<PAGE>

                                                                    Exhibit 4(e)

                           MBIA INSURANCE CORPORATION

                       FINANCIAL GUARANTY INSURANCE POLICY

                                December 9, 1999


                                                                Policy No. 30951

Re:                 Northwest Airlines 1999-3G (the "Class G Trust")
                    $150,203,000 7.935 % Pass Through Trust Certificates (the
                    "Class G Certificates")

Insured             Payment of interest at the Stated Interest Rate (without
Obligation:         premium) and principal on the Class G Certificates.

Beneficiary:        State Street Bank and Trust Company as subordination agent
                    (together with any successor the subordination agent duly
                    appointed and qualified under the Agreement (as defined
                    below) the "Subordination Agent")

      MBIA INSURANCE CORPORATION ("MBIA"), for consideration received, hereby
unconditionally and irrevocably guarantees to the Subordination Agent, subject
only to the terms of this Policy (the "Policy"), payment of the Insured
Obligation. MBIA agrees to pay to the Subordination Agent, in respect of each
Distribution Date, an amount equal to (each a "Deficiency Amount"):

      (i) with respect to any Regular Distribution Date other than the Final
Legal Distribution Date, any shortfall in amounts available to the Subordination
Agent, after giving effect to the subordination provisions of the Agreement and
to the application of any amounts available to the Escrow Agent in the Class G
Paying Agent Account in respect of accrued interest at the Stated Interest Rate
on the Class G Deposits, any drawing paid under the Class G Liquidity Facility
in respect of interest due on the Class G Certificates on such Distribution Date
and any withdrawal from the Class G Cash Collateral Account in respect of
interest due on the Class G Certificates on such Distribution Date in accordance
with the Agreement, for the payment of accrued and unpaid interest at the Stated
Interest Rate on the Pool Balance of the Class G Certificates on such
Distribution Date;

      (ii) with respect to any Special Distribution Date (other than an Election
Distribution Date) established by reason of receipt of a Special Payment
constituting the proceeds of any Series G Equipment Notes (as to which there has
been a default in the payment of principal thereof or that has been accelerated)
or the related Trust Indenture Estate or Collateral, as the case may be, after
giving effect to the subordination provisions of the Agreement and to the
<PAGE>

application of any amounts available to the Escrow Agent in the Class G Paying
Agent Account in respect of accrued interest on the Class G Deposits, any
drawing paid under the Class G Liquidity Facility in respect of interest due on
the Class G Certificates on such Distribution Date and any withdrawal from the
Class G Cash Collateral Account in respect of interest due on such Distribution
Date in accordance with the Agreement, the amount, if any, required to reduce
the Pool Balance of the Class G Certificates to the level equal to the Pool
Balance of the Class G Certificates outstanding immediately prior to the date of
such payment minus the outstanding principal amount of such Series G Equipment
Note (determined immediately prior to the receipt of such proceeds) plus accrued
and unpaid interest on the amount of such reduction at the Stated Interest Rate;

      (iii) with respect to the Special Distribution Date established by reason
of the failure of the Subordination Agent to have received a Special Payment
constituting the proceeds of any Series G Equipment Note or the related Trust
Indenture Estate or Collateral, as the case may be, eighteen (18) months after
the last date on which full payment was made on such Series G Equipment Note as
to which there has subsequently been a failure to pay principal or that has
subsequently been accelerated, provided the Subordination Agent has not received
a Special Payment constituting the proceeds of any Series G Equipment Note or
the related Trust Indenture Estate or Collateral, as the case may be, the amount
equal to the outstanding principal amount of such Series G Equipment Note plus
accrued and unpaid interest thereon at the Stated Interest Rate for the Class G
Certificates; provided, however, if MBIA shall have duly given a Policy Provider
Election (as defined below) at the end of such 18 month period, the Deficiency
Amount shall be an amount equal to (A) with respect to such Special Distribution
Date the scheduled principal and interest payable but not paid on such Series G
Equipment Note (without regard to the acceleration thereof) during such eighteen
(18) month period (after giving effect to the application of any drawing paid
under the Class G Liquidity Facility and any withdrawal from the Class G Cash
Collateral Account attributable to such interest on such Series G Equipment
Note) and (B) thereafter on each Regular Distribution Date following such
Special Distribution Date as to which any Policy Provider Election has been
given in respect of any Series G Equipment Note, and prior to the establishment
of an Election Distribution Date or a Special Distribution Date pursuant to the
immediately succeeding clause (iv) with respect to such Series G Equipment Note,
an amount equal to the scheduled principal (without regard to the acceleration
thereof) and interest payable on such Series G Equipment Note on the related
payment date;

