CARLSON TRAVEL GROUP, INC.

ABOVE & BEYOND

EDUCATIONAL SERVICES, NAMELY, CONDUCTING A TRAINING PROGRAM FOR TRAVEL AGENTS;

ACCUDATA

TRAVEL AGENCY SERVICES; NAMELY, PROVIDING TO OTHERS COMPUTERIZED TRAVEL MANAGEMENT DATA VALIDATION, EDITING AND REPORTING SERVICES;ACCURATE DATA;

ACCUFARE PLUS

TRAVEL AGENCY SERVICES, NAMELY PROVIDING A COMPUTERIZED SYSTEM FOR USE BY OTHERS TO SURVEY AIRFARE COSTS, BOOK SELECTED FARES, AND PRODUCE MANAGEMENT REPORTS;ACCURATE FARE PLUS;

ACCUGRAPH

ACCURATE GRAPH;PROVIDING ACCESS TO A COMPUTER DATABASE CONTAINING INFORMATION REGARDING TRAVEL MANAGEMENT;

ACCULINK

TRAVEL AGENCY SERVICES, NAMELY PROVIDING TRAVEL MANAGEMENT INFORMATION SYSTEM DATA TO CLIENTS ON DISKETTE;ACCURATE LINK;

ACCUPLAN

travel agency services; namely, providing customers with a travel itinerary from a computer database;ACCURATE PLAN;

ACCUSTAY

ACCU-STAY;providing a fully automated hotel monitoring system for use by others to check hotel rates, check into hotels and provide management reports;

ACCUSYSTEM

ACCURATE SYSTEM;INFORMATION MANAGEMENT SERVICES - NAMELY, COLLECTING AND REVIEWING TRAVEL DATA INFORMATION FOR TRAVEL AGENCIES;

ACU-RES

travel reservation services;ACCURATE RESERVATIONS;

ASK MR. FOSTER VACATION VALUES NEWS

TRAVEL AGENCY SERVICES;ASK MISTER FOSTER;

ASSOCIATE CONSULTING SERVICES

business management consulting services; namely, consulting services for travel agencies to improve performance and profitability through peer group exchange and individual agency assistance;CONSULTING SERVICES;

BANK NOTES

travel agency services;

BRANDNEWS

newsletter in the field of travel;BRAND NEWS;NEWS;

BUSINESS PARTNERS CLUB

buying club; namely, arranging and administering a program whereby participating businesses can purchase business services and equipment at negotiated prices or rates;BUSINESS and CLUB;

CLEARANCE SAILS

travel agency services;

DATAMANAGER

providing access time to an on-line computer database for the storage and retrieval of client travel information in the field of travel;

EMPOWER TRAVEL

Travel agency services, namely, making reservations and bookings for transportation, arranging and conducting travel tours and vacation packages, arranging air, land and sea transportation for individuals and groups; coordinating travel arrangements for individuals and for groups; organizing packaged vacation and travel tours; car rental reservation services;TRAVEL AGENCY SERVICES, NAMELY, MAKING RESERVATIONS AND BOOKING FOR TEMPORARY LODGING;TRAVEL;

ENQUEST

providing an interactive database in the field of travel offered by means of a global computer network;

EXPLORING YOUR WORLD

Newsletter in the field of travel;

FIVEPOINT GUARANTEE

travel club featuring a guarantee program for the lowest published airfare and membership refund due to customer dissatisfaction;FIVE POINT GUARANTEE;GUARANTEE;

FONE-A-FLIGHT

providing access to an official airline guide by touch-tone telephone;PHONE A FLIGHT;

GOLD AMENITIES

travel agency services; namely, special awards, discounts and/or other promotions offered to travel customers;credit card services; namely, special awards, discounts and/or other promotions offered to applicant's credit card holders;

GOLD CONNEXIONS

TRAVEL AGENCY SERVICES, NAMELY A TRAVEL CLUB PROGRAM; ARRANGING, ORGANIZING, AND CONDUCTING TRAVEL TOURS; ARRANGING TRANSPORTATION BY AIR, BY LAND, AND BY WATER FOR INDIVIDUAL TRAVELERS AND FOR GROUPS;COORDINATION OF LODGING ARRANGEMENTS FOR INDIVIDUAL TRAVELERS AND FOR GROUPS; HOTEL AND MOTEL RESERVATION SERVICES AND SERVICES FOR RESERVATION OF OTHER TEMPORARY LODGINGS;

