Form 11-K

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


FORM 11-K



[X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For fiscal year ended December 31, 2004


[   ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from ______________ to ______________


COMMISSION FILE NUMBER: 1-5424 


A. Full title of the plan and address of the plan if different from that
of the issuer named below:

DELTA FAMILY-CARE SAVINGS PLAN
 
B. Name of issuer of the securities held pursuant to the plan and the
address of its principal executive office: 

DELTA AIR LINES, INC.
P.O. Box 20706
Atlanta, Georgia 30320-6001
 

 


DELTA FAMILY-CARE SAVINGS PLAN
 
 
AUDITED FINANCIAL STATEMENTS AND SUPPLEMENTAL SCHEDULE
 

 

 
TABLE OF CONTENTS
 
 
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
 
 
AUDITED FINANCIAL STATEMENTS
 
Statement of Net Assets Available for Benefits as of December 31, 2004
 
Statement of Net Assets Available for Benefits as of December 31, 2003
 
Statement of Changes in Net Assets Available for Benefits for the Year Ended
December 31, 2004
 
 
NOTES TO FINANCIAL STATEMENTS
 
 
SUPPLEMENTAL SCHEDULE
 
Form 5500, Schedule H, Line 4i—Schedule of Assets (Held at End of Year) as of December 31, 2004
 
All other schedules required by Section 2520.103-10 of the Department of Labor’s Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974 have been omitted because they are not applicable.
 



 
[LETTERHEAD OF DELOITTE & TOUCHE LLP]


REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM



To the Administrative Committee of
Delta Air Lines, Inc. and participants of Delta Family-Care Savings Plan:
 
We have audited the accompanying statements of net assets available for benefits of Delta Family-Care Savings Plan as of December 31, 2004 and 2003, and the related statement of changes in net assets available for benefits for the year ended December 31, 2004. These financial statements are the responsibility of the Plan’s management. Our responsibility is to express an opinion on these financial statements based on our audits.
 
We conducted our audits in accordance with standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. The Plan is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Plan’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
 
In our opinion, such financial statements present fairly, in all material respects, the net assets available for benefits of the Plan as of December 31, 2004 and 2003, and the changes in net assets available for benefits for the year ended December 31, 2004 in conformity with accounting principles generally accepted in the United States of America.
 
Our audits were conducted for the purpose of forming an opinion on the basic financial statements taken as a whole. The accompanying supplemental Schedule of Assets (Held at End of Year) as of December 31, 2004 is presented for purposes of additional analysis and is not a required part of the basic financial statements, but is supplementary information required by the Department of Labor’s Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. This schedule is the responsibility of the Plan’s management. Such schedule has been subjected to the auditing procedures applied in our audit of the basic 2004 financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole.
 
/s/ Deloitte & Touche LLP

Atlanta, Georgia
June 24, 2005

1



DELTA FAMILY-CARE SAVINGS PLAN


STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS

DECEMBER 31, 2004

(In Thousands)


 

   
Nonparticipant-Directed
  
Participant-
      
   
Allocated
  
Unallocated
  
Directed
  
Total
  
                   
ASSETS:
                  
Cash
  
$
-
  
$
-
  
$
373
  
$
373
  
Investments, at fair value (Note 4)
    
338,360
    
125,815
    
3,583,487
    
4,047,662
  
Investments, at contract value (Note 3)
    
-
    
-
    
642,674
    
642,674
  
Total investments
    
338,360
    
125,815
    
4,226,161
    
4,690,336
  
Receivables:
                          
Employer contributions
    
2,950
    
-
    
6,384
    
9,334
  
Participant contributions
    
-
    
-
    
360
    
360
  
Interest and dividends and other
    
4
    
-
    
460
    
464
  
Total receivables
    
2,954
    
-
    
7,204
    
10,158
  
Total assets
    
341,314
    
125,815
    
4,233,738
    
4,700,867
  
 
                          
LIABILITIES:
                          
ESOP notes:
                          
Current
    
-
    
40,021
    
-
    
40,021
  
Noncurrent
    
-
    
151,263
    
-
    
151,263
  
Interest payable
    
-
    
-
    
-
    
-
  
Other payables
    
4
    
1,786
    
1,657
    
3,447
  
NET ASSETS AVAILABLE FOR BENEFITS
  
$
341,310
  
$
(67,255
)
$
4,232,081
  
$
4,506,136
  



 

See notes to financial statements.


2



DELTA FAMILY-CARE SAVINGS PLAN


STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS

DECEMBER 31, 2003

(In Thousands)



 

   
Nonparticipant-Directed
  
Participant-
      
   
Allocated
  
Unallocated
  
Directed
  
Total
  
                   
ASSETS:
                  
Cash
  
$
-
  
$
-
  
$
1,715
  
$
1,715
  
Investments, at fair value (Note 4)
    
400,466
    
151,847
    
3,288,139
    
3,840,452
  
Investments, at contract value (Note 3)
    
-
    
-
    
705,175
    
705,175
  
Total investments
    
400,466
    
151,847
    
3,993,314
    
4,545,627
  
Receivables:
                          
Employer contributions
    
3,049
    
-
    
20,226
    
23,275
  
Participant contributions
    
-
    
-
    
-
    
-
  
Interest and dividends and other
    
42
    
-
    
-
    
42
  
Total receivables
    
3,091
    
-
    
20,226
    
23,317
  
Total assets
    
403,557
    
151,847
    
4,015,255
    
4,570,659
  
 
                          
LIABILITIES:
                          
ESOP notes:
                          
Current
    
-
    
36,449
    
-
    
36,449
  
Noncurrent
    
-
    
191,884
    
-
    
191,884
  
Interest payable
    
-
    
9,247
    
-
    
9,247
  
Other payables
    
90
    
1,796
    
7,161
    
9,047
  
NET ASSETS AVAILABLE FOR BENEFITS
  
$
403,467
  
$
(87,529
)
$
4,008,094
  
$
4,324,032
  







See notes to financial statements.


3





DELTA FAMILY-CARE SAVINGS PLAN


STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS

FOR THE YEAR ENDED DECEMBER 31, 2004

(In Thousands)





 
   
Nonparticipant-Directed
  
Participant-
      
   
Allocated
  
Unallocated
  
Directed
  
Total
  
                   
CONTRIBUTIONS:
                  
Participant
  
$
-
  
$
-
  
$
291,740
  
$
291,740
  
Employer
    
15,267
    
58,721
    
34,702
    
108,690
  
 
                          
INVESTMENT INCOME:
                          
Net appreciation (depreciation) in fair value of
investments
    
(54,364
)
  
7,997
    
295,339
    
248,972
  
Interest and dividends
    
38
    
-
    
84,399
    
84,437
  
 
                          
ALLOCATION OF SHARES, at fair value
    
34,007
    
(34,007
)
  
-
    
-
  
 
                          
BENEFITS PAID TO PARTICIPANTS
    
(34,014
)
  
-
    
(503,699
)
  
(537,713
)
                           
INTERFUND TRANSFERS
    
(22,876
)
  
-
    
22,876
    
-
  
                           
ADMINISTRATIVE EXPENSES
    
(215
)
  
-
    
(1,370
)
  
(1,585
)
 
                          
INTEREST EXPENSE ON ESOP NOTES
    
-
    
(12,437
)
  
-
    
(12,437
)
NET INCREASE (DECREASE)
    
(62,157
)
  
20,274
    
223,987
    
182,104
  
 
                          
NET ASSETS AVAILABLE FOR BENEFITS:
                          
Beginning of year
    
403,467
    
(87,529
)
  
4,008,094
    
4,324,032
  
End of year
  
$
341,310
  
$
(67,255
)
$
4,232,081
  
$
4,506,136
  







See notes to financial statements.


4



DELTA FAMILY-CARE SAVINGS PLAN

 
 
NOTES TO FINANCIAL STATEMENTS
 
DECEMBER 31, 2004 and 2003
 
 
1.
DESCRIPTION OF PLAN
 
The following description of the Delta Family-Care Savings Plan (the "Plan") provides only general information. Participants should refer to the Plan document for a complete description of the Plan's provisions.
 
The Plan is a defined contribution plan established by Delta Air Lines, Inc. ("Delta" or the "Company"). Substantially all Delta, Delta Technology, Inc. ("Delta Technology"), and Song Airways, LLC (“Song”) personnel who are paid on the United States domestic payroll or employed in the Commonwealth of Puerto Rico are eligible to participate in the Plan. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974 as amended ("ERISA"), and is intended to qualify under Section 404(c) of ERISA.
 
Contributions
 
Employee contributions may be made, at the option of the employee, as pre-tax contributions or after-tax contributions or as a combination of both pre-tax and after-tax contributions. Both pre-tax and after-tax contributions are subject to certain maximums and limitations under the Internal Revenue Code (the ”Code”).
 
Eligible U.S.-based nonpilot participants, including Song and Delta Technology participants, who are not highly compensated employees, may contribute up to 35% of eligible earnings to the Plan. Eligible nonpilot participants who are highly compensated may contribute up to 13% of eligible earnings to the Plan. Puerto Rico-based employees may contribute up to 10% of eligible earnings. Eligible pilot participants who are not highly compensated employees and eligible pilot participants who are highly compensated employees may contribute up to 18% and 13%, respectively, of eligible earnings to the Plan. However, pilots who exceed a certain compensation limit may contribute 12% of eligible earnings to the Plan. Participants who reach age 50 or older in the calendar year and make the maximum pre-tax contribution for the year may make an additional “catch-up contribution” of up to 75% of eligible earnings each pay period, to a maximum dollar amount per year.
 
