Delta Airlines 2003 Annual Report Download - page 186

SECTION 4.07 Arrangement on Call for Redemption.
(a) In connection with any redemption of Notes, the Company may arrange
at or shortly before the time of the redemption for the purchase of any Notes
called for redemption by an agreement with one or more investment banks or other
purchasers to purchase such Notes by paying to the Trustee in trust for the
Holders, on or prior to 10:00 a.m. (New York City time) on the Redemption Date,
an amount that, together with any amounts deposited with the Trustee by the
Company for the redemption of such Notes, is not less than the Redemption Price
of such Notes. Notwithstanding anything to the contrary contained in this
Article 4, the obligation of the Company to pay the Redemption Prices of such
Notes shall be deemed to be satisfied and discharged to the extent such amount
is so paid by such purchasers.
(b) If such an agreement is entered into, any Notes not duly
surrendered for conversion by the Holders thereof may, at the option of the
Company, be deemed, to the fullest extent permitted by law, acquired by such
purchasers from such Holders as of the close of business on the Redemption Date,
subject to payment of the above amount as aforesaid.
(c) The Trustee shall hold and pay to the Holders whose Notes are
selected for redemption any such amount paid to it for purchase in the same
manner as it would moneys deposited with it by the Company for the redemption of
Notes. Without the Trustee's prior written consent, no arrangement between the
Company and such purchasers for the purchase of any Notes shall increase or
otherwise affect any of the powers, duties, responsibilities or obligations of
the Trustee as set forth in this Indenture, and the Company agrees to indemnify
the Trustee from, and hold it harmless against, any loss, liability or expense
arising out of or in connection with any such arrangement for the purchase of
any Notes between the Company and such purchasers, including the costs and
expenses incurred by the Trustee in the defense of any claim or liability
arising out of or in connection with the exercise or performance of any of its
powers, duties, responsibilities or obligations under this Indenture.
SECTION 4.08 Purchase of Notes at the Option of the Holders.
(a) Notes shall be purchased by the Company at the option of the Holder
thereof, in whole or in part, at a purchase price in cash (the "Purchase Price")
equal to 100% of the principal amount thereof, plus any accrued and unpaid
interest to, but excluding, the relevant Purchase Date, upon:
(i) delivery to the Paying Agent by the Holder of a
written notice of purchase (a "Purchase Notice") at any time from the
opening of business on the date that is at least 20 business days prior
to the relevant Purchase Date until the close of business on the fifth
business day prior to such Purchase Date stating:
(A) the relevant Purchase Date;
(B) the certificate number(s) or CUSIP number(s)
of the Notes which the Holder will deliver to be purchased;
-20-