GOLD CONNEXIONS

TRAVEL AGENCY SERVICES, NAMELY A TRAVEL CLUB PROGRAM; ARRANGING, ORGANIZING, AND CONDUCTING TRAVEL TOURS; ARRANGING TRANSPORTATION BY AIR, BY LAND, AND BY WATER FOR INDIVIDUAL TRAVELERS AND FOR GROUPS;COORDINATION OF LODGING ARRANGEMENTS FOR INDIVIDUAL TRAVELERS AND FOR GROUPS; HOTEL AND MOTEL RESERVATION SERVICES AND SERVICES FOR RESERVATION OF OTHER TEMPORAL LODGINGS;

GROUPCHECK

travel agency services, namely providing to others computerized travel summary reports;GROUP CHECK;

INFOQUEST

leasing access time to a compatible computer database in the field of travel information;

INSIDER'S PASSPORT

travel agency services; namely, a travel club for customer employees;INSIDER PASSPORT;

IT'S YOUR TIME, USE OUR CONNECTIONS.

TRAVEL AGENCY SERVICES, NAMELY, MAKING RESERVATIONS AND BOOKINGS FOR TRANSPORTATION, ARRANGING AND CONDUCTING TRAVEL TOURS AND VACATION PACKAGES, ARRANGING AIR, LAND AND SEA TRANSPORTATION FOR INDIVIDUALS AND GROUPS; COORDINATING TRAVEL ARRANGEMENTS FOR INDIVIDUALS AND FOR GROUPS; ORGANIZING PACKAGED VACATION AND TRAVEL TOURS; CAR RENTAL RESERVATION SERVICES; PROVIDING AND MANAGING FREQUENT TRAVELER BENEFIT PROGRAMS FOR OTHERS; TRAVEL INFORMATION SERVICES;IT IS YOUR TIME USE OUR CONNECTIONS;TRAVEL AGENCY SERVICES, NAMELY MAKING RESERVATIONS AND BOOKINGS FOR TEMPORARY LODGING;

KIDSMART VACATIONS

travel agency services, namely family vacation planning services in the nature of travel information, arranging travel tours, reservations and bookings for transportation;KID SMART VACATIONS;VACATIONS;

MAKING CENTS OF BUSINESS TRAVEL

travel agency services in the field of business travel featuring the distribution of related materials;BUSINESS TRAVEL;

POSITIVELY PERFECT

TRAVEL AGENCY SERVICES;

Q3 QUALIFIED CUSTOMERS QUALITY OFFERS QUANTIFIED RESULTS

COMPUTER NETWORKING SERVICES, NAMELY PROVIDING A DIRECT MARKETING DATABASE TO CUSTOMERS OVER A GLOBAL COMPUTER NETWORK FEATURING TRAVEL SERVICES;QUALIFIED CUSTOMERS, QUALITY OFFERS, or QUANTIFIED RESULTS;

Q3 QUALIFIED CUSTOMERS QUALITY SERVICE QUANTIFIED RESULTS

business networking in the field of travel services, namely, providing a database for member travel agencies for centralizing customer information, in order to better assess and serve customer needs and to improve profitability for the travel agencies;QUALIFIED CUSTOMERS, QUALITY SERVICE AND QUANTIFIED RESULTS;

RAPID REZ

computer services; namely, providing access to a computer database in the field of travel;

S. M. A. R. T.

travel agency services; namely, maintaining a database to provide travel information to customers;

SEAMASTERS

Travel agency services, namely, making reservations and bookings for transportation, and making cruise reservations for individuals and groups;SEA MASTERS;Travel agency services, namely, making reservations and bookings for temporary lodging;

SEAT CHECK

travel agency services; namely, providing a system to monitor airline coach class preferred passenger seating, including checking boarding passes to determine available seating;

SUPERCITIES

THE DRAWING IS AMENDED TO APPEAR AS FOLLOWS: PUBLISH NEW CUT;IN THE STATEMENT, COLUMN 2, LINES 4 AND 5 ARE DELETED AND THE DRAWING IS AMENDED TO APPEAR AS FOLLOWS: PUBLISH NEW CUT;Travel Services-Namely, Organizing of Tour Packaging;No claim is made to the exclusive right to use Cities, apart from the mark as shown.;

TAKING YOU ANYWHERE. REWARDING YOU ALWAYS.