Delta and Delta Technology nonpilot participants who have completed 12 months of service, receive a monthly employer matching contribution of $.50 for every $1 contributed by the participant, up to 2% of the participant's eligible earnings for that month, as defined in the Plan document. Catch up contributions are not eligible for matching contributions.
 
Delta pilots receive an employer contribution on a monthly basis equal to 3% of eligible earnings and are eligible for the contribution as of their hire date.
 
Song participants who have completed 12 months of service, receive a matching contribution each payroll period of $1 for every $1 contributed by the participant, up to 3% of the participant's eligible earnings for such payroll period, plus $.50 for every $1 contributed by the participant above 3% (not to exceed 6%) of the participant’s eligible annual earnings, with the total matching contribution no greater than 4.5% of the participant’s eligible earnings for such payroll period, as defined in the Plan document. Employer contributions to Song participants are allocated among investment options chosen by the participant (see Note 2) in the same proportion as the participant directs for his/her own contributions to these options.

5

 
For Delta and Delta Technology participants, the first $1,750 ($1,700 for the year ended December 31, 2003 and increased by $50 per plan year) of these employer contributions (the "Annual Cap") to a participant's account is invested in the Delta ESOP Stock Fund, which consists of both Delta Series B ESOP Convertible Preferred Stock ("Preferred Stock") and Delta Common Stock ("Common Stock"). The remainder, if any, of the employer’s contributions to a participant's account during a plan year will be allocated among investment options chosen by the participant (see Note 2) in the same proportion as the participant directs for his/her own contributions to these options. However, employer contributions in excess of the Annual Cap shall be made in Common Stock for non-collectively bargained, highly compensated employees, as determined under the Code, as amended.
 
At the discretion of Delta Technology, non-highly compensated Delta Technology participants may receive an additional annual profit-sharing employer contribution equal to a contribution percentage determined by Delta Technology, multiplied by the eligible Delta Technology participant’s earnings, as defined in the Plan. For the year ended December 31, 2004, the employer contribution percentage was 5%.
 
Song participants who are Founders, as defined in the Plan document, may receive an additional annual employer contribution known as the Founders contribution which is equal to 3% of their eligible earnings (as defined in the Plan) for the year, while a Song employee.
 
Administration
 
The terms of the Plan designate two named fiduciaries: (1) the Benefit Funds Investment Committee of the Company (the "BFIC"), which is responsible for all matters regarding Plan assets including investment management and the choice of investment alternatives offered under the Plan; and (2) the Administrative Committee of the Company, which is responsible for the operation and administration of the Plan with respect to all matters other than those vested in the BFIC. The BFIC appointed Fidelity Management Trust Company as the Trustee of the Plan in 1993. Also, in accordance with its authority to delegate certain of its responsibilities under the Plan, in July 2004, the BFIC appointed U.S. Trust Company, N.A. ("U.S. Trust"), as the independent fiduciary investment manager responsible for the Delta Common Stock Fund and Delta ESOP Stock Fund (see Note 2) components of the Plan.
 
Administrative Expenses
 
Certain administrative functions of the Plan are performed by officers or employees of Delta. No such officer or employee receives compensation from the Plan. All other administrative expenses of the Plan are paid by the Plan as provided in the Plan document.
 
Vesting & Forfeitures
 
Delta participants are immediately vested in all contributions to their accounts plus actual earnings thereon. Delta Technology participants are immediately vested in contributions to their accounts with the exception of the additional annual profit-sharing contribution, which vests ratably over a three-year period. Song participants, who are Founders, are immediately vested in all contributions to their accounts. Song participants, who are not Founders, become 100% vested after three years of service.
 
To the extent that the Delta Technology and Song participants, who are not Founders, are not 100% vested at the time of termination, the non-vested amount shall be forfeited and transferred to a forfeiture account. Forfeiture amounts may be applied to reduce the employers' future contributions to Delta Technology's and Song's employees' participant accounts. At December 31, 2004 and 2003, forfeitures totaled approximately $68,000 and $58,000, respectively. These forfeitures were used to offset the Delta Technology profit-sharing employer contribution and the Song Founders contribution in accordance with the Plan document.
 

6

Participant Accounts
 
Individual accounts are maintained for each participant. Each participant's account is credited with the participant's contribution and allocations of the employer contributions and investment earnings in the manner described in the Plan document, as well as charged with any withdrawals made, investment losses and allocation of administrative expenses. The benefit to which a participant is entitled is the benefit that can be provided from the participant's vested account.
 
Account Distributions
 
Upon retirement or eligibility for long-term disability, a participant's non-Employee Stock Ownership Plan (“ESOP”) account balance may be distributed in the form of a single-sum cash payment, cash payments in monthly installments for a definite period not to exceed life expectancy, monthly installments to be paid over the life expectancy of the participant and the participant's spouse, or the participant may defer distribution to a later date.
 
Upon termination of employment for reasons other than retirement or long-term disability, a participant's non-ESOP account balance may be distributed as a lump-sum cash payment or the participant may elect to defer distribution.  A participant's ESOP account balance may be distributed as a lump-sum cash payment or, at the participant's election, in Common Stock when distribution of the non-ESOP portion of the account begins.
 
While employed, a participant may elect to withdraw all after-tax contributions and Delta Technology rollover contributions, pre-1989 matching contributions, and the earnings thereon. Under certain hardship circumstances, a participant may also make an in-service withdrawal of pre-tax contributions, catch-up contributions and certain rollover and elective transfer contributions.
 
Loans to Participants
 
Participants may borrow from their accounts a minimum of $1,000 up to a maximum equal to the lesser of (1) $50,000, reduced by the highest outstanding balance of loans for that participant during the previous one year period, or (2) 50% of their account value not to exceed the total value of their non-ESOP account. The loans are repaid, generally through regular payroll deductions, over a period not to exceed four years. The principal amounts of the loans are assets of the Plan and earn interest, which represents income to the borrowing participant, at a fixed rate equal to the average of the secured loan interest rate and the unsecured loan interest rate of the Delta Employees' Credit Union at the initiation of the loan. The rates are reset quarterly and were 9.63% as of December 31, 2004 and 10.88% as of December 31, 2003.
 
Financial Condition of Delta Air Lines, Inc.
 
Delta’s financial performance continued to deteriorate during 2004, the fourth consecutive year it reported substantial losses. Delta also reported a substantial loss for the March 2005 quarter. In addition, Delta’s unrestricted cash and cash equivalents and short-term investments have declined significantly since January 1, 2004. These results underscore Delta’s urgent need to make fundamental changes in the way it does business.

In 2004, Delta announced its transformation plan, which is intended to appropriately align Delta’s cost structure with the revenue it can generate and to enable Delta to compete with low-cost carriers. Historically high aircraft fuel prices are, however, masking the progress Delta is making under its transformation plan. Accordingly, Delta believes that actions in addition to those contemplated by its transformation plan are essential if Delta is to achieve its goals.


7

Delta has significant obligations due in 2005 and thereafter. Delta’s ability to fund its obligations and maintain adequate liquidity will depend on a number of factors not within its control, including the level of aircraft fuel prices and passenger mile yield. If Delta is not successful in further reducing its operating expenses and continues to experience significant losses, or if Delta’s cash and cash equivalents and short-term investments otherwise decline to an unacceptably low level, Delta would need to seek to restructure under Chapter 11 of the U.S. Bankruptcy Code. A restructuring under Chapter 11 of the U.S. Bankruptcy Code may be particularly difficult for Delta because it pledged substantially all of its remaining unencumbered collateral in connection with transactions it completed in the December 2004 quarter as a part of its out-of-court restructuring.
 
These matters raised substantial doubt about Delta’s ability to continue as a going concern. At this time Delta cannot determine the effect, if any, that its financial condition will have on the Plan. Accordingly, the accompanying financial statements do not include any adjustments that might be necessary should Delta be unable to continue as a going concern. At December 31, 2004, the Plan held 5,417,735 shares of Preferred Stock with a fair value (as defined in Note 3) of approximately $425,888,000 and 10,957,193 shares of Common Stock with a fair value, based on the quoted market price, of approximately $81,960,000. Due to Delta's financial condition, it is reasonably possible that changes in the fair values of these investment securities will occur and that such changes could materially affect the amounts reported in the financial statements.
 
2.
INVESTMENT OPTIONS
 
The investment options available to participants consist of numerous mutual funds and several actively managed portfolios, including the Delta Common Stock Fund which invests primarily in Common Stock, and a brokerage window. The brokerage window provides access to mutual funds available through the Fidelity Funds Network®.
 
All available investment options are participant-directed except the Delta ESOP Stock Fund, which consists of employer contributions (both Preferred Stock and Common Stock) only. Participants who are age 55 and have completed ten years of participation in the Plan may diversify their account out of Delta stock held in their ESOP account annually over a six year period.
 
Accounts are limited to 30 investment options at any time (excluding individual mutual funds purchased through the brokerage window), and new contributions are required to be allocated in increments no smaller than 5% (to no more than 20 investment options at a time). According to the terms of the Plan, participants may not allocate more than 50% of their contributions to the Delta Common Stock Fund.  However, U.S. Trust, as the independent fiduciary investment manager for the Delta Common Stock Fund, determined that it was in the best interests of Plan participants to close the Fund to additional investments.  Therefore, in August 2004, U.S. Trust notified participants that no additional contributions or transfers could be allocated to the Delta Common Stock Fund, until further notice. 
 
