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The annual fee is rather typical for airline co-branded credit cards. To compensate it they offer travel perks, in case of the Southwest Priority credit card you receive 4 upgraded boardings per year when available, 20% back on in-flight drinks, WiFi, messaging, and movies and other benefits. However, with the $149 annual fee those features are worthy only for those who fly Southwest a lot. If you don't fall into this category, then don't bother acquiring this card. There are plenty of travel credit cards which are universal, have similar or better bonuses and don't require annual fee or fee is waived first year.