--------------------------------------------------------------------------------------
Special Offers for MEMBERSHIP REWARDS
 Enrollees from American Express
January 21, 2001
--------------------------------------------------------------------------------------
With Valentine's Day approaching, it's a great time to redeem points for a
romantic getaway or a special gift. Click on one of the offers below or visit
the MEMBERSHIP REWARDS Web site at http://tm0.com/sbct.cgi?s=57130981&i=448753&m=1&d=2216205 and get
some great ideas on how to earn and redeem points for something truly unforgettable.
--------------------------------------------------------------------------------------
Earn 10x bonus points from FTD.COM This Valentine's Day

There's no better way to express yourself this Valentine's Day than with beautiful
flowers from FTD.COM.  This year, there's an added bonus for you...10x MEMBERSHIP REWARDS
points on all purchases from 2/1/02-2/15/02!  To earn bonus points, simply shop at
http://tm0.com/sbct.cgi?s=57130981&i=448753&m=1&d=2216206 and charge your purchase to an eligible, enrolled
American Express
 Card! With hundreds of exclusively designed FTD
 bouquets, gourmet
gift baskets, adorable teddy bears and other fine gifts, you'll always find the
perfect way to show how much you care at FTD.COM.

To earn 10x points on FTD.COM purchases, click here:
http://tm0.com/sbct.cgi?s=57130981&i=448753&m=1&d=2216207 to www.ftd.com/amexpromo

Offer valid 2/1/02 through 2/15/02. Cannot be combined with any other offers or
special promotions.  Bonus points are credited to your account within 10-12 weeks.
Bonus ID 5428*

--------------------------------------------------------------------------------------
Earn 10,000 bonus points at CarsDirect.com

Purchase or lease a new car through CarsDirect.com by 2/28/02 and earn
10,000 bonus points by charging $1,000 of the purchase or lease price to your
eligible, enrolled American Express Card.  Research and compare features and
pricing for any car, truck, SUV or mini-van. Arrange financing --lease or loan.
Then, once you have found the vehicle you want, take advantage of CarsDirect's
up-front and guaranteed price.  Offer valid only on orders placed through the
following URL/Web address: http://tm0.com/sbct.cgi?s=57130981&i=448753&m=1&d=2216208

You must be enrolled in the MEMBERSHIP REWARDS program at the time of car purchase.
CarsDirect Web site must be accessed through Web address shown above and orders
placed prior to 11:59pm, PDT on 2/28/02 in order to qualify.  Bonus points will
be awarded on delivered cars only and credited to your account 6-8 weeks after
confirmed delivery.  Offer not valid where prohibited by law or in states where
CarsDirect.com does not provide vehicle buying or leasing services. This offer is
only valid on vehicles purchased or leased through CarsDirect.com for which a
CarsDirect.com prices is presented and completed.  This offer does not apply to
Dealer lead transactions where a target price is presented. Bonus ID 2432*

--------------------------------------------------------------------------------------
Aer Lingus introduces 4 great ways to redeem MEMBERSHIP REWARDS points for a
vacation to beautiful Ireland

Discover the simple romance of the emerald isle...Aer Lingus makes it easy!
Aer Lingus is now introducing 4 new travel certificate opportunities for
MEMBERSHIP REWARDS enrollees to enjoy for a wonderful trip to Ireland. You'll
not only experience great savings, but you'll also enjoy Aer Lingus' award
winning service and Irish hospitality.  With more service to Ireland than any
other airline, Aer Lingus can show you the vibrant cities of Ireland, the pastoral
countryside and everything in between. The beauty of Ireland is a great reason to
redeem MEMBERSHIP REWARDS points...click on any of the offers below to learn more.
Then call 1-800-IRISH-AIR to make your reservation.

To redeem 60,000 points for a $399 Premier Class Ticket to Ireland, click here:
http://tm0.com/sbct.cgi?s=57130981&i=448753&m=1&d=2216209

To redeem 100,000 points for a FREE Premier Class Ticket to Ireland, click here:
http://tm0.com/sbct.cgi?s=57130981&i=448753&m=1&d=2216210

To redeem 150,000 points for an Ireland Vacation Package for 2, click here:
http://tm0.com/sbct.cgi?s=57130981&i=448753&m=1&d=2216211

To redeem 160,000 points for 4 FREE Economy Class Tickets to Ireland, click here:
http://tm0.com/sbct.cgi?s=57130981&i=448753&m=1&d=2216212

--------------------------------------------------------------------------------------
Take a trip to Paradise with Hawaiian Airlines

It's a great time to plan a trip to the beautiful islands of Hawaii. From now
until 2/28/02, you can fly non-stop coach on Hawaiian Airlines from the West
Coast to Honolulu for as low as $316 round-trip! Then, just add your favorite
island (the Big Island, Maui, Kauai, Molokai or Lanai) to the itinerary for
just $90 more. If you're enrolled in Hawaiian Airlines's acclaimed HawaiianMiles program,
you'll get 5,000 bonus miles for this trip alone.  And remember -- when you use
your eligible enrolled American Express Card to book this trip, you'll also get
MEMBERSHIP REWARDS points redeemable towards future Hawaiian Airlines flights.