3.
SUMMARY OF ACCOUNTING POLICIES
 
Basis of Accounting
 
The accompanying financial statements have been prepared on the accrual basis of accounting in accordance with the accounting principles generally accepted in the United States of America (“GAAP”).
 
Use of Estimates
 
The preparation of the financial statements in conformity with GAAP requires Plan management to use estimates and assumptions that affect the reported amounts of net assets available for benefits and changes therein. Actual results could differ materially from these estimates. The Plan utilizes various investment vehicles, including mutual funds, investment contracts, common stock, preferred stock, and collective trust funds. Investment securities, in general, are exposed to various risks, including interest rate, credit, and overall market volatility risks. Due to the level of risk associated with certain investment securities, including Delta’s Common Stock and Preferred Stock, it is reasonably possible that changes in the values of investment securities will occur in the near term and that such changes could materially affect the amounts reported in the financial statements.
 

8
 
Investment Valuation and Income Recognition
 
Investments, except for investment contracts and loans, are stated at fair value. Participant loans are valued at the outstanding loan balances. The Preferred Stock is stated at fair value, which is determined based on the greater of (a) the market price of the Common Stock into which each preferred share is convertible (see Note 7) or (b) $72 per share, plus accrued dividends.
 
Purchases and sales of securities are recorded on a trade-date basis. Interest income is recorded on the accrual basis. Dividends are recorded on the ex-dividend date.
 
The Plan's investment contracts are fully benefit-responsive and, therefore, are presented at contract value (cost plus accrued income). The average yield rate for these investment contracts was 4.24% for the year ended December 31, 2004.  The fair values and weighted average crediting rates of the investment contracts as of December 31, 2004 and 2003 are as follows:
 
   
2004
  
2003
  
           
Fair Value (in thousands)
  
$
577,340  
  
$
657,917  
 
Weighted Average Crediting Rates
    
4.15%
 
  
4.72%
 

 
Certain guaranteed investment contracts ("GICs") held by the Plan are synthetic; that is, the Plan owns certain fixed income marketable securities, and a third party provides a "wrapper" that guarantees a minimum rate of return and provides benefit responsiveness. Interest rates on the synthetic GICs are generally reset quarterly by the issuer and are guaranteed to be set at a rate not less than 0%. The fair value of the assets underlying the synthetic GICs and the value of the related wrapper contracts as of December 31, 2004 and 2003 are as follows (in thousands):
 
   
2004
  
2003
  
           
Fair Value
 
$
569,813 
 
$
611,763 
 
Related Wrapper Contracts
    
(6,553)
 
  
(17,284)
 
               

 
Payment of Benefits
 
Benefits are recorded when paid.
 
 
4.
INVESTMENTS
 
The fair values of individual investments that represent 5% or more of the Plan's total net assets as of December 31, 2004 are separately identified as follows (in thousands, except for share amounts):
 

9


 
       
December 31, 2004:
        
Fidelity Contrafund, 5,409,701 shares
  
$
306,946
  
Fidelity U.S. Equity Index Commingled Fund, 6,825,573 shares
    
255,413
  
Delta Air Lines, Inc. Convertible Preferred Series B, 5,417,735 shares
    
425,888
 * 

 
December 31, 2003:
        
Fidelity Contrafund, 5,506,404 shares
  
$
271,741
  
Fidelity U.S. Equity Index Commingled Fund, 7,578,044 shares
    
255,911
  
FMTC Select Equity Portfolio, 6,382,131 shares
    
218,588
  
Delta Air Lines, Inc. Convertible Preferred Series B, 5,839,708 shares
    
433,365
 * 
         
         
* Nonparticipant-directed

 
During the year ended December 31, 2004, the Plan's investments appreciated (depreciated) in fair value as follows (in thousands):
 
   
2004
  
       
Mutual funds
  
$
278,348
  
Delta Common Stock
    
(103,297
)
Delta Preferred Stock
    
24,878
  
Commingled funds
    
49,043
  
   
$
248,972
  
         

 
Nonparticipant-Directed Investments
 
Information about the type of investments included in the nonparticipant-directed portion of the net assets available for benefits is as follows as of December 31, 2004 and 2003 (in thousands):
 
   
2004
  
2003
  
           
Investments:
              
Delta Common Stock
  
$
36,649
  
$
118,860
  
Delta Preferred Stock
    
425,888
    
433,365
  
Money Market fund
    
1,638
    
88
  
   
$
464,175
  
$
552,313
  
               
 
 
5.
TAX STATUS
 
The Plan received a letter of determination dated May 29, 2003 from the Internal Revenue Service, which states that the Plan, as amended through February 25, 2002, is tax-qualified under the appropriate sections of the Code, and therefore the trust established under the Plan is tax-exempt. The Plan also received a favorable determination letter dated July 14, 2004 applicable to the amendments executed August 29, 2002 and November 12, 2003. Delta and the Plan administrator believe that the Plan is currently designed and operated in compliance with the applicable requirements of the Internal Revenue Code and the Plan and related trust continue to be tax-exempt. Therefore, no provision for income taxes has been included in the Plan's financial statements.

 
10

 
 
6.
PLAN TERMINATION
 
Although it has not expressed any intent to do so at this time, Delta has the right under the Plan to discontinue its contributions at any time and to amend or terminate the Plan. In the event of plan termination, participants will become 100% vested in their accounts.
 
 
7.
EMPLOYEE STOCK OWNERSHIP PLAN
 
The Plan includes a leveraged ESOP. In connection with the establishment of the ESOP in 1989, Delta sold 6,944,450 shares of Preferred Stock to the ESOP trustee for $72 per share, or approximately $500 million. The ESOP trustee initially financed this purchase by borrowing $493 million from Delta and approximately $7 million from a bank.
 
In 1990, the Plan issued $481.4 million principal amount of its Guaranteed Serial ESOP notes ("ESOP Notes") to third-party lenders and repaid the outstanding principal balances of the original loans. The ESOP Notes and certain related tax indemnities are guaranteed by Delta (see Note 8). Therefore, Delta is obligated to make annual contributions sufficient to fund principal and interest payments on the ESOP Notes. At December 31, 2004 and 2003, respectively, Delta held $191.3 million and $210.2 million of the principal amount of the ESOP Notes. During 2004, Delta acquired the remainder of the ESOP Notes held by third-party lenders, and at year end owned 100% of the outstanding notes.
 
Each share of Preferred Stock has a stated value of $72; bears an annual cumulative cash dividend of 6.00% or $4.32; is convertible into 1.7155 shares of Common Stock, subject to adjustment in certain circumstances; and has a liquidation preference of $72 plus any accrued and unpaid dividends. Generally, the Preferred Stock shareholders vote together as a single class with the Common Stock shareholders on matters upon which the Common Stock shareholders are entitled to vote. The Preferred Stock has two votes per share, subject to adjustment in certain circumstances.
 
The number of shares of Preferred Stock released from the unallocated account for a Plan year will generally be the number of shares of Preferred Stock held in the unallocated account multiplied by the ratio that the amount of principal and interest paid on the ESOP Notes, with respect to such Plan year, bears to the total amount of principal and interest remaining to be paid (including payments with respect to such Plan year). Once shares are released from the unallocated account, they are available to be allocated to participants' accounts as company contributions and dividends on Preferred Stock.
 
The number of shares of Preferred Stock allocated to participant accounts will be based on the fair value of the Preferred Stock (see Note 3).  If, during the Plan year, the value of the Preferred Stock released from the unallocated account as a result of the repayment of the ESOP Notes is less than Delta's matching or non-elective contributions made in Preferred Stock to the Plan for that year, this difference will be made up by Delta through (a) prepaying the ESOP Notes to release additional shares of Preferred Stock, (b) contributing cash to the Plan so the Plan's trustee can purchase Common Stock, or (c) contributing shares of Common Stock to the Plan, in each case for allocation to participants' accounts. However, if at the end of the Plan year the value of the Preferred Stock released from the unallocated account as a result of the scheduled repayment of the ESOP Notes during that Plan year is greater than Delta's matching or non-elective contributions made in Preferred Stock to the Plan for that Plan year then the excess will be allocated as of the end of the Plan year among all participants, other than Song employees, making contributions to the Plan at that time.
 

11


 
The ESOP Notes will be repaid primarily from Delta contributions and dividends on the Preferred Stock. If dividends on allocated shares are used to repay the ESOP Notes, additional shares of Preferred Stock and Common Stock equal in value to such dividends will be allocated to the accounts of participants who otherwise would have received such dividends.
 
In July 2003, Delta’s Board of Directors discontinued the payment of quarterly cash dividends on Common Stock. Effective December 2003, Delta’s Board of Directors suspended indefinitely the payment of dividends on the Preferred Stock to comply with Delaware law. Dividends on Preferred Stock continue to accrue, and the Preferred Stock value reflected in the statement of net assets includes accrued but unpaid dividends.
 
As of December 31, 2004, 3,817,234 shares of Preferred Stock with a fair value, as defined, of approximately $300,073,000 had been allocated to participants' accounts, and 1,600,501 shares of Preferred Stock with a fair value, as defined, of approximately $125,815,000 were held in the unallocated account.
 
 
8.
LONG-TERM DEBT
 
At December 31, 2004, the Plan's long-term debt, including current maturities of $40,021,000, consisted of $191,284,000 aggregate principal amount of ESOP Notes with final maturity dates ranging from July 1, 2005 to January 1, 2009 at an interest rate of 8.10%. The interest rate on the ESOP Notes is subject to adjustment in the event of certain changes in the federal income tax laws. Subject to certain restrictions, the ESOP Notes may be prepaid at the option of the Plan at any time in whole or in part. During 2004, the Plan prepaid $600,000 in principal of the ESOP notes due on July 1, 2005.
 
