UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
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(Check one):
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o Form 10-K
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o Form 20-F
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o Form 11-K
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x Form 10-Q
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o Form 10-D
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o Form N-SAR
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o Form N-CSR |
For Period Ended: March 31, 2006
o Transition Report on Form 10-K
o Transition Report on Form 20-F
o Transition Report on Form 11-K
o Transition Report on Form 10-Q
o Transition Report on Form N-SAR
For the Transition Period Ended:
READ INSTRUCTION BEFORE PREPARING FORM. PLEASE PRINT OR TYPE.
NOTHING IN THIS FORM SHALL BE CONSTRUED TO IMPLY THAT THE COMMISSION HAS VERIFIED ANY INFORMATION
CONTAINED HEREIN.
If the notification relates to a portion of the filing checked above, identify the Item(s) to which
the notification relates:
PART I REGISTRANT INFORMATION
Delta Air Lines, Inc.
Full Name of Registrant
N/A
Former Name if Applicable
1030 Delta Boulevard, Department No. 981
Address of Principal Executive Office (STREET AND NUMBER)
Atlanta, Georgia 30354-1989
City, State and Zip Code
PART II RULE 12b-25(b) AND (c)
If the subject report could not be filed without unreasonable effort or expense and the registrant
seeks relief pursuant to Rule 12b-25(b), the following should be completed. (Check box if
appropriate)
x (a) The reason described in reasonable detail in Part III of this form could not be eliminated
without unreasonable effort or expense
x (b) The subject annual report, semi-annual report, transition report on Form 10-K, Form 20-F,
Form 11-K, Form N-SAR or Form N-CSR, or portion thereof, will be filed on or before the fifteenth
calendar day following the prescribed due date; or the subject quarterly report or transition
report on Form 10-Q, or subject distribution report on Form 10-D, or portion thereof, will be filed
on or before the fifth calendar day following the prescribed due date; and
o (c) The accountants statement or other exhibit required by Rule 12b-25(c) has been
attached if applicable.
PART III NARRATIVE
State below in reasonable detail why Forms 10-K, 20-F, 11-K, 10-Q, 10-D, N-SAR, N-CSR, or the
transition report or portion thereof, could not be filed within the prescribed time period.
On September 14, 2004, the Registrant and substantially all of its subsidiaries filed voluntary
petitions for relief under Chapter 11 of the United States Bankruptcy Code. The Chapter 11 filing
significantly impacts the financial results and disclosures in the Registrants Form 10-Q for the
quarter ended March 31, 2006 (Form 10-Q). The Registrant expects to file its Form 10-Q within
five days, as permitted by Rule 12b-25 under the Securities Exchange Act of 1934.
PART IV OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this notification
Leslie P. Klemperer (404) 715-2476
(Name) (Area Code) (Telephone Number)
(2) Have all other periodic reports required under Section 13 or 15(d) of the Securities Exchange
Act of 1934 or Section 30 of the Investment Company Act of 1940 during the preceding 12 months or
for such shorter period that the registrant was required to file such report(s) been filed? If
answer is no, identify report(s). Yes x No o
(3) Is it anticipated that any significant change in results of operations from the corresponding
period for the last fiscal year will be reflected by the earnings statements to be included in the
subject report or portion thereof?
Yes x No o
If so, attach an explanation of the anticipated change, both narratively and quantitatively, and,
if appropriate, state the reasons why a reasonable estimate of the results cannot be made.
Delta Air Lines, Inc.
(Name of Registrant as Specified in Charter)
has caused this notification to be signed on its behalf by the undersigned hereunto duly
authorized.
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Date
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May 11, 2006
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By
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/s/ Edward H. Bastian |
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Edward H. Bastian |
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Executive Vice President and
Chief Financial Officer
(Principal Financial and
Accounting Officer) |
INSTRUCTION: The form may be signed by an executive officer of the registrant or by any other duly
authorized representative. The name and title of the person signing the form shall be typed or
printed beneath the signature. If the statement is signed on behalf of the registrant by an
authorized representative (other than an executive officer), evidence of the representatives
authority to sign on behalf of the registrant shall be filed with the form.
ATTENTION
INTENTIONAL MISSTATEMENTS OR OMISSIONS OF FACT CONSTITUTE FEDERAL CRIMINAL VIOLATIONS (SEE 18
U.S.C. 1001).
GENERAL INSTRUCTIONS
1. This form is required by Rule 12b-25 (17 CFR 240.12b-25) of the General Rules and Regulations
under the Securities Exchange Act of 1934.
2. One signed original and four conformed copies of this form and amendments thereto must be
completed and filed with the Securities and Exchange Commission, Washington, D.C. 20549, in
accordance with Rule 0-3 of the General Rules and Regulations under the Act. The information
contained in or filed with the form will be made a matter of public record in the Commission files.
3. A manually signed copy of the form and amendments thereto shall be filed with each national
securities exchange on which any class of securities of the registrant is registered.
4. Amendments to the notifications must also be filed on Form 12b-25 but need not restate
information that has been correctly furnished. The form shall be clearly identified as an amended
notification.
5. ELECTRONIC FILERS: This form shall not be used by electronic filers unable to timely file a
report solely due to electronic difficulties. Filers unable to submit reports within the time
period prescribed due to difficulties in electronic filing should comply with either Rule 201 or
Rule 202 of Regulation S-T (ss.232.201 or ss.232.202 of this chapter) or apply for an adjustment in
filing date pursuant to Rule 13(b) of Regulation S-T (ss.232.13(b) of this chapter).
PART IV OTHER INFORMATION
On September 14, 2005, the Registrant and substantially all of its subsidiaries filed
voluntary petitions for reorganization under Chapter 11 of the United States Bankruptcy Code, in
the United States Bankruptcy Court for the Southern District of New York. The reorganization cases
are being jointly administered under the caption In re Delta Air Lines, Inc., et al., Case No.
05-17923-ASH.
The Registrant expects to report a consolidated net loss of $2.1 billion for the March 2006
quarter. These results include a $1.4 billion non-cash charge to reorganization items, net,
primarily from estimated claims associated with restructuring the financing arrangements of 124
Mainline aircraft. The results also include a net aggregate non-cash charge of $310 million
associated with certain accounting adjustments. The reorganization items and accounting
adjustments are described in a press release issued today by the Registrant. The Registrant
reported a consolidated net loss of $1.1 billion for the March 2005 quarter.