      (iv) following the giving of any Policy Provider Election, with respect to
any Business Day elected by MBIA upon 20 days prior notice (which shall be a
Special Distribution Date) and upon request by MBIA to the Subordination Agent
to make a drawing under this Policy, an amount equal to the then outstanding
principal balance of the Series G Equipment Note as to which the Policy Provider
Election was given (less any drawings previously paid by MBIA in respect of
principal on such Equipment Note) and accrued interest thereon at the Stated
Interest Rate for the Class G Certificates from the immediately preceding
Regular Distribution Date to such Special Distribution Date;

      (v) with respect to any Special Distribution Date which is an Election
Distribution Date, an amount equal to the then outstanding principal balance of
the Series G Equipment Note as to which such Election Distribution Date relates
(less any drawing previously paid by MBIA


                                       2
<PAGE>

in respect of principal of such Equipment Note) and accrued interest thereon at
the Stated Interest Rate for the Class G Certificates from the immediately
preceding Regular Distribution Date to such Election Distribution Date; and

      (vi) with respect to the Final Legal Distribution Date, any shortfall in
amounts available to the Subordination Agent after giving effect to the
subordination provisions of the Agreement and to the application of any amounts
available to the Escrow Agent in the Class G Paying Agent Account in respect of
accrued interest on the Class G Deposits, any drawing paid under the Class G
Liquidity Facility in respect of interest included in the Final Distribution and
any withdrawal from the Class G Cash Collateral Account in respect of interest
included in the Final Distribution in accordance with the Agreement, for the
payment in full of the Final Distribution (calculated as of such date but
excluding any accrued and unpaid premium) on the Class G Certificates.

      If any amount paid or required to be paid in respect of the Insured
Obligation is voided (a "Preference Event") under any applicable bankruptcy,
insolvency, receivership or similar law in an Insolvency Proceeding, and, as a
result of such a Preference Event, the Beneficiary or the Class G
Certificateholders are required to return such voided payment, or any portion of
such voided payment made or to be made in respect of the Class G Certificates
(an "Avoided Payment"), MBIA will pay an amount equal to each such Avoided
Payment, irrevocably, absolutely and unconditionally and without the assertion
of any defenses to payment, including fraud in inducement or fact or any other
circumstances that would have the effect of discharging a surety in law or in
equity, upon receipt by MBIA from the Beneficiary or Class G Certificateholders
of (x) a certified copy of a final order of a court exercising jurisdiction in
such Insolvency Proceeding to the effect that the Beneficiary or Class G
Certificateholders are required to return any such payment or portion thereof
prior to the Termination Date (as defined below) of this Policy because such
payment was voided under applicable law, with respect to which order the appeal
period has expired without an appeal having been filed (the "Final Order"), (y)
an assignment, in the form of Exhibit D hereto, irrevocably assigning to MBIA
all rights and claims of such Beneficiary or Class G Certificateholders relating
to or arising under such Avoided Payment and (z) a Notice of Avoided Payment in
the form of Exhibit B hereto appropriately completed and executed by the
Beneficiary or Class G Certificateholders. Such payment shall be disbursed to
the receiver, conservator, debtor-in-possession or trustee in bankruptcy named
in the Final Order and not to the Beneficiary or Class G Certificateholders
directly unless such Class G Certificateholder has returned principal and
interest paid on the Class G Certificates to such receiver, conservator,
debtor-in-possession or trustee in bankruptcy, in which case such payment shall
be disbursed to such Class G Certificateholder.