At December 31, 2004, the annual maturities of the ESOP Notes for the next five years are as follows (in thousands):
 
Years ending December 31:
        
2005
    
40,021
  
2006
    
45,209
  
2007
    
50,254
  
2008
    
37,240
  
2009
    
18,560
  
Total
  
$
191,284
  
         
         
 
9.
RELATED-PARTY TRANSACTIONS
 
Certain of the Plan's investments are shares of mutual funds, collective trust, or interests in cash reserve accounts managed by Fidelity Management Trust Company (the "Trustee") or affiliates of the Trustee. Transactions related to such investments qualify as permissible party-in-interest transactions under ERISA. Fees paid by the Plan to an affiliate of the Trustee for services totaled approximately $267,000 for the year ended December 31, 2004. Fees paid by the Plan for investment management vary by fund and are generally reflected as a reduction in fund earnings.
 
 
10.
LEGAL PROCEEDINGS

In September and October, 2004, three former employees each filed nearly identical complaints on behalf of the Plan and all Plan participants alleging that certain Plan fiduciaries breached their fiduciary obligations to Plan participants with respect to (i) the investment by the Plan in certain Delta securities; and (ii) the continued holding of such securities by the Plan. Two of these three complaints were administratively closed by the court and the plaintiffs filed an amended complaint in the third action making similar claims as were made in the original complaint. The amended complaint seeks unspecified damages. Delta intends to vigorously defend this action. The ultimate outcome of this litigation cannot be predicted with certainty, but it is the opinion of the Delta’s legal counsel that the resolution of this matter is unlikely to have a material adverse effect on the Plan’s financial condition.
 

 
12
 
11.
SUBSEQUENT EVENTS
 
As a result of collective bargaining, the Plan was amended, effective January 1, 2005, to provide that eligible pilots may contribute up to 25% of their eligible earnings each pay period, not to exceed a certain dollar limit per plan year for both pre-tax and after-tax contributions combined. In addition, effective January 1, 2005, the employer contribution for eligible pilots decreased from 3% to 2% of eligible earnings. Also, effective January 1, 2006, the Plan will be amended to provide that the employer contribution will be made in cash only. Previously, the employer contribution was made, in part, in employer stock.
 
Finally, under the terms of the ESOP, Plan participants may currently diversify a portion of their ESOP account when they turn age 55 if they have at least ten years of participation. For the diversification period beginning after January 1, 2006, pilot participants will be able to begin diversification at age 50 (if they have 10 years of participation).
 
 
 
 
 
13
 
DELTA FAMILY-CARE SAVINGS PLAN
PLAN SPONSOR: DELTA AIR LINES, INC.
EIN: 58-0218548 PLAN # 004
SCHEDULE H, LINE 4i - SCHEDULE OF ASSETS (HELD AT END OF YEAR)
DECEMBER 31, 2004
           
( a )
  
( b ) + ( c )
  
( d )
( e )
   
IDENTITY OF ISSUER AND DESCRIPTION OF INVESTMENT
PRINCIPAL AMOUNT
OR NUMBER OF
SHARES
COST
CURRENT VALUE
           
 
DELTA COMMINGLED STOCK FUND:
      
 
Delta International Equity Pool:
      
*
 Fidelity Management & Research Company, Fidelity Overseas Fund
707,246
(a)
$
25,022,360 
*
 FMTC Select International Portfolio
814,772
(a)
75,610,879 
 
Delta U.S. Equity Pool:
      
*
 Fidelity Management & Research Company, Fidelity Mid-Cap Stock Fund
759,992
(a)
17,821,817 
*
 Fidelity Management & Research Company, FMTC Select Equity Portfolio
3,873,028
(a)
149,305,212 
 
 RS Investment, RS Small Company Growth
822,656
(a)
18,567,350 
   
 
      
 
 Total
    
$
286,327,618 
   
 
      
 
DELTA COMMINGLED BOND FUND:
      
*
FMTC Broad Market Duration
4,255,549
(a)
107,410,056 
         
 
 Total
    
$
107,410,056 
           
 
DELTA COMMON STOCK FUND:
    
 
*
 Delta Air Lines, Inc. Common Stock
6,057,594
(a)
45,310,803 
*
 Fidelity Institutional Cash Portfolio: Money Market
950,118
(a)
950,118 
           
 
 Total
    
$
46,260,921 
           
 
INSURANCE CONTRACT/STABLE VALUE FUND:
      
*
Fidelity Management Trust Company, Short-Term Investment Fund
7,946,581
(a)
7,946,581 
 
Guaranteed investment contracts:
      
 
 Allstate Life Insurance Company:
      
 
 #GAC-6324, 5.93%, due April 19, 2005
  
(a)
3,713,593 
 
 John Hancock Life Insurance:
      
 
 # 15133, 5.95%, due January 18, 2005
  
(a)
3,773,711 
 
Synthetic insurance contracts:
      
 
 Bank of America
  
(a)
52,925,076 
 
 Wrapper Contract # 03-080, 4.64%
  
(a)
(1,434,243)
 
 ING Life & Annuity
  
(a)
52,920,773 
 
 Wrapper Contract # 60082, 4.64%
  
(a)
(1,482,476)
 
 Monumental Life Insurance Company
  
(a)
45,294,675 
 
 Wrapper Contract # MDA -00594TR, 5.67%
  
(a)
(1,228,699)
 
 Rabobank Nederland
  
(a)
36,852,816 
 
 Wrapper Contract # DAL100301, 3.77%
  
(a)
(107,131)
 
 State Street Bank
  
(a)
51,557,589 
 
 Wrapper Contract #103049, 3.73%
  
(a)
(341,990)
 
 UBS AG
  
(a)
36,505,589 
 
 Wrapper Contract #5158, 4.24%
  
(a)
(469,319)
 
 Monumental Life Insurance Company
  
(a)
10,014,095 
 
 Wrapper Contract #MDA-00580TR, 4.04%
  
(a)
(170,169)
 
Global Wrap:
      
 
 Accredited Mortgage Loan Trust 4.23%, October 2033
  
(a)
471,161 
 
 Accredited Mortgage Loan Trust 4.46%, December 2033
  
(a)
440,870 
 
 Accredited Mortgage Loan Trust, 3.32%, July 25, 2034
  
(a)
569,119 
 
 Accredited Mortgage Loan, 3.37%, January 25, 2035
  
(a)
238,270 
 
 Accredited Mortgage Loan, 4.07%, January 25, 2035
  
(a)
75,051 
 
 Accredited Mortgage Loan, 4.27%, January 25, 2035
  
(a)
25,018 
 
 ACE Securities Corp, 3.87%, August 25, 2032
  
(a)
75,508 
 
 ACE Securities Corp, 3.77%, June 25, 2033
  
(a)
50,295 
 
 ACE Securities Corp, 4.77%, June 25, 2033
  
(a)
50,872 
 
 ACE Securities Corp, 3.8%, July 25, 2033
  
(a)
106,045 
 
 ACE Securities Corp, 3.67%, November 25, 2033
  
(a)
120,830 
 
 ACE Securities Corp, 4.75%, November 25, 2033
  
(a)
76,598 
 
 ACE Securities Corp, 3.62%, September 25, 2033
  
(a)
95,131 
 
 ACE Securities Corp, 3.54%, April 25, 2034
  
(a)
245,409 
 
 ACE Securities Corp, 4.07%, April 25, 2034
  
(a)
340,881 
 
 ACE Securities Corp, 3.67%, June 25, 2032
  
(a)
145,812 
 
 Adjustable Rate Mortgage Trust, 3.42%, January 25, 2035
  
(a)
387,814 
 
 Adjustable Rate Mortgage Trust, 3.42%, March 25, 2035
  
(a)
278,773 
 
14
 
DELTA FAMILY-CARE SAVINGS PLAN
PLAN SPONSOR: DELTA AIR LINES, INC.
EIN: 58-0218548 PLAN # 004
SCHEDULE H, LINE 4i - SCHEDULE OF ASSETS (HELD AT END OF YEAR)
DECEMBER 31, 2004
           
( a )
  
( b ) + ( c )
  
( d )
( e )
   
