SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): April 30, 2002
Delta Air Lines, Inc.
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(Exact name of registrant as specified in its charter)
Delaware 1-5424 58-0218548
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(State of incorporation) (Commission File Number) (I.R.S. Employer
Identification No.)
Hartsfield-Jackson Atlanta International Airport, Atlanta, Georgia 30320
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(Address of principal executive officers) (Zip Code)
Registrant's telephone number, including area code: (404) 715-2600
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Not Applicable
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(Former name or former address, if changed since last report)
ITEM 5. OTHER EVENTS
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Delta Air Lines, Inc. (the "Company") is filing with the Securities
and Exchange Commission certain items that are to be incorporated by reference
into its Registration Statement on Form S-3 (File No. 333-65218).
ITEM 7. EXHIBITS
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The following documents are filed as Exhibits in connection with,
and incorporated by reference into, the Company's Registration Statement on Form
S-3 (File No. 333-65218). The Registration Statement and the Prospectus
Supplement dated April 23, 2002 to the Prospectus date July 23, 2001 related to
the offering by the Company of Pass Through Trust Certificates, Series 2002-1.
EXHIBIT NUMBER DESCRIPTION
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1(a) Underwriting Agreement dated as of April 23,
2002, by and among the Company, Salomon
Smith Barney Inc. and J.P. Morgan Securities
Inc.
4(a)(1) Trust Supplement No. 2002-1G-1 dated as of
April 30, 2002, by and between the Company
and State Street Bank and Trust Company of
Connecticut, National Association, as
Trustee (the "Pass Through Trustee").
4(a)(2) Form of 6.718% Delta Air Lines Pass Through
Certificate, Series 2002-1G-1 (included in
Exhibit 4(a)(1)).
4(a)(3) Trust Supplement No. 2002-1G-2 dated as of
April 30, 2002, by and between the Company
and the Pass Through Trustee.
4(a)(4) Form of 6.417% Delta Air Lines Pass Through
Certificate, Series 2002-1G-2 (included in
Exhibit 4(a)(3)).
4(a)(5) Trust Supplement No. 2002-1C dated as of
April 30, 2002, by and between the Company
and the Pass Through Trustee.
4(a)(6) Form of 7.779% Delta Air Lines Pass Through
Certificate, Series 2002-1C (included in
Exhibit 4(a)(5)).
4(b)(1) Intercreditor Agreement dated as of April
30, 2002, by and among the Pass Through
Trustee, Westdeutsche Landesbank
Girozentrale, New York Brach (the "Liquidity
Provider") and State Street Bank and Trust
Company of Connecticut, National
Association, as Subordination Agent (the
"Subordination Agent").
4(c)(1) Revolving Credit Agreement (2002-1G-1) dated
as of April 30, 2002, by and between the
Subordination Agent and the Liquidity
Provider.
4(c)(2) Revolving Credit Agreement (2002-1G-2) dated
as of April 30, 2002, by and between the
Subordination Agent and the Liquidity
Provider.
4(c)(3) Revolving Credit Agreement (2002-1C) dated
as of April 30, 2002, by and between the
Subordination Agent and the Liquidity
Provider.
4(d)(1) Financial Guarantee Insurance Policy
(2002-1G-1) issued by MBIA Insurance
Corporation, dated April 30, 2002.
4(d)(2) Financial Guarantee Insurance Policy
(2002-1G-2) issued by MBIA Insurance
Corporation, dated April 30, 2002.
4(e)(1) Participation Agreement (N372DA) dated as of
April 30, 2002, by and among the Company,
the Pass Through Trustee, the Subordination
Agent and State Street Bank and Trust
Company of Connecticut, National
Association, as loan trustee (the "Loan
Trustee"), and State Street Bank and Trust
Company of Connecticut, National
Association, in its individual capacity as
set forth therein.
4(e)(2) Indenture and Security Agreement (N372DA)
dated as of April 30, 2002, by and between
the Company and the Loan Trustee.
4(e)(3) Form of Series 2002-1 Equipment Notes issued
in connection with the Boeing aircraft
bearing U.S. registration number N372DA
(included in Exhibit 4(e)(2)).
4(e)(4) Participation Agreement (N833MH) dated as of
April 30, 2002, by and among the Company,
the Pass Through Trustee, the Subordination
Agent and State Street Bank and Trust
Company of Connecticut, National
Association, as loan trustee (the "Loan
Trustee"), and State Street Bank and Trust
Company of Connecticut, National
Association, in its individual capacity as
set forth therein.
4(e)(5) Indenture and Security Agreement (N833MH)
dated as of April 30, 2002, by and between
the Company and the Loan Trustee.