      Notwithstanding the foregoing, in no event shall MBIA be obligated to make
any payment in respect of any Avoided Payment, which payment represents a
payment of the principal amount of the Class G Certificates, prior to the time
MBIA would have been required to make a payment in respect of such principal
pursuant to sub-paragraphs (ii-vi) of this Policy, provided, further, that no
payment of principal under this Policy on any Distribution Date, other than with
respect to an Avoided Payment, shall exceed the Net Principal Policy Amount (as
defined below) for such Distribution Date. This Policy does not cover (i) any
premium prepayment penalty or other accelerated payment, which at any time may
become due on or with respect to any Class G Certificate, (ii) shortfalls, if
any, attributable to the liability of the


                                       3
<PAGE>

Subordination Agent, the Class G Trust or the Class G Trustee for withholding
taxes, if any (including interest and penalties in respect of any such
liability) or (iii) any failure of the Escrow Agent, the Subordination Agent or
the Class G Trustee to make any payment due to the Class G Certificateholders
from funds received.

      Capitalized terms used herein and not otherwise defined herein shall have
the meanings assigned to them in the Intercreditor Agreement (the "Agreement")
dated as of December 9, 1999, by and among MBIA, as Policy Provider, Morgan
Stanley Capital Services, Inc., as Liquidity Provider, the Class G Trustee, the
Class B Trustee, the Class C Trustee and the Subordination Agent, without regard
to any amendment or supplement thereto unless such amendment or supplement has
been executed, or otherwise approved in writing, by MBIA.

      "Business Day" shall mean any day other than a Saturday, a Sunday or other
day on which insurance companies in New York, New York or commercial banking
institutions in the cities in which the corporate trust office of the
Subordination Agent, the Fiscal Agent (as defined herein) or the office of MBIA
specified in this Policy are located are authorized or obligated by law or
executive order to close.

      "Class G Certificateholders" shall mean any person who is the registered
owner or beneficial owner of any of the Class G Certificates and who, on the
applicable Distribution Date, is entitled under the terms of the Class G
Certificates to payment thereunder.

      "Election Distribution Date" shall mean any Special Distribution Date
established by the Subordination Agent upon 20 days notice to the Class G
Certificateholders by reason of (i) the occurrence and continuation of a Policy
Provider Default occurring after a Policy Provider Election or (ii) the receipt
of a Special Payment constituting the proceeds of a Series G Equipment Note as
to which a Policy Provider Election has been given or of the related Trust
Indenture Estate or Collateral.

      "Final Legal Distribution Date" shall mean October 1, 2020.

      "Insolvency Proceeding" means the commencement, after the date hereof, of
any bankruptcy, insolvency, readjustment of debt, reorganization, marshalling of
assets and liabilities or similar proceedings by or against Northwest Airlines,
Inc. or any Owner Trustee and the commencement, after the date hereof, of any
proceedings by Northwest Airlines, Inc., any Liquidity Provider, or any Owner
Trustee for the winding up or liquidation of its affairs or the consent, after
the date hereof, to the appointment of a trustee, conservator, receiver, or
liquidator in any bankruptcy, insolvency, readjustment of debt, reorganization,
marshalling of assets and liabilities or similar proceedings of or relating to
Northwest Airlines, Inc., any Liquidity Provider, or any Owner Trustee.

      "Insurance Agreement" shall mean the Insurance and Indemnity Agreement (as
may be amended, modified or supplemented from time to time), dated as of
December 9, 1999, by and among MBIA, Northwest Airlines, Inc., the Class G
Trustee and the Subordination Agent.

      "Insured Amounts" shall mean, with respect to any Distribution Date, the
Deficiency Amount for such Distribution Date.


                                       4
<PAGE>

      "Net Principal Policy Amount" shall mean the Pool Balance of the Class G
Certificates as of the Closing Date minus all amounts previously drawn on the
Policy with respect to principal.

      "Nonpayment" shall mean, with respect to any Distribution Date, a
Deficiency Amount owing to the Subordination Agent for distribution to the Class
G Certificateholders in respect of such Distribution Date.

      "Notice of Avoided Payment" shall mean the notice, substantially in the
form of Exhibit B hereto, delivered pursuant to the Policy and sent to the
contact person at the address and/or fax number set forth in the Policy, and
specifying the Preference Amount which shall be due and owing on the applicable
Distribution Date.

      "Notice of Nonpayment" shall mean the notice, substantially in the form of
Exhibit A hereto, delivered pursuant to this Policy and sent to the contact
person at the address and/or fax numbers set forth in the Policy specifying the
Insured Amount which shall be due and owing to the Class G Trustee for
distribution to the Class G Certificateholders on the applicable Distribution
Date.