IDENTITY OF ISSUER AND DESCRIPTION OF INVESTMENT
PRINCIPAL AMOUNT
OR NUMBER OF
SHARES
COST
CURRENT VALUE
 
   
AIG Sunamerica Global, 5.85%, August 1, 2008
  
(a)
326,897
   
Alabama Power, 3.5%, November 15, 2007
  
(a)
275,261
   
Allstate, 2.5%, June 20, 2008
  
(a)
71,658
   
American General Finance Corp. SR MTN 2.75%, June 15, 2008
  
(a)
866,387
   
American Honda Finance, 4.5%, May 26, 2009
  
(a)
760,275
   
Americredit Auto Rec TR Series 2002-EM 3.32%, June, 2009
  
(a)
503,942
   
Americredit Auto Rec TR Series 2004-BM 2.07%, August 2008
  
(a)
300,229
   
Americredit Auto Rec TR Series 2004-1 3.22%, July 2008
  
(a)
239,833
   
Americredit Auto Rec TR Series 2004-1 3.7%, January 2009
 
(a)
40,064
   
Americredit Auto Rec TR Series 2004-1 4.22%, July 2009
  
(a)
45,307
   
Americredit Auto Rec TR Series 2004-CA 3.61%, May 2011
  
(a)
160,025
   
Americredit Auto Rec TR Series 2004-DF 2.98%, July 2009
  
(a)
287,543
   
Americredit Auto Rec TR Series 2004-DF 3.43%, July 2011
  
(a)
384,923
   
Ameriquest Mortgage Securities, 4.32%, September 25, 2032
  
(a)
115,384
   
Ameriquest Mortgage Securities, 4.02%, February 25, 2033
  
(a)
156,494
   
Ameriquest Mortgage Securities, 3.82%, March 25, 2033
  
(a)
110,722
   
Ameriquest Mortgage Securities, 3.78%, May 25, 2033
  
(a)
524,060
   
Ameriquest Mortgage Securities, 3.87% May 25, 2033
  
(a)
105,541
   
Ameriquest Mortgage Securities, 3.87%, August 25, 2033
  
(a)
186,819
   
Ameriquest Mortgage Securities, 3.45%, April 25, 2034
  
(a)
65,037
   
Ameriquest Mortgage Securities, 3.5%, April 25, 2034
  
(a)
50,029
   
Ameriquest Mortgage Securities, 3.72%, November 25, 2034
  
(a)
336,022
   
Argent Securities Inc., 3.47%, September 25, 2033
  
(a)
54,470
   
Argent Securities Inc., 3.42%, September 25, 2033
  
(a)
52,475
   
Argent Securities Inc., 3.62%, April 25, 2034
  
(a)
220,422
   
Argent Securities Inc., 3.57%, May 25, 2034
  
(a)
225,134
   
Argent Securities Inc., 3.62%, May 25, 2034
  
(a)
185,112
   
Asset Backed Securities Corporation Home Equity 2002-HE2 August 2032
  
(a)
50,271
   
Asset Backed Securities Corporation Home Equity 2002-HE3, October 2032
  
(a)
11,740
   
Asset Backed Securities Corporation Home Equity 2003-HE3, June 2033
  
(a)
47,188
   
Asset Backed Securities Corporation Home Equity 2003-HE3, June 2033
  
(a)
176,761
   
Asset Backed Securities Corporation Home Equity 2003-HE4, August 2033
  
(a)
413,939
   
Asset Backed Securities Corporation Home Equity 2003-HE5, August 2033
  
(a)
113,661
   
Asset Backed Securities Corporation Home Equity 2003-HE6, November 2033
  
(a)
236,611
   
Asset Backed Securities Corporation Home Equity 2003-HE7, December 2033
  
(a)
316,427
   
Asset Backed Securities Corporation Home Equity 2004-HE3, June 2034
  
(a)
75,072
   
Asset Backed Securities Corporation Home Equity 2004-HE3, June 2034
  
(a)
175,185
   
Asset Backed Securities Corporation Home Equity 2004-HE6, June 2034
  
(a)
508,259
   
Asset Backed Funding Certificates, 4.15%, January 25, 2034
  
(a)
125,089
   
Associates Corp, 6.875%, November 15, 2008
  
(a)
222,513
   
Associates Corp, 6.25%, November 1, 2008
  
(a)
432,293
   
BMW Vehicle Owner Trust Series 2004-A 2.67%, March 2008
  
(a)
551,236
   
Bank of America Commercial Mortgage Inc., 0.813%, December 10, 2042
  
(a)
96,482
   
Bank of America Commercial Mortgage Inc., 0.8545%, November 10, 2041
  
(a)
141,680
   
Bank of America, 7.8%, February 15, 2010
  
(a)
155,008
   
Bank One, 6%, August 1, 2008
  
(a)
208,104
   
Bank One Issuance Trust, 3.3338%, December 15, 2009
  
(a)
311,873
   
Bank America Corporation, 6.25%, April 1, 2008
  
(a)
179,976
   
Bayview Financial Acquisition Trust, 3.48%, May 2044
  
(a)
585,030
   
Bayview Financial Acquisition Trust, Series 2004-A, February 2044
  
(a)
417,479
   
Bayview Financial Acquisition Trust, Series 2003-F, September 2043
  
(a)
596,421
   
Bayview Commercial Asset Trust, 3.38%, April 25, 2034
  
(a)
370,988
   
Bayview Commercial Asset Trust, 3.38%, April 25, 2034
  
(a)
373,230
   
Bayview Commercial Asset Trust, 3.6%, August 25, 2034
  
(a)
121,003
   
Bayview Commercial Asset Trust, 3.52%, January 25, 2035
  
(a)
49,942
   
Bayview Commercial Asset Trust, 4.02%, January 25, 2035
  
(a)
49,947
   
Bear Stearns Commercial Mortgage Security, 3.29%, May 14, 2016
  
(a)
366,516
   
Bear Stearns Commercial Mortgage Security, .9056%, November 11, 2041
  
(a)
71,940
   
Bear Stearns Commercial Mortgage Security, 3.85%, January 14, 2016
  
(a)
100,591
   
Bear Stearns Commercial Mortgage Security, 4.0%, November 14, 2016
  
(a)
50,299
   
Bear Stearns Asset Backed Securities, 3.4%, September 25, 2034
  
(a)
472,213
   
Bear Stearns Asset Backed Securities, 4.07%, September 25, 2034
  
(a)
130,506
   
Bear Stearns Asset Backed Securities, 4.22%, September 25, 2034
  
(a)
110,554
 
 
15
 
DELTA FAMILY-CARE SAVINGS PLAN
PLAN SPONSOR: DELTA AIR LINES, INC.
EIN: 58-0218548 PLAN # 004
SCHEDULE H, LINE 4i - SCHEDULE OF ASSETS (HELD AT END OF YEAR)
DECEMBER 31, 2004
           
( a )
  
( b ) + ( c )
  
( d )
( e )
   
