8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):  September 13, 2011

DELTA AIR LINES, INC.

(Exact name of registrant as specified in its charter)

Delaware	001-05424	58-0218548
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

P.O. Box 20706, Atlanta, Georgia  30320-6001

(Address of principal executive offices)

Registrant’s telephone number, including area code:  (404) 715-2600

Registrant’s Web site address:    www.delta.com

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

ITEM 7.01 Regulation FD Disclosure.

Edward H. Bastian, President of Delta Air Lines, Inc. (“Delta”), today will present to the Deutsche Bank Aviation & Transportation Conference.  Materials to be used in conjunction with the presentation are furnished as Exhibit 99.1 to this Form 8-K.

In accordance with general instruction B.2 of Form 8−K, the information in this report (including the exhibit) that is being furnished pursuant to Item 7.01 of Form 8−K shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act, as amended, or otherwise subject to liabilities of that section, nor shall they be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as expressly set forth in such filing. This report will not be deemed an admission as to the materiality of any information in the report that is required to be disclosed solely by Regulation FD.

Statements in this Form 8-K and the attached exhibit that are not historical facts, including statements regarding our estimates, expectations, beliefs, intentions, projections or strategies for the future, may be “forward-looking statements” as defined in the Private Securities Litigation Reform Act of 1995.  All forward-looking statements involve a number of risks and uncertainties that could cause actual results to differ materially from the estimates, expectations, beliefs, intentions, projections and strategies reflected in or suggested by the forward-looking statements.  These risks and uncertainties include, but are not limited to, the cost of aircraft fuel; the impact of significant funding obligations with respect to defined benefit pension plans; the impact of posting collateral in connection with our fuel hedge contracts;  the impact that our indebtedness may have on our financial and operating activities and our ability to incur additional debt; the restrictions that financial covenants in our financing agreements will have on our financial and business operations; labor issues; the integration of the Delta and Northwest workforces; interruptions or disruptions in service at one of our hub airports; our increasing dependence on technology in our operations; our ability to retain management and key employees; the ability of our credit card processors to take significant holdbacks in certain circumstances; the possible effects of accidents involving our aircraft; the effects of weather, natural disasters and seasonality on our business; the effects of terrorist attacks; and competitive conditions in the airline industry.

Additional information concerning risks and uncertainties that could cause differences between actual results and forward-looking statements is contained in Delta’s Securities and Exchange Commission filings, including its Annual Report on Form 10-K for the fiscal year ended December 31, 2010. Caution should be taken not to place undue reliance on Delta’s forward-looking statements, which represent Delta’s views only as of September 13, 2011, and which Delta has no current intention to update.

Item 9.01                      Financial Statements and Exhibits.

(d)  Exhibits.

Exhibit 99.1                      Presentation

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SIGNATURES

          Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	DELTA AIR LINES, INC.
	By:  /s/ Hank Halter
Date:  September 13, 2011	Hank Halter         Senior Vice President and Chief Financial Officer

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EXHIBIT INDEX

Exhibit Number		Description
	Exhibit 99.1	Presentation

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EX-99.1

Exhibit 99.1

Delta:Building a Better Airline

Deutsche Bank Aviation & Transportation Conference

September 13, 2011

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1

Safe Harbor

This presentation contains various projections and other forward-looking statements which
represent Delta’s estimates or expectations regarding future events.All forward-looking
statements involve a number of assumptions, risks and uncertainties, many of which are
beyond Delta’s control, that could cause the actual results to differ materially from the
projected results.Factors which could cause such differences include, without limitation,
business, economic, competitive, industry, regulatory, market and financial uncertainties
and contingencies, as well as the “Risk Factors” discussed in Delta’s Form 10-K for the year
ended December 31, 2010.Caution should be taken not to place undue reliance on Delta’s
forward-looking statements, which represent Delta’s views only as of the date of this
presentation, and which Delta has no current intention to update.