4(e)(6) Form of Series 2002-1 Equipment Notes issued
in connection with the Boeing aircraft
bearing U.S. registration number N833MH
(included in Exhibit 4(e)(5)).
99 Schedule I.*
*Pursuant to Instruction 2 to Item 601 of Regulation S-K, Exhibit
99(a) filed herewith contains a list of other documents applicable to the
Boeing aircraft that relate to the offering of the Company's Pass Through
Certificates, Series 2002-1, which documents are substantially identical
to those applicable to the Boeing 737 aircraft bearing United States
registration numbers. Exhibit 99 sets forth the details by which such
other documents differ from the corresponding documents filed in respect
of the aircraft bearing United States registrations number N372DA.
The Exhibit Index commencing on page 6 is hereby incorporated herein
by reference.
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
DELTA AIR LINES, INC.
Date: May 19, 2004 By: /s/ Leslie P. Klemperer
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Leslie P. Klemperer
Vice President - Deputy General
Counsel & Secretary
EXHIBIT INDEX
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EXHIBIT NUMBER DESCRIPTION
-------------- -----------
1(a) Underwriting Agreement dated as of April 23,
2002, by and among the Company, Salomon
Smith Barney Inc. and J.P. Morgan Securities
Inc.
4(a)(1) Trust Supplement No. 2002-1G-1 dated as of
April 30, 2002, by and between the Company
and State Street Bank and Trust Company of
Connecticut, National Association, as
Trustee (the "Pass Through Trustee").
4(a)(2) Form of 6.718% Delta Air Lines Pass Through
Certificate, Series 2002-1G-1 (included in
Exhibit 4(a)(1)).
4(a)(3) Trust Supplement No. 2002-1G-2 dated as of
April 30, 2002, by and between the Company
and the Pass Through Trustee.
4(a)(4) Form of 6.417% Delta Air Lines Pass Through
Certificate, Series 2002-1G-2 (included in
Exhibit 4(a)(3)).
4(a)(5) Trust Supplement No. 2002-1C dated as of
April 30, 2002, by and between the Company
and the Pass Through Trustee.
4(a)(6) Form of 7.779% Delta Air Lines Pass Through
Certificate, Series 2002-1C (included in
Exhibit 4(a)(5)).
4(b)(1) Intercreditor Agreement dated as of April
30, 2002, by and among the Pass Through
Trustee, Westdeutsche Landesbank
Girozentrale, New York Brach (the "Liquidity
Provider") and State Street Bank and Trust
Company of Connecticut, National
Association, as Subordination Agent (the
"Subordination Agent").
4(c)(1) Revolving Credit Agreement (2002-1G-1) dated
as of April 30, 2002, by and between the
Subordination Agent and the Liquidity
Provider.
4(c)(2) Revolving Credit Agreement (2002-1G-2) dated
as of April 30, 2002, by and between the
Subordination Agent and the Liquidity
Provider.
4(c)(3) Revolving Credit Agreement (2002-1C) dated
as of April 30, 2002, by and between the
Subordination Agent and the Liquidity
Provider.
4(d)(1) Financial Guarantee Insurance Policy
(2002-1G-1) issued by MBIA Insurance
Corporation, dated April 30, 2002.
4(d)(2) Financial Guarantee Insurance Policy
(2002-1G-2) issued by MBIA Insurance
Corporation, dated April 30, 2002.
4(e)(1) Participation Agreement (N372DA) dated as of
April 30, 2002, by and among the Company,
the Pass Through Trustee, the Subordination
Agent and State Street Bank and Trust
Company of Connecticut, National
Association, as loan trustee (the "Loan
Trustee"), and State Street Bank and Trust
Company of Connecticut, National
Association, in its individual capacity as
set forth therein.
4(e)(2) Indenture and Security Agreement (N372DA)
dated as of April 30, 2002, by and between
the Company and the Loan Trustee.
4(e)(3) Form of Series 2002-1 Equipment Notes issued
in connection with the Boeing aircraft
bearing U.S. registration number N372DA
(included in Exhibit 4(e)(2)).
4(e)(4) Participation Agreement (N833MH) dated as of
April 30, 2002, by and among the Company,
the Pass Through Trustee, the Subordination
Agent and State Street Bank and Trust
Company of Connecticut, National
Association, as loan trustee (the "Loan
Trustee"), and State Street Bank and Trust
Company of Connecticut, National
Association, in its individual capacity as
set forth therein.
4(e)(5) Indenture and Security Agreement (N833MH)
dated as of April 30, 2002, by and between
the Company and the Loan Trustee.
4(e)(6) Form of Series 2002-1 Equipment Notes issued
in connection with the Boeing aircraft
bearing U.S. registration number N833MH
(included in Exhibit 4(e)(5)).
99 Schedule I.*