IDENTITY OF ISSUER AND DESCRIPTION OF INVESTMENT
PRINCIPAL AMOUNT
OR NUMBER OF
SHARES
COST
CURRENT VALUE
 
   
Bear Stearns Asset Backed Securities, 4.42%, September 25, 2034
  
(a)
105,497
   
Bear Stearns Co. 3.25% March 25, 2009
  
(a)
881,696
   
British Telecommunications 7.875%, December 15, 2005
  
(a)
2,019,724
   
CDC Mortgage Capital Trust 2002-HE3, March, 2033
  
(a)
137,979
   
CDC Mortgage Capital Trust 2003-HE1, August, 2033
  
(a)
150,968
   
CDC Mortgage Capital Trust 2003-HE3, November, 2033
  
(a)
156,512
   
CDC Mortgage Capital Trust 2003-HE3, November, 2033
  
(a)
122,463
   
CDC Mortgage Capital Trust, 4.22%, July 26, 2034
  
(a)
130,093
   
CIT Group Inc 3.875%, November 3, 2008
  
(a)
354,372
   
CIT Group Inc 3.65%, November 23, 2007
  
(a)
492,426
   
Countrywide Asset Backed Securities, 3.52%, May 25, 2034
  
(a)
275,161
   
Countrywide Asset Backed Securities, 3.52%, June 25, 2034
  
(a)
75,120
   
Countrywide Asset Backed Securities, 3.39%, August 25, 2034
  
(a)
243,000
   
Countrywide Asset Backed Securities, 3.97%, June 25, 2033
  
(a)
200,535
   
Countrywide Asset Backed Securities, 3.55%, June 25, 2034
  
(a)
240,711
   
Countrywide Asset Backed Securities, 3.55%, June 25, 2031
  
(a)
101,403
   
Countrywide Asset Backed Securities, 4.02%, March 25, 2033
  
(a)
45,473
   
Countrywide Home Loans, 5.5%, November 27, 2017
  
(a)
269,958
   
Capital Auto Receivables Asset Trust, 3.35%, February 15, 2008
  
(a)
414,278
   
Capital One Master Trust, 4.6%, August 17, 2009
  
(a)
460,106
   
Capital One Auto Finance Trust Series 2001-B, 4.88%, September 2008
  
(a)
360,233
   
Capital One Auto Finance Trust Series 2004-A, 3.07%, July 2008
  
(a)
587,537
   
Capital One Auto Finance Trust Series 2004-B, 2.96%, April 2009
  
(a)
362,696
   
Capital One Multi-Asset Execution TR Card Series, July, 2008
  
(a)
813,361
   
Capital One Multi-Asset Execution TR Card Series, 3.5%, February, 2009
  
(a)
460,941
   
Capital One Multi-Asset Execution TR Card Series, July, 2011
  
(a)
428,288
   
Capital One Multi-Asset Execution TR Card Series, 3.7%, May, 2010
  
(a)
851,278
   
Capital One Prime Auto Receivable Trust, 3.06%, March 15, 2005
  
(a)
319,557
   
Capital One Prime Auto Receivable Trust, 3.39%, January 15, 2009
  
(a)
408,557
   
Chase Credit Card Owner Trust 2003-6, February, 2011
  
(a)
615,585
   
Chase Credit Card Owner Trust 2004-1, May 2009
  
(a)
235,289
   
Chase Manhattan, 6.375%, April 1, 2008
  
(a)
93,102
   
Chile (Republic of), 5.625%, July 23, 2007
  
(a)
712,589
   
Chubb Corp, 3.95%, April 1, 2008
  
(a)
85,938
   
Citigroup Inc, 5.75%, May 10, 2006
  
(a)
314,322
   
Citigroup Inc, 5% March 6, 2007
  
(a)
277,744
   
Citibank CC Issuance Trust Series, 3.2%, August 2009
  
(a)
891,580
   
Citigroup Commercial Mortgage Trust, 1.1875%, October 15, 2041
  
(a)
102,604
   
Commercial Mortgage Pass-Through Certificate, 3.537%, September 15, 2014
  
(a)
100,217
   
Commercial Mortgage Pass-Through Certificate, 3.5938%, September 15, 2014
  
(a)
30,063
   
Commercial Mortgage Pass-Through Certificate, 3.6538%, September 15, 2014
  
(a)
40,112
   
Commercial Mortgage Pass-Through Certificate, 3.7538%, September 15, 2014
  
(a)
35,106
   
Commercial Mortgage Pass-Through Certificate, 3.4038%, July 15, 2016
  
(a)
30,085
   
Commercial Mortgage Pass-Through Certificate, 3.5038%, July 15, 2016
  
(a)
70,132
   
Commercial Mortgage Pass-Through Certificate, 3.7038%, July 15, 2016
  
(a)
50,120
   
Commercial Mortgage Pass-Through Certificate, 3.7538%, July 15, 2016
  
(a)
55,156
   
Computer Science, 3.5%, April 15, 2008
  
(a)
1,008,850
   
Consolidated Natural Gas, 5.375%, November 1, 2006
  
(a)
239,622
   
CS First Boston Mortgage Securities Corporation, 6.52%, January 17, 2035
  
(a)
127,251
   
CS First Boston Mortgage Securities Corporation, 4.52%, October 25, 2032
  
(a)
50,857
   
CS First Boston Mortgage Securities Corporation, 4.627%, December 15, 2035
  
(a)
520,356
   
Home Equity Asset Trust, 3.38%, August 25, 2033
  
(a)
156,255
   
Home Equity Asset Trust, 5.07%, March 25, 2033
  
(a)
101,572
   
Home Equity Asset Trust, 3.82%, October 25, 2033
  
(a)
247,537
   
Home Equity Asset Trust, 3.72%, December 25, 2033
  
(a)
221,912
   
Home Equity Asset Trust, 4.75%, December 25, 2033
  
(a)
97,316
   
CS First Boston Mortgage Securities Corporation, 4.7%, August 15, 2036
  
(a)
361,829
   
CS First Boston Mortgage Securities Corporation, 3.39%, June 25, 2034
  
(a)
269,572
   
CS First Boston Mortgage Securities Corporation, 3.4%, November 25, 2034
  
(a)
333,609
   
CS First Boston Mortgage Securities Corporation, 3.4538%, December 15, 2021
  
(a)
513,327
   
CS First Boston Mortgage Securities Corporation, 4.627%, December 15, 2035
  
(a)
80,104
   
CS First Boston Mortgage Securities Corporation, 3.37%, April 25, 2034
  
(a)
329,430
   
CS First Boston Mortgage Securities Corporation, 3.7038%, December 15, 2021
  
(a)
200,281
 
 
16
 
DELTA FAMILY-CARE SAVINGS PLAN
PLAN SPONSOR: DELTA AIR LINES, INC.
EIN: 58-0218548 PLAN # 004
SCHEDULE H, LINE 4i - SCHEDULE OF ASSETS (HELD AT END OF YEAR)
DECEMBER 31, 2004
           
( a )
  
( b ) + ( c )
  
( d )
( e )
   
IDENTITY OF ISSUER AND DESCRIPTION OF INVESTMENT
PRINCIPAL AMOUNT
OR NUMBER OF
SHARES
COST
CURRENT VALUE
 
   
CS First Boston Mortgage Securities Corporation, 3.4%, September 25, 2034
  
(a)
417,341
   
DaimlerChrysler DCX, 6.4%, May 15, 2006
  
(a)
314,541
   
DaimlerChrysler North America, 4.75%, January 15, 2008
  
(a)
1,215,392
   
Daimler Chrysler North America, , September 10, 2007
  
(a)
325,465
   
Daimler Chrysler Auto Trust, 2.98%, August 2008
  
(a)
716,523
   
Deere John Cap Corp Series Mtnd, 3.9%, January 15, 2008
  
(a)
307,527
   
Deere John Cap Corp Series Mtnd, 3.375%, October 1, 2007
  
(a)
639,164
   
Discover Card Mstr Tr 96-3 Series A, 6.05%, August, 2008
  
(a)
5,483,017
   
Discover Card Mstr Tr 2003-4 Series A, May, 2011
  
(a)
498,240
   
FPL Group Capital 3.25%, April 11, 2006
  
(a)
226,745
   
Freddie Mac, 7%, February 15, 2007
  
(a)
197,979
   
Freddie Mac, 6.5%, February 15, 2030
  
(a)
110,749
   
Freddie Mac, 6.25%, April 15, 2022
  
(a)
345,320
   
Freddie Mac, 6.25%, October 15, 2022
  
(a)
16,788
   
Freddie Mac, 6.25%, January 15, 2023
  
(a)
135,695
   
Freddie Mac, 6.0%, July 15, 2008
  
(a)
21,358
   
Federal Home Loan Bank, 2.875%, August 15, 2006
  
(a)
54,643,057
   
Federal Home Loan Bank, 2.5%, April 11, 2006
  
(a)
3,197,785
   
FHLM ARM 4.985%, August 2033
  
(a)
51,355
   
Freddie Mac, 2.875%, December 15, 2005
  
(a)
14,639,510
   
Freddie Mac, 2.375%, February 15, 2007
  
(a)
19,053,599
   
Fannie Mae, 6.3%, October 25, 2022
  
(a)
53,872
   
Fannie Mae, 5.5%, January 25, 2023
  
(a)
165,069
   
Federal National Mortgage Association, 3.25%, August 15, 2008
  
(a)
12,443,763
   
Federal National Mortgage Association, 2.375%, February 15, 2007
  
(a)
10,490,060
   
Federal National Mortgage Association, 2.5%, June 15, 2006
  
(a)
31,187,458
   
Federal National Mortgage Association, 3.125%, July 15, 2006
  
(a)
6,976,683
   
Federal National Mortgage Association, 3.125%, December 15, 2007
  
(a)
3,678,617
   
Federal National Mortgage Association 15yr, 7.0%, January 2009
  
(a)
1,954
   
Federal National Mortgage Association 15yr, 6.0%, July 2012
  
(a)
24,893
   
Federal National Mortgage Association 15yr, 7.0%, May 2017
  
(a)
111,748
   
Federal National Mortgage Association 15yr, 7.0%, March 2011
  
(a)
344,150
   
Federal National Mortgage Association 15yr, 7.0%, June 2010
  
(a)
333,811
   
Federal National Mortgage Association 15yr, 6.0%, September 2012
  
(a)
29,378
   
Federal National Mortgage Association 15yr, 6.0%, June 2014
  
(a)
371,531
   
Federal National Mortgage Association 15yr, 6.0%, January 2012
  
(a)
23,527
   
Federal National Mortgage Association 15yr, 6.0%, February 2012
  
(a)
20,872
   
Federal National Mortgage Association 15yr, 6.0%, March 2013
  
(a)
256,955
   
Federal National Mortgage Association 15yr, 6.0%, April 2013
  
(a)
18,522
   
Federal National Mortgage Association 15yr, 6.0%, June 2013
  
(a)
262,041
   
Federal National Mortgage Association 15yr, 6.0%, May 2014
  
(a)
25,020
   
Federal National Mortgage Association 15yr, 6.0%, August 2014
  
(a)
19,368
   
Federal National Mortgage Association 15yr, 6.5%, July 2014
  
(a)
2,157,798
   
Federal National Mortgage Association 15yr, 6.0%, November 2014
  
(a)
328,750
   
Federal National Mortgage Association 15yr, 6.5%, April 2013
  
(a)
11,051
   
Federal National Mortgage Association 15yr, 6.0%, November 2015
  
(a)
21,315
   
Federal National Mortgage Association 15yr, 6.5%, November 2015
  
(a)
10,575
   
Federal National Mortgage Association 15yr, 6.0%, August 2016
  
(a)
106,968
   
Federal National Mortgage Association 15yr, 7.0%, March 2017
  
(a)
156,388
   
Federal National Mortgage Association 15yr, 7.0%, March 2015
  
(a)
580,096
   
Federal National Mortgage Association 15yr, 6.0%, July 2015
  
(a)
354,121
   
Federal National Mortgage Association 15yr, 6.5%, June 2015
  
(a)
158,940
   
Federal National Mortgage Association 15yr, 7.0%, February 2016
  
(a)
134,978
   
Federal National Mortgage Association 15yr, 6.5%, January 2020
  
(a)
1,124,008
   
Fannie Mae, 6.0%, April 25, 2031
  
(a)
82,311
   
Freddie Mac, 5.5%, February 15, 2029
  
(a)
63,313
   
Freddie Mac, 5.5%, February 15, 2016
  
(a)
200,964
   
Federal National Mortgage Association ARM, 3.878%, June 2033
  
(a)
256,108
   
Federal National Mortgage Association ARM, 3.836%, June 2033
  
(a)
34,069
   
Federal National Mortgage Association ARM, 4.021%, December 2034
  
(a)
50,297
   
Federal National Mortgage Association ARM, 3.939%, October 2034
  
(a)
74,156
   
Federal National Mortgage Association ARM, 3.827%, December 2034
  
(a)
25,055
   
Federal National Mortgage Association ARM, 3.975%, November 2034
  
(a)
108,382
 
17
 
DELTA FAMILY-CARE SAVINGS PLAN
PLAN SPONSOR: DELTA AIR LINES, INC.
EIN: 58-0218548 PLAN # 004
SCHEDULE H, LINE 4i - SCHEDULE OF ASSETS (HELD AT END OF YEAR)
DECEMBER 31, 2004
           
