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Special Offers for MEMBERSHIP REWARDS
 Enrollees from American Express
December 14, 2001

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Last minute holiday shopping can be hectic, but when you earn MEMBERSHIP REWARDS
bonus points in the "eleventh hour," it's so rewarding! Watch your point balance
grow faster this season with these great MEMBERSHIP REWARDS earnings opportunities
below. And remember, you can also use your existing point balance to redeem for
exciting rewards, online anytime, 24/7, on the MEMBERSHIP REWARDS Web site.
Happy Holidays!

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Wrap up your holiday shopping and get TRIPLE MEMBERSHIP REWARDS points
at Lanc?me.com

Wrap up your holiday shopping at www.Lanc?me.com where you'll get TRIPLE
MEMBERSHIP REWARDS points on every order purchased with an eligible,
enrolled American Express
 Card. From fabulous fragrance sets to great
stocking stuffers, you can treat all the special women on your list - or
even yourself! Fill out a personal online consultation to get skincare
and makeup products that are perfect for your skin type and complexion.
And, if you sign up with My Lanc?me online, you will receive free
shipping on orders over $50. Happy Holidays!

To visit Lanc?me.com,click here:
http://tm0.com/sbct.cgi?s=57054773&i=431609&d=2125276

To sign up for My Lanc?me, click here:
http://tm0.com/sbct.cgi?s=57054773&i=431609&d=2125277

For orders placed 12/12/01 through 12/18/01, we recommend that you select Premium
or Express shipping. Please note that Lanc?me.com cannot guarantee delivery by
12/24/01 for orders placed after 12/18/01, regardless of shipping method selected.
Bonus ID 8472*

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Find something for everyone and earn DOUBLE MEMBERSHIP REWARDS points at
Linens-N-Things

Now through 12/31/01, find something for everyone on your gift list at a
Linens-N-Things store near you and earn DOUBLE MEMBERSHIP REWARDS points on
all purchases charged to an eligible, enrolled American Express
 Card.
Linens-N-Things is where you'll find over 30,000 items for your home, at
or below other stores' sale prices everyday. With great styles and brand
names like Cuisinart, Calphalon, All Clad, Wamsutta, Croscill, Nautica and
Yankee Candle, you're sure to find just what you want. Plus, for that perfect
gift, visit Linens-N-Things convenient nationwide Bridal and Gift Registry,
available in-store or online at http://tm0.com/sbct.cgi?s=57054773&i=431609&d=2125278.

To locate the Linens-N-Things store nearest you, call 1-800-568-8765 or
visit http://tm0.com/sbct.cgi?s=57054773&i=431609&d=2125279.

Offer valid 11/16/01 through 12/31/01. Online orders placed after 12/18/01
cannot be guaranteed to be delivered before 12/24/01. Bonus ID 3199*

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Earn 5x MEMBERSHIP REWARDS points on Swiss Army products

Be equipped for any challenge and every journey -- and earn an incredible
5 MEMBERSHIP REWARDS points for each dollar you spend using an eligible,
enrolled American Express
 Card. Choose from a spectacular selection of
precision-made Swiss Army watches, knives and hot new travel gear! At
http://tm0.com/sbct.cgi?s=57054773&i=431609&d=2125280, you'll find great gift ideas for the
whole family. Visit the Web site or call 800-528-3838 today to earn
5x bonus points on your Swiss Army purchases.

Offer valid through 6/30/02. Offer valid only on purchases made
through http://tm0.com/sbct.cgi?s=57054773&i=431609&d=2125281 Web site or via the toll-free
number. Online or telephone orders placed after 12/18/01 cannot be
guaranteed to be delivered before 12/24/01. Bonus ID 1367*

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Dell makes holiday shopping twice as rewarding with DOUBLE MEMBERSHIP REWARDS
points

Buy a select new Dell(TM) Dimension(TM) desktop or Inspiron(TM) notebook with a value
of $1800 or more (before tax & shipping) and you'll earn DOUBLE MEMBERSHIP REWARDS
points when you use your eligible enrolled American Express
 Card.

