Claims Notification Letter PDF Print E-mail
Dear Delta Retiree,

Our records indicate that you hold a general unsecured claim against Delta in its bankruptcy case. As we get closer to our exit from Chapter 11, I wanted to give you an update on how distributions will be made on account of allowed claims.

First, it is important for you to know that retiree claimants with allowed claims should expect to receive their initial distributions, whether in stock or in cash, approximately 30 days after Delta emerges from Chapter 11. Then, if any additional shares remain to be distributed after all of Delta's disputed claims are resolved, holders of allowed claims may be entitled to a second and final distribution at a later date. We will notify holders of allowed claims if and when a final distribution is to be made.

Required Withholding
Generally

As described in Delta's Plan of Reorganization (the "Plan"), Delta must make distributions on account of allowed claims in compliance with all withholding and reporting requirements imposed by federal, state, local and foreign taxing authorities. Thus, as a general rule, a portion of each distribution allocated to a retiree holding an allowed claim will be sold in order to cover Delta's income and other tax withholding obligations with respect to that retiree.

This means that if you are to receive stock on account of an allowed claim, the amount of stock you actually receive will generally be net of the number of shares withheld and sold to provide for payment of withholding taxes. Similarly, if you are a member of a class that was given the option to request to receive the cash proceeds from the sale of your stock instead of the stock itself, and you requested that treatment, your cash payment would generally be equal to the net proceeds of the stock sale after the appropriate amount was withheld to pay withholding taxes.

Option to Pay Tax Withholding Amount and Receive Gross Number of Shares

Delta has decided to provide retirees holding allowed claims another way to comply with their tax withholding obligations. Rather than having a portion of your distribution withheld, you can elect to pay by cashier's check, certified check or money order the tax withholding amount related to your distribution. If you properly make this election and comply with the relevant procedures, you will receive the gross number of shares allocated to you on account of your allowed claim, without any shares having been sold on your behalf to pay withholding taxes. Even if you initially elected on your Ballot to receive cash proceeds rather than stock, you may now reverse that decision by making the election to pay your tax withholding amount by cashier's check, certified check or money order. Upon proper payment, you would then receive all of the stock allocated to you on account of your allowed claim. If you do not wish to elect this alternative way of paying withholding taxes, you do not need to do anything in response to this letter.

If you do wish to elect this alternative and receive your entire allocation of stock, without having any shares sold on your behalf to pay withholding taxes, you would need to make this election by April 27, 2007. Shortly after Delta exits bankruptcy, electing holders will be notified of the tax withholding amount due. Upon timely payment of such amounts, electing holders' shares will be distributed to them. More information about this election process, including the requirements to make the election, are available in the "Notice of Supplemental Procedures Regarding Tax Withholding Obligations Relevant to Retirees and Former Employees of the Debtors" that was recently filed on the Bankruptcy Court docket and is available on the Debtors' case information website, www.deltadocket.com, and on the Delta Retiree Connection website.

Tax Withholding Rates

The federal tax withholding rates that will apply have not yet been finally determined. However, the Debtors have consulted with the Internal Revenue Service regarding using the following federal tax withholding flat-rates, which rates vary based on Claim size and are not individually determined: (i) for Claims less than $2,000, a withholding rate of 10%, (ii) for Claims greater than $2,000 but less than $100,000, a withholding rate of 15% and (iii) for Claims greater than $100,000, a withholding rate of 25%. Please also note that additional amounts will be withheld if the value of all distributions to you exceeds $1 million. Additional state, local and FICA taxes will be withheld as applicable. If it is ultimately decided that different federal tax withholding rates will be applied, the Debtors will notify you by filing a notice on the Bankruptcy Court docket and posting the same to the Debtors' case information website, www.deltadocket.com.

Details of How Delta Will Provide You with Your Stock or Cash

Retirees Who Will Receive Stock Distributions

In order to expedite the distribution process, Delta has engaged Fidelity Investments to provide retirees who will receive stock under Delta's Plan (whether they elect to pay the withholding amounts by check or money order or whether they have a portion of their shares sold on their behalf to pay withholding taxes) with an individual brokerage account called a Fidelity Account . After Delta emerges from Chapter 11, shares to be distributed to such retirees on account of their allowed claims will be deposited into these accounts. Once the shares are distributed, holders will be free to sell, transfer or hold the shares.

If you will receive stock under Delta's Plan as a distribution on account of an allowed claim, you will receive a communication from Fidelity in late April that will describe your account and tell you how to access your shares. Be on the lookout for this communication.

Retirees Who Will Receive Cash Distributions

If you hold an allowed claim and are a member of a class that was given the option to request to receive the cash proceeds from the sale of your stock and you chose such option (and did not make the election described above to pay your withholding amounts by check or money order), you will receive a check directly from Delta once such sales are effected.

We realize that this process may be confusing and we are committed to making the process as smooth as we can. If you have any questions about the status of your claim, please contact BSI at 866-271-8942.

Rob Kight
Vice President, Compensation, Benefits and Services
Delta Air Lines

Note: Receipt of this letter does not necessarily mean that you have an allowed claim under the Debtors' Plan, and only allowed claims will receive a distribution under the Plan.


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