      "Policy Provider Election" shall mean a notice given by MBIA when no
Policy Provider Default shall have occurred and be continuing, stating that MBIA
elects to make payments of Deficiency Amounts as defined under the proviso to
clause (iii) of the definition of Deficiency Amounts in respect of any Series G
Equipment Note in lieu of applying clause (iii) (without the proviso) of the
definition of Deficiency Amount, which notice shall be given to the
Subordination Agent not less than five (5) days prior to the Special
Distribution Date established for payment of a Deficiency Amount under clause
(iii) of the definition thereof.

      "Preference Amount" means any payment of principal or interest at the
Stated Interest Rate of the Class G Certificates on the Series G Equipment Notes
made to the Class G Trustee or the Subordination Agent or (without duplication)
any payment of the Pool Balance of or interest at the Stated Interest Rate on
the Class G Certificates or any payment of the proceeds of any drawing under the
Class G Liquidity Facility made to a Class G Certificateholder which has become
recoverable or been recovered from the Class G Trustee, the Subordination Agent
or the Class G Certificateholders (as the case may be) as a result of such
payment being determined or deemed a preferential transfer pursuant to the
United States Bankruptcy Code or otherwise rescinded or required to be returned
in accordance with a Final Order.

      "Trust Agreement" shall mean the Pass Through Trust Agreement, dated as of
June 3, 1999 among NWA Corp, Northwest Airlines, Inc. and State Street Bank and
Trust Company of Connecticut, National Association, as Trustee, as supplemented
by Trust Supplement No. 1999-3G dated as of December 9, 1999 among the same
parties, pursuant to which the Class G Certificates have been issued.

      Payment of amounts hereunder shall be made in immediately available funds
(x) with respect to Deficiency Amounts no later than 3:00 p.m., New York City
time, on the later of (a) the relevant Distribution Date and (b) the Business
Day of presentation to State Street Bank and Trust Company, N.A., as Fiscal
Agent for MBIA or any successor fiscal agent appointed by MBIA (the "Fiscal
Agent") of a Notice of Nonpayment, appropriately completed and executed


                                       5
<PAGE>

by the Beneficiary (if such Notice of Nonpayment is received by 1:00 p.m. on
such day), and (y) with respect to Avoided Payments, prior to 3:00 p.m. New York
City time, on the second Business Day following MBIA's receipt of the documents
required under clauses (x) through (z) of the second paragraph of this Policy.
Any such documents received by MBIA after 1:00 p.m. New York City time on any
Business Day or on any day that is not a Business Day shall be deemed to have
been received by MBIA prior to 1:00 p.m. on the next succeeding Business Day.
All payments made by MBIA hereunder in respect of Avoided Payments will be made
with MBIA's own funds. A Notice of Nonpayment or Notice of Avoided Payment under
this Policy may be presented to the Fiscal Agent on any Business Day by (a)
delivery of the original Notice of Nonpayment or Notice of Avoided Payment to
the Fiscal Agent at its address set forth below, or (b) facsimile transmission
of the original Notice of Nonpayment or Notice of Avoided Payment to the Fiscal
Agent at its facsimile number set forth below. If presentation is made by
facsimile transmission, the Beneficiary shall (i) simultaneously confirm
transmission by telephone to the Fiscal Agent at its telephone number set forth
below, and (ii) as soon as reasonably practicable, deliver the original Notice
of Nonpayment or Notice of Avoided Payment to the Fiscal Agent at its address
set forth below. Each Notice of Nonpayment or Notice of Avoided Payment shall be
delivered by facsimile and mail to MBIA simultaneously with its delivery to the
Fiscal Agent.

      If any Notice of Nonpayment received by the Fiscal Agent is not in proper
form or is otherwise insufficient for the purpose of making a claim hereunder,
it shall be deemed not to have been received by the Fiscal Agent, and MBIA or
the Fiscal Agent, as the case may be, shall promptly so advise the Beneficiary,
and the Beneficiary may submit an amended Notice of Nonpayment.