( a )
  
( b ) + ( c )
  
( d )
( e )
   
IDENTITY OF ISSUER AND DESCRIPTION OF INVESTMENT
PRINCIPAL AMOUNT
OR NUMBER OF
SHARES
COST
CURRENT VALUE
 
   
Federal National Mortgage Association ARM, 4.025%, January 2035
  
(a)
101,148
   
Federal National Mortgage Association ARM, 4.549%, August 2034
  
(a)
143,280
   
Federal National Mortgage Association ARM, 4.037%, December 2034
  
(a)
25,031
   
Federal National Mortgage Association ARM, 4.324%, December 2034
  
(a)
25,405
   
Federal National Mortgage Association ARM, 4.105%, January 2035
  
(a)
99,619
   
Federal National Mortgage Association ARM, 4.072%, December 2034
  
(a)
100,781
   
Federal National Mortgage Association ARM, 4.17%, November 2034
  
(a)
100,535
   
Federal National Mortgage Association ARM, 4.048%, January 2035
  
(a)
50,363
   
Fieldstone Mortgage Investment Corp 2003-1, 3.7%, November 25, 2033
  
(a)
101,023
   
Fifth Third Auto Trust, 3.15%, February 20, 2008
  
(a)
299,518
   
First Franklin Mortgage Loan, 3.57%, March 25, 2034
  
(a)
25,015
   
First Franklin Mortgage Loan, 3.92%, March 25, 2034
  
(a)
25,016
   
First Franklin Mortgage Loan, 4.27%, March 25, 2034
  
(a)
25,043
   
First Union - Lehman Brothers 6.65%, November 2029
  
(a)
275,340
   
First Union Corp, 5.8%, December 1, 2008
  
(a)
1,340,492
   
Ford Auto Credit 2.85%, October, 2007
  
(a)
430,438
   
Ford Motor Credit 6.875%, February 1, 2006
  
(a)
381,184
   
Ford Motor Credit Global 6.5%, January 25, 2007
  
(a)
1,965,145
   
Franklin Resources 3.7%, April 15, 2008
  
(a)
628,406
   
Fremont Home Loan Trust, 3.57%, January 25, 2034
  
(a)
250,148
   
Fremont Home Loan Trust, 4.17%, January 25, 2034
  
(a)
300,213
   
Fremont Home Loan Trust, 3.47%, February 25, 2034
  
(a)
50,029
   
Fremont Home Loan Trust, 3.52%, February 25, 2034
  
(a)
50,029
   
Fremont Home Loan Trust, 3.57%, February 25, 2034
  
(a)
50,030
   
Fremont Home Loan Trust, 3.97%, February 25, 2034
  
(a)
150,101
   
Fremont Home Loan Trust, 4.12%, February 25, 2034
  
(a)
50,035
   
Fremont Home Loan Trust, 4.32%, February 25, 2034
  
(a)
150,111
   
GGPP Mall Properties Trust, 5.007%, November 15, 2011
  
(a)
299,403
   
GMAC Commercial Mortgage, 6.566%, April 15, 2029
  
(a)
351,044
   
GMAC Commercial Mortgage, 0.9009%, December 10, 2041
  
(a)
103,762
   
GS Mortgage Securities Corporate, 3.59%, January 10, 2040
  
(a)
504,161
   
GS Mortgage Securities Corporate, 3.659%, October 2028
  
(a)
856,725
   
GSAMP Trust 02-HE, 4.24%, November 20, 2032
  
(a)
215,739
   
GSAMP Trust 04-FM2, 3.52%, January 25, 2034
  
(a)
250,146
   
GSAMP Trust 04-HE1, 3.57%, May 25, 2034
  
(a)
225,134
   
GSAMP Trust 04-HE1, 4.17%, May 25, 2034
  
(a)
99,295
   
GSAMP Trust 04-HE1, 4.42%, May 25, 2034
  
(a)
49,655
   
First Franklin Mortgage Loan, 4.16%, May 2034
  
(a)
255,184
   
GSAMP Trust 04-HE1, 3.67%, November 25, 2033
  
(a)
170,104
   
GSAMP Trust 04-HE1, 4.427%, November 25, 2033
  
(a)
121,459
   
GE Capital Commercial Mortgage Corporation, 4.119%, March 10, 2040
  
(a)
284,489
   
GE Commercial Equipment Financing, 3.36%, June 22, 2008
  
(a)
549,112
   
Goldman Sachs 4.125%, January 15, 2008
  
(a)
242,423
   
Gracechurch Card Funding, 3.8837%, August 15, 2008
  
(a)
105,249
   
Gracechurch Card Funding, 2.7%, August 15, 2008
  
(a)
1,273,717
   
Granite Mortgages, 3.21%, September 20, 2044
  
(a)
100,109
   
Granite Mortgages, 3.21%, September 20, 2044
  
(a)
100,093
   
Granite Mortgages, 3.22%, June 20, 2044
  
(a)
65,053
   
Granite Mortgages, 3.33%, June 20, 2044
  
(a)
125,067
   
John Hancock, 3.75%, September 30, 2008
  
(a)
440,226
   
Hartford Financial 2.375%, June 1, 2006
  
(a)
172,147
   
Heller Financial Commercial Mortgages, 7.715%, January 17, 2034
  
(a)
148,920
   
Holmes Financing PLC, 2.75%, July 15, 2040
  
(a)
115,512
   
Holmes Financing PLC, 3.3106%, July 15, 2040
  
(a)
150,869
   
Home Equity Asset Trust, 3.65%, June 25, 2034
  
(a)
181,429
   
Home Equity Asset Trust, 3.65%, August 25, 2034
  
(a)
110,066
   
Home Equity Asset Trust, 4.22%, August 25, 2034
  
(a)
120,086
   
Home Equity Asset Trust, 4.47%, August 25, 2034
  
(a)
50,038
   
Home Equity Asset Trust, 3.34%, October 25, 2034
  
(a)
115,904
   
Home Equity Asset Trust, 3.37%, December 25, 2034
  
(a)
645,913
   
Home Equity Asset Trust, 3.41%, January 25, 2035
  
(a)
218,950
   
Household Automotive Trust, 3.3%, May 18, 2009
  
(a)
484,293
   
Household Automotive Trust, 3.93%, July 18, 2011
  
(a)
290,252
 
18
 
DELTA FAMILY-CARE SAVINGS PLAN
PLAN SPONSOR: DELTA AIR LINES, INC.
EIN: 58-0218548 PLAN # 004
SCHEDULE H, LINE 4i - SCHEDULE OF ASSETS (HELD AT END OF YEAR)
DECEMBER 31, 2004
           
( a )
  
( b ) + ( c )
  
( d )
( e )
   