In this presentation, we will discuss certain non-GAAP financial measures.You can find the
reconciliations of those measures to comparable GAAP measures on our website at
delta.com.

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Delta:Building a Better Airline

Solid financial foundation allows Delta to be
profitable and free cash flow positive this year
despite $3 billion higher fuel price impact

Adjusting to the New Fuel
Environment

Strong operating cash flows with limited capital
expenditures allow for considerable free cash
flow generation and continued delevering of the
balance sheet

Aligning revenue, capacity and cost structure
to build a sustainable business model at $3+
per gallon jet fuel

Position Delta for long-term
success

Solid Financial Foundation

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Results Show Delta’s Solid Financial Foundation

June Quarter 2011

Operating Income ($M)

June Quarter Highlights:

•Increased revenues by 12% and
generated a revenue premium to
the industry

•Revenue growth offset 70% of
cost pressures, including $1
billion higher fuel price impact

•Generated $700M in free cash
flow

•Reduced adjusted net debt to
$13.8B

•Generated 8.5% return on
invested capital for prior 12
months

$847

$636

$295

$183

$86

($78)

Profitable quarter despite $1 billion higher fuel expense

Note:All results exclude special items

Revenues Are Covering Higher Fuel Costs

Focus on non-fuel cost growth

Note:All results exclude special items

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September Quarter Better Than Expected

Revenues offsetting 80% of cost pressures, including $1 billion fuel price impact

	Sept. Quarter Estimate
Operating margin	9 - 11%
Fuel price per gallon	$3.07
Capital expenditures	$300 million
Unrestricted liquidity (at 9/30/11)	$5.1 billion
	Sept. Quarter 2011 vs. Sept. Quarter 2010
Passenger unit revenue	Up 10.5%
Consolidated unit costs, excluding fuel and profit sharing	Up 3 - 4%
System capacity	Down 1%
Domestic	Down 2 - 3%
International	Up 1 - 2%

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Recalibrating the Business To High Fuel Prices

•Corporate contract gains and revenues from new
products and services, combined with solid demand
environment, drive revenue momentum

Higher Revenues

Reduce Capacity

Unit Cost Improvement

Disciplined Capital
Spending

•Targeting 2010 unit cost levels by resizing the
airline, reducing maintenance expense and
improving productivity

•Reducing fourth quarter capacity 4-5% year over
year, with a focus on markets where revenue has
not kept pace with higher fuel costs

•Commitment to keeping annual capital
expenditures at $1.2B to $1.4B, including all
aircraft acquisitions

Actively managing through revenue, capacity and cost adjustments

Building Solid Revenue Momentum

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Revenue growth driven by corporate contract gains, revenues from new
products/services combined with solid demand environment

Passenger Unit Revenue Change, 2011 vs. 2010

Sept. PRASM
impacted 3 pts
by prior year
adjustment

15%

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Targeting Merchandising Revenue of $1 Billion by 2013

Implemented

Upcoming

•Seat-related products, including Economy
Comfort and premium up-sell programs

•SkyPriority recognizes our highest-value
customers

•Ancillary products to improve the travel
experience (e.g., hotels, SkyClub passes, Wi
-Fi)

•Increased sophistication in revenue
management technology

•Complete flat-bed seat installations on
widebody fleet (2013)

•State of the art international facilities in
Atlanta (2012) and JFK (2013)

•Revamped eCommerce platforms enable
revenue innovation (2012)

•Enhance SkyMiles to reward the best
customers (2012)

Revenue growth from new products/services and benefits of ongoing capital
investments

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Reducing Fourth Quarter Capacity by 4 - 5%