Call Dell toll free 1-800-433-9029 and mention this offer to the Dell sales
consultant or visit www.dell4me.com

Offer from Dell Home Systems Co. only and is valid 11/1/01 through 12/24/01.
Businesses not eligible. Purchase plan sales excluded. Limit one per customer.
May not be substituted or combined with other promotions or cash value.
Only applicable to new system sales through Dell Home Systems, Inc. Offer may
be changed or cancelled at any time. Bonus points will be credited to your account
on or before 2/28/02. Order early to ensure delivery before Christmas.
Bonus ID 4056*

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Redeem points for the Golf Academy of Hilton Head Island at Sea Pines and get
a $150 discount

Has winter weather forced your golf game into hibernation? At the Golf Academy
of Hilton Head Island at Sea Pines, you and a friend can escape to a warm
Hilton Head climate and get a jump-start on Spring golf. Redeem 175,000
MEMBERSHIP REWARDS points for a Three Day Golf School and your guest will
receive a discount valued at $150 off of the regular rate. Redeem points now...offer
valid on a space-available basis.

To learn more about how to redeem MEMBERSHIP REWARDS points for this offer
click here:
http://tm0.com/sbct.cgi?s=57054773&i=431609&d=2125282
Then call 800-925-0467 and be sure to mention this email to receive your discount.

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NEW partner! The MEMBERSHIP REWARDS program welcomes Hammacher Schlemmer

The MEMBERSHIP REWARDS program is pleased to announce its newest partner,
Hammacher Schlemmer! Whether shopping for yourself or for a gift like no other,
Hammacher Schlemmer makes it fun and easy. You'll discover a diverse selection
of innovative products for home, work and leisure -- including many exciting
seasonal items. Now you can redeem MEMBERSHIP REWARDS points for $100, $150 and
$200 certificates to shop at Hammacher Schlemmer. Visit their online store or
call 1-800-543-3366 for a FREE catalog!

To visit the Hammacher Schlemmer online store, click here:
http://tm0.com/sbct.cgi?s=57054773&i=431609&d=2125283

To redeem MEMBERSHIP REWARDS points for a Hammacher Schlemmer certificate, click here:
http://tm0.com/sbct.cgi?s=57054773&i=431609&d=2125284

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For a special occasion or for someone special, redeem for an Ashford.com
Gift Certificate

You've earned MEMBERSHIP REWARDS points...now enjoy them with an Ashford.com
shopping spree. With an Ashford.com Gift Certificate, available in $250 or $500
denominations, you can choose from one of the largest online selections of watches,
diamonds, and gifts. Ashford.com is the Internet's leading luxury retailer with
more than 20,000 gift selections from leading brands such as Cartier, Tag Heuer
and Ashford's own prestigious collection of designer jewelry. For added convenience,
overnight shipping on in-stock items is also available. Redeem points today for
your Ashford.com Gift Certificate, then log on to Ashford.com to surprise and
delight yourself or someone special with something spectacular.

To redeem MEMBERSHIP REWARDS points for a $250 Ashford.com Gift Certificate,
click here:
http://tm0.com/sbct.cgi?s=57054773&i=431609&d=2125285

To redeem MEMBERSHIP REWARDS points for a $500 Ashford.com Gift Certificate,
click here:
http://tm0.com/sbct.cgi?s=57054773&i=431609&d=2125286

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*Bonus Point eligibility

To be eligible to earn bonus points, you must be enrolled in the
MEMBERSHIP REWARDS program at the time of purchase and charge your
purchase to an eligible, enrolled American Express
 Card. Bonus points
will be credited to your MEMBERSHIP REWARDS account within 6-8 weeks, unless
otherwise noted. To learn more ways you can earn MEMBERSHIP REWARDS
bonus points on purchases, click here:
http://tm0.com/sbct.cgi?s=57054773&i=431609&d=2125287

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? 2001 American Express