Exhibit 99(a)
SCHEDULE I
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The following documents relating to one Boeing 737-832 aircraft
bearing United States registration number N372DA (hereinafter collectively
referred to as the "N372DA Documents") have been provided in this filing: (a)
Participation Agreement (N372DA), dated as of April 30, 2002, among Delta Air
Lines, Inc. (the "Company"), State Street Bank and Trust Company of Connecticut,
National Association, as Pass Through Trustee under each of the Pass Through
Trust Agreements (the "Pass Through Trustee"), State Street Bank and Trust
Company of Connecticut, as Subordination Agent under the Intercreditor Agreement
(the Subordination Agent"), 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 ("State Street"); and (b) Indenture and Security
Agreement (N372DA), dated as of April 30, 2002, between the Company and the Loan
Trustee.
The corresponding documents listed below are substantially identical
in all material respects to the N372DA Documents, with the following exceptions:
(1) conforming changes have been made to reflect the appropriate United States
registration number of each aircraft (i.e., N373DA, N374DA, N375DA, etc.), the
appropriate model of each aircraft (i.e., 737-832, 757-232, 767-332ER) and the
appropriate manufacturer's serial number of each aircraft; (2) the description
and original principal amount of the equipment notes set forth on Schedule I to
each Participation Agreement differ; (2) the dollar amount set forth on Exhibit
C to each Indenture and Security Agreement differs according to the model of
each aircraft; (3) conforming changes have been made to reflect the appropriate
engines relating to each aircraft (i.e., CFM International, Inc. CFM56-7B26,
United Technologies Corporation PW2037, General Electric Company CF6-80C2B8F);
and (4) the definitions set forth in Annex A to each Participation Agreement and
Indenture and Security Agreement differ.
(1)(a) Participation Agreement (N373DA), dated as of April 30, 2002, among the
Company, the Pass Through Trustee, the Subordination Agent and State
Street Bank and Trust Company of Connecticut, National Association, as
loan trustee, and State Street Bank.
(1)(b) Indenture and Security Agreement (N373DA), dated as of April 30, 2002,
between the Company and the Loan Trustee.
(2)(a) Participation Agreement (N374DA), dated as of April 30, 2002, among the
Company, the Pass Through Trustee, the Subordination Agent and State
Street Bank and Trust Company of Connecticut, National Association, as
loan trustee, and State Street Bank.
(2)(b) Indenture and Security Agreement (N374DA), dated as of April 30, 2002,
between the Company and the Loan Trustee.
(3)(a) Participation Agreement (N375DA), dated as of April 30, 2002, among the
Company, the Pass Through Trustee, the Subordination Agent and State
Street Bank and Trust Company of Connecticut, National Association, as
loan trustee, and State Street Bank.
(3)(b) Indenture and Security Agreement (N375DA), dated as of April 30, 2002,
between the Company and the Loan Trustee.
(4)(a) Participation Agreement (N396DA), dated as of April 30, 2002, among the
Company, the Pass Through Trustee, the Subordination Agent and State
Street Bank and Trust Company of Connecticut, National Association, as
loan trustee, and State Street Bank.
(4)(b) Indenture and Security Agreement (N396DA), dated as of April 30, 2002,
between the Company and the Loan Trustee.
(5)(a) Participation Agreement (N397DA), dated as of April 30, 2002, among the
Company, the Pass Through Trustee, the Subordination Agent and State
Street Bank and Trust Company of Connecticut, National Association, as
loan trustee, and State Street Bank.
(5)(b) Indenture and Security Agreement (N397DA), dated as of April 30, 2002,
between the Company and the Loan Trustee.
(6)(a) Participation Agreement (N398DA), dated as of April 30, 2002, among the
Company, the Pass Through Trustee, the Subordination Agent and State
Street Bank and Trust Company of Connecticut, National Association, as
loan trustee, and State Street Bank.
(6)(b) Indenture and Security Agreement (N398DA), dated as of April 30, 2002,
between the Company and the Loan Trustee.
(7)(a) Participation Agreement (N399DA), dated as of April 30, 2002, among the
Company, the Pass Through Trustee, the Subordination Agent and State
Street Bank and Trust Company of Connecticut, National Association, as
loan trustee, and State Street Bank.
(7)(b) Indenture and Security Agreement (N3799DA), dated as of April 30, 2002,
between the Company and the Loan Trustee.
(8)(a) Participation Agreement (N3730B), dated as of April 30, 2002, among the
Company, the Pass Through Trustee, the Subordination Agent and State
Street Bank and Trust Company of Connecticut, National Association, as
loan trustee, and State Street Bank.
(8)(b) Indenture and Security Agreement (N3730B), dated as of April 30, 2002,
between the Company and the Loan Trustee.
(9)(a) Participation Agreement (N3764D), dated as of April 30, 2002, among the
Company, the Pass Through Trustee, the Subordination Agent and State
Street Bank and Trust Company of Connecticut, National Association, as
loan trustee, and State Street Bank.
