Delta Airlines 2011 Annual Report Download - page 135

Exhibit 10.26
Richard H. Anderson
Chief Executive Officer
February 2, 2012
Mr. Richard B. Hirst
Senior Vice President & General Counsel
Delta Air Lines, Inc.
World Headquarters
Atlanta, Georgia 30320
Dear Ben:
This letter will further confirm and memorialize your agreement with Delta Air Lines, Inc. (“Delta”) that Delta will
provide you with certain post retirement medical and dental benefits to address the post retirement medical and dental
benefits you would otherwise be entitled to receive under Section 3.2 of the Management Compensation Agreement dated
April 14, 2008 (“MCA”) that you entered into with Northwest Airlines, Inc. (“Northwest”) prior to Delta's acquisition of
Northwest.
With respect to post retirement medical and dental benefits, the MCA generally provided that following your termination
of employment with Northwest and thereafter during your lifetime, you, your spouse and your eligible dependents would
be entitled to participate in the group medical and dental plans generally applicable to salaried employees. Any such
coverage would be subject to Medicare or any other government insurance program in which you are eligible to
participate, and is also secondary to any coverage provided by your subsequent employer, if any.
As we have discussed, Delta cannot provide these benefits for you through a tax favored employer sponsored health
benefit plan. However, even though you cannot participate in the Delta plans after you retire, during your lifetime, (and
subject to the last sentence of the immediately preceding paragraph) your spouse and any eligible dependents will remain
eligible under the terms of the Delta plan in place from 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 for your lifetime provide you and,
once she is eligible for Medicare, 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 effect for you as of the date of this letter, i.e. the current plan for active employees, (the “Medical Plan”) a
summary of which is attached as Exhibit A, that is not covered by the Policy, at the amount of such benefit as it would
have been provided under the Medical Plan. This reimbursement would include, for example, the cost of receiving
services from a non Medicare provider, provided such costs would otherwise be covered under the Medical Plan. The
Company will also reimburse you for the cost of any applicable Medicare Part B or D premiums. Post retirement dental
coverage will be reasonably provided through an individual policy on terms consistent with the current Delta dental
benefit provide to employees as of the date of this agreement, a summary of which benefits is attached as Exhibit B.