      Payments due hereunder unless otherwise stated herein will be disbursed by
the Fiscal Agent to the Subordination Agent for the benefit of the Class G
Certificateholders by wire transfer of immediately available funds in the amount
of such payment. MBIA's obligations under this Policy shall be discharged to the
extent funds equal to the amount due hereunder are received by the Subordination
Agent whether or not such funds are properly applied by the Subordination Agent.

      The Fiscal Agent is the agent of MBIA only, and the Fiscal Agent shall in
no event be liable to Class G Certificateholders for any acts of the Fiscal
Agent or any failure of MBIA to deposit or cause to be deposited sufficient
funds to make payments due under this Policy.

      Any notice hereunder delivered to the Fiscal Agent of MBIA may be made at
the address listed below for the Fiscal Agent of MBIA or such other address as
MBIA shall specify in writing to the Subordination Agent.

      The notice address of the Fiscal Agent is 61 Broadway, 15th Floor, New
York, New York 10006, Attention: Municipal Registrar and Paying Agency,
Facsimile: (212) 612-3201, Telephone: (212) 612-3458.


                                       6
<PAGE>

      All notices, presentations, transmissions, deliveries and communications
made by the Beneficiary to MBIA with respect to this Policy shall specifically
refer to the number of this Policy and shall be made to MBIA at:

            MBIA Insurance Corporation
            113 King Street
            Armonk, N.Y. 10504
            Attention: Insured Portfolio Management,
                 Structured Finance
            Telephone:  (914) 273-4949
            Facsimile:  (914) 765-3163

or such other address, telephone number or facsimile number as MBIA may
designate to the Beneficiary in writing from time to time. Each such notice,
presentation, transmission, delivery and communication shall be effective only
upon actual receipt by MBIA.

      MBIA shall be subrogated to the rights of each Class G Certificateholder
to receive payments under the Class G Certificates to the extent of any payment
by MBIA for the benefit of the Class G Certificateholders hereunder as set forth
in the Agreement.

      This Policy is neither transferable nor assignable, in whole or in part,
except to a successor Subordination Agent duly appointed and qualified under the
Agreement. Such transfer and assignment shall be effective upon receipt by MBIA
of a copy of the instrument effecting such transfer and assignment signed by the
transferor and by the transferee, and a certificate, properly completed and
signed by the transferor and the transferee, in the form of Exhibit C hereto
(which shall be conclusive evidence of such transfer and assignment), and, in
such case, the transferee instead of the transferor shall, without the necessity
of further action, be entitled to all the benefits of and rights under this
Policy in the transferor's place, provided that, in such case, the Notice of
Nonpayment presented hereunder shall be a certificate of the transferee and
shall be signed by one who states therein that he is a duly authorized officer
of the transferee.

      There shall be no acceleration payment due under this Policy unless such
acceleration is at the sole option of MBIA.

      This Policy and the obligations of MBIA hereunder shall terminate on the
day (the "Termination Date") which is one year and one day following the
Distribution Date upon which the Final Distribution on the Class G Certificates
is made.

      The foregoing notwithstanding, if an Insolvency Proceeding is existing
during the one year and one day period set forth above, then this Policy and
MBIA's obligations hereunder shall terminate on the later of (i) the date of the
conclusion or dismissal of such Insolvency Proceeding without continuing
jurisdiction by the court in such Insolvency Proceeding, and (ii) the date on
which MBIA has made all payments required to be made under the terms of this
Policy in respect of Avoided Payments.

      This Policy is not covered by the property/casualty insurance fund
specified in Article Seventy-Six of the New York State insurance law.


                                       7
<PAGE>

      This Policy sets forth in full the undertaking of MBIA, and, except as
expressly provided in the Insurance Agreement and the Agreement and shall not be
modified, altered or affected by any other agreement or instrument, including
any modification or amendment to any other agreement or instrument, or by the
merger, consolidation or dissolution of Northwest Airlines, Inc. or any other
Person and may not be canceled or revoked by MBIA prior to the time it is
terminated in accordance with the express terms hereof. The Premium on this
Policy is not refundable for any reason.

      This Policy shall be returned to MBIA upon termination.

      THIS POLICY SHALL BE CONSTRUED, AND THE OBLIGATIONS, RIGHTS AND REMEDIES
OF THE PARTIES HEREUNDER SHALL BE DETERMINED, IN ACCORDANCE WITH THE LAWS OF THE
STATE OF NEW YORK, WITHOUT REGARD TO CONFLICT OF LAWS PRINCIPLES OR THE
APPLICATION OF THE LAWS OF ANY OTHER JURISDICTION.