(9)(b) Indenture and Security Agreement (N3764D), dated as of April 30, 2002,
between the Company and the Loan Trustee.
(10)(a) Participation Agreement (N3765), dated as of April 30, 2002, among the
Company, the Pass Through Trustee, the Subordination Agent and State
Street Bank and Trust Company of Connecticut, National Association, as
loan trustee, and State Street Bank.
(10)(b) Indenture and Security Agreement (N3765), dated as of April 30, 2002,
between the Company and the Loan Trustee.
(11)(a) Participation Agreement (N3766), dated as of April 30, 2002, among the
Company, the Pass Through Trustee, the Subordination Agent and State
Street Bank and Trust Company of Connecticut, National Association, as
loan trustee, and State Street Bank.
(11)(b) Indenture and Security Agreement (N3766), dated as of April 30, 2002,
between the Company and the Loan Trustee.
(12)(a) Participation Agreement (N3767), dated as of April 30, 2002, among the
Company, the Pass Through Trustee, the Subordination Agent and State
Street Bank and Trust Company of Connecticut, National Association, as
loan trustee, and State Street Bank.
(12)(b) Indenture and Security Agreement (N3767), dated as of April 30, 2002,
between the Company and the Loan Trustee.
(13)(a) Participation Agreement (N3768), dated as of April 30, 2002, among the
Company, the Pass Through Trustee, the Subordination Agent and State
Street Bank and Trust Company of Connecticut, National Association, as
loan trustee, and State Street Bank.
(13)(b) Indenture and Security Agreement (N3768), dated as of April 30, 2002,
between the Company and the Loan Trustee.
(14)(a) Participation Agreement (N3769L), dated as of April 30, 2002, among the
Company, the Pass Through Trustee, the Subordination Agent and State
Street Bank and Trust Company of Connecticut, National Association, as
loan trustee, and State Street Bank.
(14)(b) Indenture and Security Agreement (N3769L), dated as of April 30, 2002,
between the Company and the Loan Trustee.
(15)(a) Participation Agreement (N37700), dated as of April 30, 2002, among the
Company, the Pass Through Trustee, the Subordination Agent and State
Street Bank and Trust Company of Connecticut, National Association, as
loan trustee, and State Street Bank.
(15)(b) Indenture and Security Agreement (N37700), dated as of April 30, 2002,
between the Company and the Loan Trustee.
(16)(a) Participation Agreement (N3771K), dated as of April 30, 2002, among the
Company, the Pass Through Trustee, the Subordination Agent and State
Street Bank and Trust Company of Connecticut, National Association, as
loan trustee, and State Street Bank.
(16)(b) Indenture and Security Agreement (N3771K), dated as of April 30, 2002,
between the Company and the Loan Trustee.
The following documents relating to one Boeing 767-432ER aircraft
bearing United States registration number N833MH (hereinafter collectively
referred to as the "N833MH Documents") have been provided in this filing: (a)
Participation Agreement (N833MH), dated as of April 30, 2002, among Delta Air
Lines, Inc. (the "Company"), State Street Bank and Trust Company of Connecticut,
National Association, as Pass Through Trustee under each of the Pass Through
Trust Agreements (the "Pass Through Trustee"), State Street Bank and Trust
Company of Connecticut, as Subordination Agent under the Intercreditor Agreement
(the Subordination Agent"), 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 ("State Street"); and (b) Indenture and Security
Agreement (N833MH), dated as of April 30, 2002, between the Company and the Loan
Trustee.
The corresponding documents listed below are substantially identical
in all material respects to the N833MH Documents, with the following exceptions:
(1) conforming changes have been made to reflect the appropriate United States
registration number of each aircraft (i.e., N67171, N185DN, N186DN, etc.), the
appropriate model of each aircraft (i.e., 757-232, 767-332ER) and the
appropriate manufacturer's serial number of each aircraft; (2) the description
and original principal amount of the equipment notes set forth on Schedule I to
each Participation Agreement differ; (2) the dollar amount set forth on Exhibit
C to each Indenture and Security Agreement differs according to the model of
each aircraft; (3) conforming changes have been made to reflect the appropriate
engines relating to each aircraft (i.e., CFM International, Inc. CFM56-7B26,
United Technologies Corporation PW2037, General Electric Company CF6-80C2B8F);
and (4) the definitions set forth in Annex A to each Participation Agreement and
Indenture and Security Agreement differ.
(1)(a) Participation Agreement (N67171), dated as of April 30, 2002, among the
Company, the Pass Through Trustee, the Subordination Agent and State
Street Bank and Trust Company of Connecticut, National Association, as
loan trustee, and State Street Bank.
(1)(b) Indenture and Security Agreement (N67171), dated as of April 30, 2002,
between the Company and the Loan Trustee.