Reductions focused in markets where revenue not keeping pace with costs

Domestic	(1 - 3%)	•Reducing Memphis hub departures by 25% •Right-size domestic network for high fuel environment, continued progress on 140 aircraft retirements
Atlantic	(10 - 12%)	•Market cancellations and frequency reductions, in conjunction with JV partners
Latin	3 - 5%	•Thinning of Caribbean markets for off-season, offset by build-up of Mexico and profitable deep South America flying
Pacific	(1 - 3%)	•Frequency reductions and downgauging of Haneda service
System	(4 - 5%)

Region

YOY Capacity Change

Capacity Actions

Planning for 2012 capacity 2 - 3% lower than 2011

High Fuel Prices Are the New Norm For The Industry

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22%

Hedging program producing 12¢ per gallon net benefit in 2011

Per
gallon
benefit

$0.12

$0.08

$0.13

$0.13

Fuel Hedge Benefits, net of premiums

Jan 2011

Price Change YTD-2011

While Jet Fuel Has Remained High
Despite WTI’s Recent Decline…

…Delta’s Hedges Forecast To Mitigate
$450 Million of Fuel Price Impact

Note:Fuel hedge benefits as of 9/7/11

Jet Fuel

WTI Crude Oil

Sept 2011

0%

Non-Fuel Costs Must Be Reduced

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Timing to sustain 2010 levels challenged by capacity reductions

•Current initiatives on track to bring
non-fuel unit costs to 2010 levels
by end of this year

•Resizing the airline by
reducing headcount, fleet
and facilities

•Reducing maintenance
expense

•Improving efficiency through
better operations and
technology-enabled
productivity

•Maintaining these levels will
require additional work in 2012

•Unit costs will be pressured
by capacity reduction

Consolidated Non-Fuel Unit Costs

+3%

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Disciplined Approach To Fleet Renewal

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Order for 100 B737-900ER maintains financial and capacity discipline

•Modest capital expenditures keep company
on track to achieve $10B adjusted net debt
target in 2013

•Capacity neutral as new aircraft replace
older technology 757, 767 and A320 aircraft

•Unit cost improvement from lower
maintenance expense and 15-20% better
fuel efficiency

•Committed long-term financing for a
substantial portion of purchase price

•Aircraft will be cash flow positive and
earnings accretive from first year of
operation

•Order completes all near-term fleet renewal
needs

International
Product &
Facilities

Maintain Annual CapEx at $1.2 - $1.4 Billion

Merger

Integration

Domestic
Narrowbody
Replacement

2008 - 2010

2010 - 2013

2013 - beyond

Capital discipline underlies financial discipline

Annual Capital Spending Levels ($B)

2008

$2.2

2009

$1.3

2010

$1.3

2011

$1.2

2012

$1.2

2013

$1.4

2014

$1.4

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Commitment to Debt Reduction Remains Intact

Adjusted Net Debt

12/31/09

Mid-2013

$17B

$10B

Debt reduction de-risks business and improves profitability

Annual Interest Expense

6/30/11

$13.8B

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Path To Improving Shareholder Returns

10 - 12% operating margin

$5 billion EBITDAR

Minimize capital reinvestment
requirements

Use cash to delever the balance
sheet

Generate sustainable 10%+ return on invested capital

Non-GAAP Financial Measures

We sometimes use information that is derived from our Condensed Consolidated Financial Statements, but that is not presented in accordance with accounting principles generally accepted in the U.S. (“GAAP”). Certain of this information is considered “non-GAAP financial measures” under the U.S. Securities and Exchange Commission rules.  The non-GAAP financial measures should be considered in addition to results prepared in accordance with GAAP, but should not be considered a substitute for or superior to GAAP results.

Delta is unable to reconcile certain forward-looking projections to GAAP, including projected consolidated unit cost, as the nature or amount of special items cannot be estimated at this time.

Delta excludes special items because management believes the exclusion of these items is helpful to investors to evaluate the company’s recurring operational performance.

Delta adjusts for mark-to-market ("MTM") adjustments for fuel hedges recorded in periods other than the settlement period in order to evaluate the company’s financial results related to operations in the period shown.

