Delta Airlines 2003 Annual Report Download - page 276

b. Vesting and Payment of Second Installment. 33.3% of a
participant's Retention Award shall vest on April 2, 2005 and be paid
in cash within 30 days thereafter if the participant is continuously
employed by Delta from January 1, 2002 through and including April 2,
2005.
c. Vesting and Payment of Third Installment. The balance
of a participant's Retention Award shall vest on April 2, 2006 and be
paid in cash within 30 days thereafter if the participant is
continuously employed by Delta from January 1, 2002 through and
including April 2, 2006.
SECTION 3. Amendment to Section 5 of the Retention Program. Section 5
of the Retention Program is hereby amended in its entirety to read as follows:
5. Special Rules Regarding Vesting and Payment of Retention
Awards
The General Rules Regarding the Vesting and Payment of
Retention Awards in Section 4 of the Program are subject to the
following terms:
a. Termination of Employment On or Before April 2, 2004
Because of Disability or Death. If a participant's employment with
Delta terminates on or before April 2, 2004 due to Disability (as
defined in the Delta 2000 Performance Compensation Plan) or death, a
pro rata portion of the participant's Retention Award shall vest on the
date of such termination of employment and be paid in cash within 30
days thereafter. The pro rata portion of the participant's Retention
Award which shall vest under this Section 5(a) will be determined by
multiplying the Retention Award by a fraction, (i) the numerator of
which is the number of full and partial months (rounded to two decimal
places) the participant was continuously employed by Delta during the
period beginning on January 1, 2002 and ending on the date of such
termination of employment; and (ii) the denominator of which is 27,
provided, however, that in no event shall such fraction be greater than
1.
b. Termination of Employment During the Period Beginning
April 3, 2004 and Ending April 2, 2006 Because of Disability or Death.
If a participant's employment with Delta terminates during the period
beginning April 3, 2004 and ending April 2, 2006 due to Disability or
death, any unvested portion of the participant's Retention Award shall
vest on the date of such termination of employment and be paid in cash
within 30 days thereafter.
c. Termination of Employment for Reasons Other Than
Disability or Death. Except to the extent otherwise determined by the
Committee, if a participant's employment with Delta terminates on or
before April 2, 2006 for any reason other than Disability or death, any
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