                                       8
<PAGE>

      IN WITNESS WHEREOF, MBIA has caused this Policy to be duly executed on the
date first written above.


                           MBIA INSURANCE CORPORATION


                              By: ______________________________

                                    Name: Gary Dunton
                                    Title: President


                              By: ______________________________

                                    Name: Ann D. McKenna
                                    Title: Assistant Secretary


                                       9
<PAGE>

                                                Exhibit A to Policy Number 30951


                         NOTICE OF NONPAYMENT AND DEMAND
                         FOR PAYMENT OF INSURED AMOUNTS


                                                    Date:  [                   ]

MBIA Insurance Corporation
113 King Street
Armonk, New York  10504

Attention:  Insured Portfolio Management,
            Structured Finance

State Street Bank and Trust Company, N.A.
61 Broadway, 15th Floor
New York, New York  10006
Attention: Municipal Registrar and Paying Agency

      Reference is made to Policy No. 30951 dated December 9, 1999 (the
"Policy") issued by MBIA Insurance Corporation ("MBIA"). Terms capitalized
herein and not otherwise defined shall have the meanings ascribed to such terms
in or pursuant to the Policy unless the context otherwise requires.

      The Subordination Agent hereby certifies as follows:

            1.    The Subordination Agent is the trustee for the Class G Trustee
                  under the Class G Trust Agreement.

            2.    The relevant Distribution Date is __________. Such
                  Distribution Date is a [Regular Distribution Date, a Special
                  Distribution Date, an Election Distribution Date or the Final
                  Legal Distribution Date].

      [3.   Payment of interest at the Stated Interest Rate on the Class G
            Certificates accrued to the Distribution Date which is a Regular
            Distribution Date as determined pursuant to paragraph (i) of the
            definition of "Deficiency Amount" in the Policy is an amount equal
            to $_________________.]

      [3.   The amount determined for payment to the Class G Certificateholders
            pursuant to paragraph (ii) of the definition of "Deficiency Amount"
            in the Policy on the Distribution Date which is a Special
            Distribution Date (other than an Election Distribution Date) in
            respect of a reduction in the outstanding Pool Balance of such Class
            G Certificates and accrued and unpaid interest on the amount of such
            reduction at the Stated Interest Rate is $___________.]
<PAGE>

      [3.   The Subordination Agent has not received a timely Policy Provider
            Election pursuant to the Policy and the amount determined for
            payment to the Class G Certificateholders pursuant to paragraph
            (iii) of the definition of "Deficiency Amount" in the Policy on the
            Distribution Date which is a Special Distribution Date in respect of
            the outstanding principal amount of the relevant Series G Equipment
            Note(s) and accrued and unpaid interest accrued thereon at the
            Stated Interest Rate for the Class G Certificates is $_______.]

      [3.   The Subordination Agent has received a timely Policy Provider
            Election pursuant to the Policy and the amount determined for
            payment to the Class G Certificateholders pursuant to the provision
            in paragraph (iii)(A) of the definition of "Deficiency Amount" in
            the Policy on the Distribution Date which is a Special Distribution
            Date in respect of scheduled principal (without regard to
            acceleration thereof) and interest at the Stated Interest Rate for
            the Class G Certificates payable but not paid on the relevant Series
            G Equipment Note during the eighteen (18) month period referred to
            in such paragraph (iii) is $_________.]

      [3.   The Subordination Agent has received a timely Policy Provider
            Election pursuant to the Policy, no Election Distribution Date has
            been established pursuant to the Policy or Special Distribution Date
            established pursuant to clause (iv) of the definition of "Deficiency
            Amount" and the amount determined for payment to the Class G
            Certificateholders pursuant to paragraph (iii)(B) of the definition
            of "Deficiency Amount" in the Policy on the Distribution Date which
            is a Regular Distribution Date in respect of scheduled principal
            (without regard to acceleration thereof) and interest payable at the
            Stated Interest Rate for the Class G Certificates due on the Regular
            Distribution Date on the relevant Series G Equipment Note is
            $____________.]

