asset Management (Services) Ltd

(Last) (First) (Middle)
ORION HOUSE, 5 UPPER ST. MARTIN'S LANE

(Street)
LONDON, WC2H 9EA UK

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director 10% Owner
Officer (give title below) X Other (specify below)
See Explanation Below
1. Name and Address of Reporting Person*
M.A.M Investments Ltd

(Last) (First) (Middle)
ORION HOUSE, 5 UPPER ST. MARTIN'S LANE

(Street)
LONDON, WC2H 9EA UK

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director 10% Owner
Officer (give title below) X Other (specify below)
See Explanation Below
1. Name and Address of Reporting Person*
Arah William James

(Last) (First) (Middle)
ORION HOUSE, 5 UPPER ST. MARTIN'S LANE

(Street)
LONDON, WC2H 9EA UK

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director 10% Owner
Officer (give title below) X Other (specify below)
See Explanation Below
1. Name and Address of Reporting Person*
Hosking Jeremy John

(Last) (First) (Middle)
ORION HOUSE, 5 UPPER ST. MARTIN'S LANE

(Street)
LONDON, WC2H 9EA UK

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director 10% Owner
Officer (give title below) X Other (specify below)
See Explanation Below
1. Name and Address of Reporting Person*
Ostrer Neil Mark

(Last) (First) (Middle)
ORION HOUSE, 5 UPPER ST. MARTIN'S LANE

(Street)
LONDON, WC2H 9EA UK

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director 10% Owner
Officer (give title below) X Other (specify below)
See Explanation Below
Explanation of Responses:
1. The Common Stock is directly owned by one or more of the advisory clients of Marathon Asset Management LLP ("Marathon LLP"); the Common Stock is indirectly held by others to the extent described herein. Marathon LLP is owned by Marathon Asset Management (Services) Ltd, a UK Corporation ("Marathon Ltd"); which is in turn wholly owned by M.A.M. Investments Ltd., a Jersey corporation ("M.A.M."); William James Arah, an individual; Jeremy John Hosking, an individual; and Neil Mark Ostrer, an individual are directors and indirect owners of Marathon Ltd and owners and Executive Committee members of Marathon LLP. Marathon LLP, Marathon Ltd., M.A.M. and Messrs Arah, Hosking and Ostrer are collectively the "Reporting Persons".
2. The Reporting Persons disclaim beneficial ownership of the Common Stock reported as indirectly owned except to the extent of any pecuniary interest therein. The Reporting Persons are making this single, joint filing because they may be deemed to constitute a "group" within the meaning of Section 13(d)(3) of the Securities Exchange Act of 1934, although neither the fact of this filing nor anything contained herein shall be deemed to be an admission by the Reporting Persons that such a group exists.
3. Mr. Hosking is the direct and beneficial owner of these shares; except for Mr. Hoking, none of the other Reporting Persons has a direct or indirect interest in these shares.
4. In connection with the bankruptcy proceedings of Northwest Airlines Corporation (the "Issuer") under Chapter 11 of the United States Bankruptcy Code, the Reporting Persons became members of an unofficial Northwest Equity Committee (the "Ad Hoc Committee") that has, among other acts, submitted various motions to the United States Bankruptcy Court of the Southern District of New York. As a result of participation with the Ad Hoc Committee, the Reporting Persons may be deemed to be a member of a "group" for purpose of Section 13(d) of the Securities Exchange Act of 1934, as amended, with one or more other members.
5. On information and belief, on April 6, 2007, the Ad Hoc Committee members collectively held 20,333,567 shares of common stock representing 23.3% of the total outstanding common stock of the Issuer. On April 20, 2007, certain members of the Ad Hoc Committee withdrew from the Ad Hoc Committee. On information and belief, on April 20, 2007 after the withdrawal of certain Ad Hoc Committee members, the Ad Hoc Committee members collectively held 7,032,819 shares of common stock representing 8.0% of the total outstanding common stock of the Issuer.
MARATHON ASSET MANAGEMENT (SERVICES) LTD By: /s/ William Arah, Director 05/01/2007
MARATHON ASSET MANAGEMENT LLP By: /s/ William Arah, Director 05/01/2007
M.A.M. INVESTMENTS LTD. By: /s/ William Arah, Director 05/01/2007
/s/ William Arah William Arah 05/01/2007
/s/ Jeremy Hosking Jeremy Hosking 05/01/2007
/s/ Neil Ostrer Neil Ostrer 05/01/2007
** 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.