(2)(a) Participation Agreement (N185DN), dated as of April 30, 2002, among the
Company, the Pass Through Trustee, the Subordination Agent and State
Street Bank and Trust Company of Connecticut, National Association, as
loan trustee, and State Street Bank.
(2)(b) Indenture and Security Agreement (N185DN), dated as of April 30, 2002,
between the Company and the Loan Trustee.
(3)(a) Participation Agreement (N186DN), dated as of April 30, 2002, among the
Company, the Pass Through Trustee, the Subordination Agent and State
Street Bank and Trust Company of Connecticut, National Association, as
loan trustee, and State Street Bank.
(3)(b) Indenture and Security Agreement (N186DN), dated as of April 30, 2002,
between the Company and the Loan Trustee.
(4)(a) Participation Agreement (N187DN), dated as of April 30, 2002, among the
Company, the Pass Through Trustee, the Subordination Agent and State
Street Bank and Trust Company of Connecticut, National Association, as
loan trustee, and State Street Bank.
(4)(b) Indenture and Security Agreement (N187DN), dated as of April 30, 2002,
between the Company and the Loan Trustee.
(5)(a) Participation Agreement (N188DN), dated as of April 30, 2002, among the
Company, the Pass Through Trustee, the Subordination Agent and State
Street Bank and Trust Company of Connecticut, National Association, as
loan trustee, and State Street Bank.
(5)(b) Indenture and Security Agreement (N188DN), dated as of April 30, 2002,
between the Company and the Loan Trustee.
(6)(a) Participation Agreement (N189DN), dated as of April 30, 2002, among the
Company, the Pass Through Trustee, the Subordination Agent and State
Street Bank and Trust Company of Connecticut, National Association, as
loan trustee, and State Street Bank.
(6)(b) Indenture and Security Agreement (N189DN), dated as of April 30, 2002,
between the Company and the Loan Trustee.
(7)(a) Participation Agreement (N190DN), dated as of April 30, 2002, among the
Company, the Pass Through Trustee, the Subordination Agent and State
Street Bank and Trust Company of Connecticut, National Association, as
loan trustee, and State Street Bank.
(7)(b) Indenture and Security Agreement (N190DN), dated as of April 30, 2002,
between the Company and the Loan Trustee.
(8)(a) Participation Agreement (N191DN), dated as of April 30, 2002, among the
Company, the Pass Through Trustee, the Subordination Agent and State
Street Bank and Trust Company of Connecticut, National Association, as
loan trustee, and State Street Bank.
(8)(b) Indenture and Security Agreement (N191DN), dated as of April 30, 2002,
between the Company and the Loan Trustee.
(9)(a) Participation Agreement (N192DN), dated as of April 30, 2002, among the
Company, the Pass Through Trustee, the Subordination Agent and State
Street Bank and Trust Company of Connecticut, National Association, as
loan trustee, and State Street Bank.
(9)(b) Indenture and Security Agreement (N192DN), dated as of April 30, 2002,
between the Company and the Loan Trustee.
(10)(a) Participation Agreement (N828MH), dated as of April 30, 2002, among the
Company, the Pass Through Trustee, the Subordination Agent and State
Street Bank and Trust Company of Connecticut, National Association, as
loan trustee, and State Street Bank.
(10)(b) Indenture and Security Agreement (N828MH), dated as of April 30, 2002,
between the Company and the Loan Trustee.
(11)(a) Participation Agreement (N829MH), dated as of April 30, 2002, among the
Company, the Pass Through Trustee, the Subordination Agent and State
Street Bank and Trust Company of Connecticut, National Association, as
loan trustee, and State Street Bank.
(11)(b) Indenture and Security Agreement (N829MH), dated as of April 30, 2002,
between the Company and the Loan Trustee.
(12)(a) Participation Agreement (N830MH), dated as of April 30, 2002, among the
Company, the Pass Through Trustee, the Subordination Agent and State
Street Bank and Trust Company of Connecticut, National Association, as
loan trustee, and State Street Bank.
(12)(b) Indenture and Security Agreement (N830MH), dated as of April 30, 2002,
between the Company and the Loan Trustee.
(13)(a) Participation Agreement (N831MH), dated as of April 30, 2002, among the
Company, the Pass Through Trustee, the Subordination Agent and State
Street Bank and Trust Company of Connecticut, National Association, as
loan trustee, and State Street Bank.
(13)(b) Indenture and Security Agreement (N831MH), dated as of April 30, 2002,
between the Company and the Loan Trustee.
(14)(a) Participation Agreement (N832MH), dated as of April 30, 2002, among the
Company, the Pass Through Trustee, the Subordination Agent and State
Street Bank and Trust Company of Connecticut, National Association, as
loan trustee, and State Street Bank.
(14)(b) Indenture and Security Agreement (N832MH), dated as of April 30, 2002,
between the Company and the Loan Trustee.