      [3.   The Subordination Agent has received a timely Policy Provider
            Election pursuant to the Policy, the Special Distribution Date
            related hereto is a Business Day elected by MBIA upon 20 days prior
            notice and the amount determined for payment to the Class G
            Certificateholders pursuant to paragraph (iv) of the definition of
            "Deficiency Amount" in the Policy in respect of outstanding
            principal on such Equipment Note (less any drawings previously paid
            by MBIA in respect of principal on such Equipment Note) and accrued
            interest thereon at the Stated Interest Rate for the Class G
            Certificates from the immediately preceding Regular Distribution
            Date to such Special Distribution Date is $__________.]

      [3.   The amount determined for payment to the Class G Certificateholders
            pursuant to paragraph (v) of the definition of "Deficiency Amount"
            in the Policy on the Distribution Date which is an Election
            Distribution Date in respect of the outstanding principal balance of
            the relevant Series G Equipment Note(less any drawings previously
            paid by MBIA in respect of principal on such Equipment Note) and
            accrued interest thereon at the Stated Interest Rate for the Class G
            Certificates from the immediately preceding Regular Distribution
            Date to such Election Distribution Date is $__________.]


                                       2
<PAGE>

      [3.   The amount determined for payment to the Class G Certificateholders
            pursuant to paragraph (vi) of the definition of "Deficiency Amount"
            in the Policy on the Distribution Date which is the Final Legal
            Distribution Date in respect of payment in full of the Final
            Distribution (other than premium) on the Class G Certificates is
            $__________.]

            4.    There is a Deficiency Amount in respect of such Distribution
                  Date of $__________________ in respect of the Class G
                  Certificates, which amount is an Insured Amount pursuant to
                  the terms of the Policy.

            5.    The sum of $__________________ is the Insured Amount that is
                  due.

            6.    The Subordination Agent has not heretofore made a demand for
                  the Insured Amount in respect of such Distribution Date.

            7.    The Subordination Agent hereby requests payment of such
                  Insured Amount that is due for payment be made by MBIA under
                  the Policy and directs that payment under the Policy be made
                  to the following account by bank wire transfer of federal or
                  other immediately available funds in accordance with the terms
                  of the Policy to:

      [    ]
            ABA #[     ]
            Acct # [     ]
            FBO:   [     ]

      [Policy Account number.]


                                       3
<PAGE>

            8.    The Subordination Agent hereby agrees that, following receipt
                  of the Insured Amount from MBIA, it shall (a) cause such funds
                  to be deposited in the Policy Account and not permit such
                  funds to be held in any other account, (b) cause such funds to
                  be paid to the Class G Trustee for distribution to the Class G
                  Certificateholders in payment of the Pool Balance of, or
                  interest on, the Class G Certificates (as applicable) and not
                  apply such funds for any other purpose and (c) maintain an
                  accurate record of such payments with respect to the Class G
                  Certificates and the corresponding claim on the Policy and
                  proceeds thereof.


                                          State Street Bank and Trust Company,
                                          as Subordination Agent


                                          By:_________________________________

                                          Title:______________________________
                                                         (Officer)


                                       4
<PAGE>

                                                Exhibit B to Policy Number 30951


                      NOTICE OF AVOIDED PAYMENT AND DEMAND
                        FOR PAYMENT OF PREFERENCE AMOUNTS


                                                    Date:  [                   ]

MBIA Insurance Corporation
113 King Street
Armonk, New York  10504

Attention:  Insured Portfolio Management,
            Structured Finance

State Street Bank and Trust Company, N.A.
61 Broadway, 15th Floor
New York, New York  10006
Attention: Municipal Registrar and Paying Agency


      Reference is made to Policy No. 30951 dated December 9, 1999 (the
"Policy") issued by MBIA Insurance Corporation ("MBIA"). Terms capitalized
herein and not otherwise defined shall have the meanings ascribed to such terms
in or pursuant to the Policy unless the context otherwise requires.

      The Subordination Agent hereby certifies as follows:

      1.    The Subordination Agent is the trustee for the Class G Trustee under
            the Trust Agreement.

      2.    The Subordination Agent has established ______________ as a Special
            Distribution Date pursuant to the Agreement for amounts claimed
            hereunder.

      3.    A Final Order providing for the recovery of a Preference Amount of
            $___________________ has been issued.