Delta presents free cash flow because management believes this metric is helpful to investors to evaluate the company’s ability to generate cash.

Delta uses adjusted total debt, including aircraft rent, in addition to long-term adjusted debt and capital leases, to present estimated financial obligations. Delta reduces adjusted total debt by cash, cash equivalents and short-term investments, resulting in adjusted net debt, to present the amount of additional assets needed to satisfy the debt.

Delta presents consolidated unit cost excluding ancillary businesses not associated with the generation of a seat mile.  These businesses include aircraft maintenance and staffing services Delta provides to third parties and Delta’s vacation wholesale operations.

Delta excludes profit sharing expense from consolidated unit cost because management believes the exclusion of this item provides a more meaningful comparison of the company’s unit cost to the airline industry and prior year results.

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Operating Income

(in millions)		Three Months Ended June 30, 2011
Operating income	$	481
Items excluded:
Restructuring and other items		144
MTM adjustments for fuel hedges recorded in periods other than the settlement period		11
Operating income excluding special items	$	636

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Free Cash Flow

(in billions)	Three Months Ended June 30, 2011
Net cash provided by operating activities (GAAP)				$	1.0
Net cash used in investing activities (GAAP)	$	(0.3	)
Adjustments:
Redemption of short-term investments		(0.2	)
Purchase of short-term investments		0.2
Cash used in investing					(0.3	)
Total free cash flow				$	0.7

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Adjusted Net Debt

(in billions)	June 30, 2011					December 31, 2009
Debt and capital lease obligations	$	14.7				$	17.2
Plus: unamortized discount, net from purchase accounting and fresh start reporting		0.6					1.1
Adjusted debt and capital lease obligations			$	15.3				$	18.3
Plus: 7x last twelve months' aircraft rent				2.3					3.4
Adjusted total debt				17.6					21.7
Less: cash, cash equivalents and short-term investments				(3.8	)				(4.7	)
Adjusted net debt			$	13.8				$	17.0

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Net Income

	Six Months Ended June 30,
(in millions)	2011			2010
Net (loss) income	$	(120	)	$	211
Items excluded:
Restructuring and other items		151			136
Loss on extinguishment of debt		33			-
MTM adjustments for fuel hedges recorded in periods other than the settlement period		(18	)		-
Other		-			10
Net income excluding special items	$	46		$	357

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Fuel Hedge Gains

	Three Months Ended
(in millions)	June 30, 2011		March 31, 2011
Fuel hedge gains	$	107	$	107
Item excluded:
MTM adjustments for fuel hedges recorded in periods other than the settlement period		11		(29	)
Fuel hedge gains adjusted for MTM adjustments for fuel hedges recorded in periods other than the settlement period	$	118	$	78

	Three Months Ended
	June 30, 2011		March 31, 2011
Fuel hedge gains per gallon	$	0.11	$	0.11
Item excluded:
MTM adjustments for fuel hedges recorded in periods other than the settlement period		0.01		(0.03	)
Fuel hedge gains per gallon adjusted for MTM adjustments for fuel hedges recorded in periods other than the settlement period	$	0.12	$	0.08

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Unit Cost

	Year Ended December 31,
	2010			2009
Unit cost		12.69	¢		12.32	¢
Items excluded:
Ancillary businesses		(0.28	)		(0.31	)
Restructuring and other items		(0.19	)		(0.18	)
Profit sharing		(0.13	)		-
Aircraft fuel and related taxes		(3.82	)		(3.55	)
Unit cost excluding fuel and special items		8.27	¢		8.28	¢

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Capital Expenditures

	Year Ended December 31,
(in billions)	2009		2008
Delta property and equipment additions (GAAP)	$	1.2	$	1.5
Northwest property and equipment additions (GAAP) for the period from January 1 to October 29, 2008		-		1.1
Other		0.1		(0.4	)
Total capital expenditures	$	1.3	$	2.2

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