Delta Airlines 2011 Annual Report Download - page 131

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Exhibit 10.25
February 2, 2012
Mr. Richard H. Anderson
Chief Executive Officer
Delta Air Lines, Inc.
World Headquarters
Atlanta, Georgia 30320
Dear Richard:
As a result of the merger between Delta Air Lines, Inc. (“Delta”) and Northwest Airlines, Inc. (“Northwest”), Delta will honor the obligations under the
Management Compensation Agreement dated June 28, 2001 between you and Delta, successor to Northwest (the “MCA”). Pursuant to the MCA, you, your
spouse and your eligible dependents shall be provided certain medical and dental benefits following your termination of employment at Delta.
Section 3.2 of the MCA provided that you, your spouse and covered dependents (but only as long as they remain dependents) would be entitled to medical
and dental coverage at the levels provided to you at the time of execution of the MCA under the then existing Northwest health plans without cost to you for
the life of you and your spouse. This coverage is secondary to any coverage provided by a subsequent employer. You have voluntarily and permanently
waived the provisions of Section 3.2 of the MCA during your employment with Delta. You also permanently and voluntarily waived any claim for eligibility
under the Northwest Medical Expense Reimbursement Program (“MERP”) that you may have had under the MCA. Your participation in the MERP program
is hereby terminated in its entirety.
This letter will further confirm and memorialize your agreement with Delta as to how the medical and dental benefits under the MCA will be provided
following the termination of your employment with Delta. From the time of your termination of employment with Delta until you reach age 65, you, your
spouse and your eligible dependents will continue to participate in Delta's group health plans at no cost to you. Your spouse and any eligible dependents will
remain eligible under the terms of the Delta plan in place year to year until your spouse is eligible for Medicare, or any other dependents reach the maximum
age of coverage for dependents.
In order to provide the general level of post retirement medical benefits contemplated under the MCA, we have agreed that, upon your retirement, resignation
or termination from Delta and so long as any subsequent employer or spouse's employer does not provide you with medical benefit coverage, Delta, at its cost,
will provide you and, once she is eligible for Medicare, your spouse (regardless of whether you pre-decease your spouse), with either a (i) Medicare
Supplemental Policy with Part D coverage, or (ii) a Medicare Advantage Plan with Part D coverage, (either of which, the “Policy”). The Company will select
the Policy and Policy provider; however you may direct the Company to use a different insurer and specific policy if you wish. In addition to providing the
Policy, the Company will reimburse you for any cost that would otherwise be covered by the medical plan in