TRAVEL AGENCY SERVICES, NAMELY A TRAVEL CLUB PROGRAM; ARRANGING, ORGANIZING, AND CONDUCTING TRAVEL TOURS; MAKING RESERVATIONS AND BOOKINGS FOR TRANSPORTATION BY AIR, BY LAND, AND BY WATER FOR INDIVIDUAL TRAVELERS AND FOR GROUPS;TRAVEL AGENCY SERVICES, MAKING RESERVATIONS AND BOOKING LODGING ARRANGEMENTS FOR INDIVIDUAL TRAVELERS AND FOR GROUPS; HOTEL AND MOTEL RESERVATION SERVICES AND SERVICES FOR RESERVATION OF OTHER TEMPORAL LODGINGS;

THREEPOINT GUARANTEE

TRAVEL CLUB PROGRAM FEATURING AN EXPLANATION OF A GUARANTEE IN THE PROGRAM;THREE POINT GUARANTEE;GUARANTEE;

TRAVEL RESERVATIONS CENTER

travel agency services; namely, making reservations and bookings for transportation;TRAVEL RESERVATIONS CENTER;travel agency services; namely, making reservations and bookings for temporary lodging;

TRAVELER PLUS

travel agency services, namely issuing traveler's checks, providing emergency cash and credit card registration services, all for frequent travelers;TRAVELER;

TRAVELERS BOUTIQUE

business merchandising display services featuring travel related merchandise;BOUTIQUE;

TRIPSCAPES

TRAVEL AGENCY SERVICES, NAMELY, MAKING RESERVATIONS AND BOOKINGS FOR TRANSPORTATION; ARRANGING AND CONDUCTING TRAVEL TOURS AND VACATION PACKAGES; ARRANGING AIR, LAND AND SEA TRANSPORTATION FOR INDIVIDUALS AND GROUPS; COORDINATING TRAVEL ARRANGEMENTS FOR INDIVIDUALS AND FOR GROUPS; ORGANIZING PACKAGED VACATION AND TRAVEL TOURS; CAR RENTAL RESERVATION SERVICES; PROVIDING AND MANAGING FREQUENT TRAVELER BENEFIT PROGRAMS FOR OTHERS; TRAVEL INFORMATION SERVICES;TRIP ESCAPES;FRANCHISING SERVICES, NAMELY, OFFERING TECHNICAL ASSISTANCE IN THE ESTABLISHMENT AND OPERATION OF TRAVEL AGENCIES;TRAVEL AGENCY SERVICES, MAKING RESERVATIONS AND BOOKING LODGING ARRANGEMENTS FOR INDIVIDUAL TRAVELERS AND FOR GROUPS; HOTEL AND MOTEL RESERVATION SERVICES AND SERVICES FOR RESERVATION OF OTHER TEMPORAL LODGINGS;

TRIPSCAPES TRAVEL

TRAVEL AGENCY SERVICES, NAMELY, MAKING RESERVATIONS AND BOOKINGS FOR TRANSPORTATION; ARRANGING AND CONDUCTING TRAVEL TOURS AND VACATION PACKAGES; ARRANGING AIR, LAND AND SEA TRANSPORTATION FOR INDIVIDUALS AND GROUPS; COORDINATING TRAVEL ARRANGEMENTS FOR INDIVIDUALS AND FOR GROUPS; ORGANIZING PACKAGED VACATION AND TRAVEL TOURS; CAR RENTAL RESERVATION SERVICES; PROVIDING AND MANAGING FREQUENT TRAVELER BENEFIT PROGRAMS FOR OTHERS; TRAVEL INFORMATION SERVICES;FRANCHISING SERVICES, NAMELY, OFFERING TECHNICAL ASSISTANCE IN THE ESTABLISHMENT AND OPERATION OF TRAVEL AGENCIES;TRAVEL;TRAVEL AGENCY SERVICES, MAKING RESERVATIONS AND BOOKING LODGING ARRANGEMENTS FOR INDIVIDUAL TRAVELERS AND FOR GROUPS; HOTEL AND MOTEL RESERVATION SERVICES AND SERVICES FOR RESERVATION OF OTHER TEMPORAL LODGINGS;

VACATION PARTNERS

travel agency services; namely, a travel club for employees and their families;VACATION;

VANTAGEPOINT

travel club services directed to members of the general public;VANTAGE POINT;

VANTAGEPOINT PLUS

travel club services directed to members of the general public, namely, a travel club program offering a special membership plan to certain customers, featuring special travel offers and luxury travel;VANTAGE POINT PLUS;

VANTAGEPOINTS

travel club services, namely, as travel club program featuring the distribution of points for travel which can be redeemed for free travel directed to members of the general public;VANTAGE POINTS;

VIP CRUISE CASH

travel discount certificates;vip cruise cash;CRUISE CASH;

VIP CRUISE CLUB

THE MARK CONSISTS IN PART OF A STYLIZED ANCHOR FORMING THE LETTER I IN STYLIZED FORM.;travel agency services;VIP Cruise Club;CRUISE CLUB;