      4.    $__________________ of the amount set forth in item No. 3 above has
            been paid by the Class G Certificateholders and $________________ is
            required to be paid to the receiver, conservator,
            debtor-in-possession or trustee in bankruptcy named in the Final
            Order.

      5.    The Subordination Agent has not heretofore made a demand for such
            Preference Amount.


                                       1
<PAGE>

      6.    The Subordination Agent has delivered to MBIA or has attached hereto
            all documents required by the Policy to be delivered in connection
            with such Preference Amount.

      7.    The Subordination Agent hereby requests that payment of
            $______________ of such Preference Amount be made to the receiver,
            conservator, debtor-in-possession or trustee in bankruptcy named in
            the Final Order and $________________ of such Preference Amount be
            paid to the Subordination Agent for payment over to the Class G
            Trustee for distribution to theClass G Certificateholders, in each
            case, by MBIA under the Policy and directs that payment under the
            Policy be made to the following account by bank wire transfer of
            federal or other immediately available funds in accordance with the
            terms of the Policy to:

      8.    For the portion to be paid to the receiver, conservator,
            debtor-in-possession or trustee, to ______________________:

            ABA #[     ]
            Acct # [     ]
            FBO:   [     ]

      [relevant account number]

      For the portion to be paid to the Subordination Agent:

            ABA #[     ]
            Acct # [     ]
            FBO:   [     ]

      [Policy Account Number]

                                          [Name of Subordination Agent]
By:

Title:
                  (Officer)


                                       2
<PAGE>

                                                Exhibit C to Policy Number 30951

MBIA Insurance Corporation
113 King Street
Armonk, New York 10504

Attention:  Insured Portfolio Management,
            Structured Finance

Dear Sirs:

      Reference is made to that certain Policy, Number 30951 dated December 9,
1999 (the "Policy") which has been issued by MBIA Insurance Corporation in favor
of the Subordination Agent.

      The undersigned [Name of Transferor] has transferred and assigned (and
hereby confirms to you said transfer and assignment) all of its rights in and
under said Policy to [Name of Transferee] and confirms that [Name of Transferor]
no longer has any rights under or interest in said Policy.

      Transferor and Transferee have indicated on the face of said Policy that
it has been transferred and assigned to Transferee.

      Transferee hereby certifies that it is a duly authorized transferee under
the terms of said Policy and is accordingly entitled, upon presentation of the
document(s) called for therein, to receive payment thereunder.


_________________________
[Name of Transferor]


By:______________________
   [Name and Title of
   Authorized Officer of
   Transferor


                                       1
<PAGE>

Exhibit D to Policy Number 30951
                               Form of Assignment

      Reference is made to that certain Policy No. 30951, dated December 9, 1999
(the "Policy") issued by MBIA Insurance Corporation ("MBIA") relating to the
Northwest Airlines 1999-3G Pass Through Trust Certificates. Unless otherwise
defined herein, capitalized terms used in this Assignment shall have the
meanings assigned thereto in the Policy as incorporated by reference therein. In
connection with the Avoided Payment of [$ ] paid by the undersigned (the "Class
G Certificateholder") on [ ] and the payment by MBIA in respect of such Avoided
Payment pursuant to the Policy, the Class G Certificateholder hereby irrevocably
and unconditionally, without recourse, representation or warranty (except as
provided below), sells, assigns, transfers, conveys and delivers all of such
Class G Certificateholder's rights, title and interest in and to any rights or
claims, whether accrued, contingent or otherwise, which the Class G
Certificateholder now has or may hereafter acquire, against any person relating
to, arising out of or in connection with such Avoided Payment. The Class G
Certificateholder represents and warrants that such claims and rights are free
and clear of any lien or encumbrance created or incurred by such Class G
Certificateholder.(1)


____________________________
Class G Certificateholder


----------
      (1) In the event that the terms of this form of assignment are reasonably
determined to be insufficient solely as a result of a change of law or
applicable rules after the date of the Policy to fully vest all of the Class G
Certificateholder's right, title and interest in such rights and claims, the
Class G Certificateholder and MBIA shall agree on such other form as is
reasonably necessary to effect such assignment, which assignment shall be
without recourse, representation or warranty except as provided above.


                                       1
<PAGE>


                                       2