To learn more about this offer and see important terms and conditions, click here:
http://tm0.com/sbct.cgi?s=57130981&i=448753&m=1&d=2216213

To transfer MEMBERSHIP REWARDS points to your existing HawaiianMiles account, click here:
http://tm0.com/sbct.cgi?s=57130981&i=448753&m=1&d=2216214

To register for HawaiianMiles, click here:
http://tm0.com/sbct.cgi?s=57130981&i=448753&m=1&d=2216215

--------------------------------------------------------------------------------------
Earn Double Priority Club
 Points or Double Frequent Flyer Miles at Holiday Inn
 and
Holiday Inn Express


When planning your post-New Year's vacation, why not make it twice as rewarding with a
stay at Holiday Inn
 or Holiday Inn Express
?  From 1/2/02 through 3/31/02, the choice
is yours - you can earn DOUBLE Priority Club points or DOUBLE frequent flyer miles for
qualifying stays at any of over 2,100 Holiday Inn or Holiday Inn Express hotels in the
U.S.  And, you'll also earn MEMBERSHIP REWARDS points when you pay for your stay with
an eligible enrolled American Express Card.

To take advantage of this offer and to obtain complete terms and conditions, click here:
http://tm0.com/sbct.cgi?s=57130981&i=448753&m=1&d=2216216

To transfer MEMBERSHIP REWARDS points to your existing Priority Club account, click here:
http://tm0.com/sbct.cgi?s=57130981&i=448753&m=1&d=2216217

--------------------------------------------------------------------------------------
Go to the 2002 NBA All-Star Game and more by redeeming MEMBERSHIP REWARDS points

Now you can redeem points for VIP sports and entertainment packages from
TSE Sports & Entertainment. TSE Sports & Entertainment offers all-inclusive packages
to major sporting and entertainment events across the globe.  By redeeming 635,000
MEMBERSHIP REWARDS points, you can be on the scene 2/9/02 - 2/11/02 for an amazing
display of talent from the stars of the NBA!  This package for two includes: tickets
to The "got milk"? Rookie Challenge, All-Star Hoop-It-Up, the "1 800 CALL ATT" Shootout,
the NBA.com Slam Dunk presented by RealOne on Saturday, and the 2002 NBA All-Star Game on
Sunday. Also included are two nights' hotel accommodations, full breakfast at the hotel
on Sunday and Monday, deluxe motor coach transportation from your hotel to and from the
events, on-site tour director services, and special licensed NBA gift bags.  Redeem points
today to take advantage of this exciting opportunity!

For more information about what TSE has to offer, visit http://tm0.com/sbct.cgi?s=57130981&i=448753&m=1&d=2216218 or call
1-877-621-5243.

HOW TO REDEEM:
To redeem for the NBA All-Star 2002 Reward, call 1 (800) AXP-EARN. After redeeming
points, Cardmembers will be given a toll-free number to contact TSE directly to make
personal arrangements. For security and validation purposes, Cardmembers must wait
24 hours after redeeming before contacting TSE to complete arrangements.

IMPORTANT TERMS AND CONDITIONS:
This offer based on limited availability.  Rewards are offered on a first-come,
first-served basis.  Package does not include travel to and from Philadelphia, PA.
Cannot be combined with any other offers.  For security and validation purposes,
Cardmembers must wait one full business day after redemption before contacting TSE
to make arrangements.


--------------------------------------------------------------------------------------
*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 specified. To learn more ways you can earn bonus points
on purchases, click here:
http://tm0.com/sbct.cgi?s=57130981&i=448753&m=1&d=2216219

If you were sent this e-mail in error or you wish to unsubscribe to
this newsletter, please use this address in your communication to us.
If you do not want to receive this monthly publication, please click
the reply button and type the word "remove" in the subject line of
your response.  This option will not affect any preferences you may
have previously expressed with respect to other American Express
e-mails.  Please visit the American Express Privacy Statement at
http://tm0.com/sbct.cgi?s=57130981&i=448753&m=1&d=2216220 to set, review or change
preferences regarding the type of e-mail offers you want to receive.

--------------------------------------------------------------------------------------

? 2002 American Express