DELTA AIR LINES, INC. — Director's Dealing 2011

Feb 7, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: DELTA AIR LINES INC /DE/ (DAL)
CIK: 0000027904
Period of Report: 2011-02-03

Reporting Person: CAMPBELL MICHAEL H (EVP - HR & Labor Relations)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-02-03	Common Stock	A	47431	—	Acquired	270135	Direct
2011-02-03	Common Stock	F	20134	$11.53	Disposed	250001	Direct
2011-02-03	Common Stock	A	62880	—	Acquired	312881	Direct

Footnotes

F1: Settlement of performance awards granted under Delta's 2009 long-term incentive program which were earned effective February 3, 2011. The grant of the performance awards was approved by the Personnel & Compensation Committee of Delta's Board of Directors (the "Committee") and is exempt from Section 16(b) of the Securities Exchange Act of 1934 under Rule 16b-3(d).

F2: Shares withheld for payment of tax liability upon settlement of the performance awards earned under Delta's 2009 long-term incentive program. This withholding was approved by the Committee and is exempt from Section 16(b) of the Securities Exchange Act of 1934 under Rules 16b-3(d)(1) and 16b-3(e).

F3: The Committee granted Mr. Campbell 62,880 shares of restricted common stock under Delta's 2011 long-term incentive program. Subject to the terms of the award, including Mr. Campbell's continued employment with Delta, the restrictions on the shares will lapse with respect to 50 percent of the shares on each of February 1, 2012 and February 1, 2013. Until the restrictions lapse, Mr. Campbell may not sell or transfer the shares, which will be subject to forfeiture in certain circumstances.