SEC FORM 4

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

DELTA AIR LINES INC /DE/

(Last)

(First)

(Middle)

P. O. Box 20706

(Street)

Atlanta

30320

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
ORBITZ INC [ ORBZ ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director	X	10% Owner
Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
12/19/2003

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common Stock	12/19/2003		C⁽¹⁾		1,281,143	A	⁽²⁾	1,281,143	I	Subsidiary⁽⁶⁾
Class A Common Stock	12/19/2003		S		1,281,143	D	$26	0	I	Subsidiary⁽⁶⁾

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A LLC Units⁽⁷⁾	⁽²⁾	12/19/2003		C⁽¹⁾			6,566,253	⁽³⁾	⁽⁴⁾	See Footnote⁽⁵⁾	6,566,253⁽⁵⁾	⁽²⁾	0	I	Subsidiary⁽⁶⁾
Class B LLC Units⁽⁷⁾	⁽²⁾	12/19/2003		C⁽¹⁾			111	⁽³⁾	⁽⁴⁾	Class A Common Stock or Series B- DL Common Stock	111	⁽²⁾	0	I	Subsidiary⁽⁶⁾
Series B- DL Common Stock	⁽²⁾	12/19/2003		C⁽¹⁾		5,205,647		⁽³⁾	⁽⁴⁾	Class A Common Stock	5,205,647	⁽²⁾	5,206,897	I	Subsidiary⁽⁶⁾
Series A Non-Voting Convertible Preferred Stock	⁽²⁾	12/19/2003		C⁽¹⁾		79,574		12/19/2008	⁽⁴⁾	Class A Common Stock	79,574	⁽²⁾	79,574	I	Subsidiary⁽⁶⁾
Series A Non-Voting Convertible Preferred Stock	⁽²⁾	12/19/2003		S			79,574	12/19/2008	⁽⁴⁾	Class A Common Stock	79,574	$26	0	I	Subsidiary⁽⁶⁾

1. Name and Address of Reporting Person^*

DELTA AIR LINES INC /DE/

(Last)

(First)

(Middle)

P. O. Box 20706

(Street)

Atlanta

30320

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

OMICRON RESERVATIONS MANAGEMENT INC

(Last)

(First)

(Middle)

P. O. BOX 20706

(Street)

ATLANTA

30320

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

Explanation of Responses:

1. Reflects conversion of derivative security, exempt pursuant to Rule 16b-6(b)

2. 1 for 1

3. Immediate

4. None

5. 6,486,679 may be converted into Class A Common Stock or Series B- DL Common Stock and 79,574 may be converted into Series Non-Voting Convertible Preferred Stock

6. The securities are owned directly by Omicron Reservations Management, Inc., a subsidiary of the Reporting Person

7. Represents membership interests in Orbitz, LLC, which became an indirectly wholly-owned subsidiary of the Issuer following the conversion transaction reported herein

Remarks:

Exhibit List: Exhibit 99 - Joint Filer Information

	Les Klemperer, Vice President, Deputy General Counsel and Assistant Secretary	12/19/2003
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.