IDENTITY OF ISSUER AND DESCRIPTION OF INVESTMENT
PRINCIPAL AMOUNT
OR NUMBER OF
SHARES
COST
CURRENT VALUE
 
   
Household Fin Corp, 4.625%, January 15, 2008
  
(a)
2,148,004
   
Household International, 8.875%, February 15, 2008
  
(a)
615,206
   
Household Private Label Credit Card Master, 4.2038%, September 15, 2009
  
(a)
65,595
   
Household Home Equity, 3.62%, October 20, 2032
  
(a)
80,075
   
Household Home Equity, 3.57%, September 20, 2033
  
(a)
122,538
   
Household Home Equity, 3.51%, September 20, 2033
  
(a)
218,196
   
Household Mortgage Loan Trust, 3.65%, May 20, 2032
  
(a)
71,244
   
Household Mortgage Loan Trust, 3.64%, February 21, 2033
  
(a)
188,832
   
Household Mortgage Loan Trust, 3.59%, June 20, 2033
  
(a)
268,464
   
Household Mortgage Loan Trust, 3.34%, February 20, 2034
  
(a)
586,034
   
IMPAC CMB Trust, 3.41%, October 25, 2004
  
(a)
253,993
   
JP Morgan Chase 5.625%, August 15, 2006
  
(a)
729,496
   
JP Morgan Chase 5.25%, May 30, 2007
  
(a)
1,566,172
   
JP Morgan Chase, 1.039%, January 12, 2037
  
(a)
313,689
   
Kraft Foods Global 5.25%, June 1, 2007
  
(a)
348,484
   
Legg Mason Inc, 6.75%, July 2, 2008
  
(a)
89,808
   
Lehman Brothers Holdings, 4.0%, January 22, 2008
  
(a)
1,024,568
   
Lehman Brothers Floating Rate, 3.85%, December 16, 2014
  
(a)
478,818
   
Long Beach Mortgage Loan Trust, July, 2033
  
(a)
594,756
   
Long Beach Mortgage Loan Trust, June, 2034
  
(a)
224,950
   
Long Beach Mortgage Loan Trust, June, 2034
  
(a)
150,879
   
MBNA Credit Card, 5.75%, October 15, 2008
  
(a)
253,881
   
MBNA Credit Card, 3.3438%, October 15, 2010
  
(a)
85,668
   
Master Seasoned Securities Trust, 6.249%, August 25, 2017
  
(a)
478,768
   
Master Adjustable Rate Mortgage, 3.51%, November 25, 2034
  
(a)
125,946
   
Master Adjustable Rate Mortgage, 3.46%, November 25, 2034
  
(a)
146,034
   
MLCC Mortgage Investors, 3.7075%, October 24, 2028
  
(a)
669,677
   
MLCC Mortgage Investors, 3.5225%, March 25, 2028
  
(a)
160,658
   
Meritage Mortgage Loan Trust, 3.52%, July 25, 2034
  
(a)
125,073
   
Meritage Mortgage Loan Trust, 3.57%, July 25, 2034
  
(a)
25,015
   
Meritage Mortgage Loan Trust, 3.97%, July 25, 2034
  
(a)
50,034
   
Meritage Mortgage Loan Trust, 4.12%, July 25, 2034
  
(a)
25,017
   
Merrill Lynch MTN, 4.125%, January 15, 2009
  
(a)
502,018
   
Merrill Lynch Mortgage Investors, 4.17%, January 25, 2035
  
(a)
75,766
   
MLCC Mortgage Invstors, 3.4725%, August 25, 2029
  
(a)
611,391
   
Meritage Mortgage Loan Trust, September 2041
  
(a)
336,879
   
Metlife Inc, 5.25%, December 1, 2006
  
(a)
704,738
   
Met Life Global, 4.25%, July 30, 2009
  
(a)
174,226
   
Morgan JP & Company, 6.25%, January 15, 2009
  
(a)
863,701
   
Morgan Stanley, 6.1%, April 15, 2006
  
(a)
178,217
   
Morgan Stanley Dean Witter, 5.8%, April 1, 2007
  
(a)
435,778
   
Morgan Stanley Dean Witter, 3.625%, April 1, 2008
  
(a)
1,189,256
   
Morgan Stanley ABS Capital I Inc., 3.36%, July 2034
  
(a)
283,981
   
Morgan Stanley ABS Capital I Inc., 3.36%, August 2034
  
(a)
582,027
   
Morgan Stanley ABS Capital I Inc., 4.12%, December 27, 2032
  
(a)
111,736
   
Morgan Stanley ABS Capital I Inc., 5.12%, November 25, 2032
  
(a)
170,240
   
Morgan Stanley ABS Capital I Inc., 5.02%, April 25, 2033
  
(a)
152,900
   
Morgan Stanley ABS Capital I Inc., 3.82%, June 25, 2033
  
(a)
207,451
   
Morgan Stanley ABS Capital I Inc., 3.82%, May 25, 2033
  
(a)
288,075
   
Morgan Stanley ABS Capital I Inc., 4.92%, May 25, 2033
  
(a)
76,111
   
Morgan Stanley ABS Capital I Inc., 3.72%, June 25, 2033
  
(a)
125,644
   
Morgan Stanley ABS Capital I Inc., 4.87%, June 25, 2033
  
(a)
71,251
   
Morgan Stanley ABS Capital I Inc., 3.72%, September 25, 2033
  
(a)
166,155
   
Morgan Stanley ABS Capital I Inc., 3.7%, October 25, 2033
  
(a)
357,922
   
Morgan Stanley, 4%, January 15, 2010
  
(a)
519,906
   
Morgan Stanley Dean Witter, 5.02%, February 25, 2033
  
(a)
179,180
   
Morgan Stanley Dean Witter, 4.09%, October 25, 2031
  
(a)
50,187
   
Morgan Stanley Dean Witter, 4.52%, October 25, 2031
  
(a)
292,243
   
Morgan Stanley Dean Witter, 3.64%, October 7, 2013
  
(a)
359,873
   
Morgan Stanley Dean Witter, 4.67%, January 25, 2032
  
(a)
111,659
   
Morgan Stanley Dean Witter, 3.62%, July 25, 2032
  
(a)
181,296
   
Morgan Stanley Dean Witter, 4.27%, August, 25, 2032
  
(a)
100,651
   
Morgan Stanley Dean Witter, 3.74%, September 25, 2032
  
(a)
90,953
 
19
 
DELTA FAMILY-CARE SAVINGS PLAN
PLAN SPONSOR: DELTA AIR LINES, INC.
EIN: 58-0218548 PLAN # 004
SCHEDULE H, LINE 4i - SCHEDULE OF ASSETS (HELD AT END OF YEAR)
DECEMBER 31, 2004
           
( a )
  
( b ) + ( c )
  
( d )
( e )
   
IDENTITY OF ISSUER AND DESCRIPTION OF INVESTMENT
PRINCIPAL AMOUNT
OR NUMBER OF
SHARES
COST
CURRENT VALUE
 
   
Morgan Stanley Dean Witter, 3.77%, September 25, 2032
  
(a)
100,879
   
Morgan Stanley Dean Witter, 4.62%, September 25, 2032
  
(a)
50,534
   
Morgan Stanley Dean Witter, 4.82%, October 25, 2032
  
(a)
66,385
   
Morgan Stanley Dean Witter, 4.07%, November 25, 2032
  
(a)
141,583
   
Morgan Stanley Dean Witter, 5.07%, November 25, 2032
  
(a)
111,465
   
Mortgage Capital Funding Inc., 6.423%, June 2030
  
(a)
395,558
   
National Rural Utilities Co-op 3.24%, July 22, 2007
  
(a)
480,232
   
Navistar Financial Corporation Owner Trust, 3.13%, May 15, 2009
  
(a)
263,458
   
New Centruy Home Equity Loan Trust, 3.75%, January 2034
  
(a)
317,080
   
NY Life Global Mountain, 3.875%, January 15, 2009
  
(a)
1,144,011
   
Nissan Auto Lease Trust 2.57%, June 2009
  
(a)
587,188
   
Nissan Auto Lease Trust 2.9%, August 2007
  
(a)
571,164
   
Nissan Auto Lease Trust 3.18%, June 2010
  
(a)
138,802
   
Nissan Aut Receivables Owner Trust, 2.85%, October 15, 2007
  
(a)
129,244
   
Novastar Home Equity Loan, 3.77%, September 25, 2033
  
(a)
136,367
   
Novastar Home Equity Loan, 3.47%, June 25, 2034
  
(a)
75,110
   
Onyx Accept Owner Tr 2004-C Series A-3, 2.94%, November 2008
  
(a)
199,223
   
Park Place Securities Inc., 3.65%, September 25, 2034
  
(a)
160,146
   
Park Place Securities Inc., 3.7%, September 25, 2034
  
(a)
95,094
   
Park Place Securities Inc., 4.27%, September 25, 2034
  
(a)
180,195
   
Permanent Financing, 3.11%, June 10, 2042
  
(a)
205,326
   
Permanent Financing, 3.08%, June 10, 2011
  
(a)
115,252
   
Permanent Financing, 3.15%, June 10, 2042
  
(a)
225,504
   
Philip Morris, 6.375%, February 1, 2006
  
(a)
841,268
   
Phillip Morris Global BD, 7%, July 15, 2005
  
(a)
314,330
   
Phillips Petroleum, 8.75%, May 25, 2010
  
(a)
589,979
   
Pricoa Global Funding, 4.35%, June 15, 2008
  
(a)
777,874
   
Prime Credit Card Master Trust, 6.7%, October 15, 2009
  
(a)
3,573
   
Prudential Financial, 4.104%, November 15, 2006
  
(a)
345,507
   
Key Corp, 7.617%, May 17, 2032
  
(a)
90,670
   
Reed Elsevier, 6.125%, August 1, 2006
  
(a)
515,233
   
Residential Assets Mortgage Products, 6.5%, October 25, 2016
  
(a)
117,995
   
Residential Assets Mortgage Products, 7.125%, April 25, 2031
  
(a)
429,335
   
Residential Assets Mortgage Products, 3.6%, April 25, 2033
  
(a)
315,670
   
SLM Corp, 3.625%, March 17, 2008
  
(a)
854,820
   
SLM Corp 3.5%, September 30, 2006
  
(a)
848,548
   
Salomon Brothers, 3.42%, April 25, 2033
  
(a)
151,026
   
Salomon Smith Barney Hld, 6.5%, February 15, 2008
  
(a)
254,687
   
Salomon Smith Barney Hld, 5.875%, March 15, 2006
  
(a)
1,100,811
   
Securitized Asset Back Receivables, 3.54%, February 25, 2034
  
(a)
159,891
   
Sequoia Mortgage Trust, 3.2025%, February 20, 2034
  
(a)
490,687
   
Sequoia Mortgage Trust, 3.35%, March 20, 2034
  
(a)
331,141
   
Southwest 2001-1A2, 5.496%, November 1, 2006
  
(a)
171,418
   
Amoritizing Residential Collateral Trust, 4.12%, January 25, 2032
  
(a)
140,674
   
Structured Asset Securities Corp, 3.38%, February 25, 2034
  
(a)
79,678
   
Structured Asset Securities Corp, 3.42%, September 25, 2033
  
(a)
216,245
   
TIAA Global, 3.875%, January 22, 2008
  
(a)
409,326
   
Terwin Mortgage Trust, 3.35%, February 25, 2034
  
(a)
234,800
   
Textron Financial, 2.75%, June 1, 2006
  
(a)
292,132
   
Terwin Mortgage Trust, 3.39%, September 25, 2034
  
(a)
327,128
   
Travelers PPTY, 3.75%, March 15, 2008
  
(a)
175,222
   
US Bank NA, 3.9%, August 15, 2008
  
(a)
728,193
   
US Treasury, 3.125%, May 15, 2007
  
(a)
7,998,288
   
US Treasury, 4%, June 15, 2009
  
(a)
1,020,891
   
Volkswagen Auto Lease Trust, 2.84%, July 20, 2007
  
(a)
635,429
   
WFS Financial Owner Trust, 3.3%, March 17, 2009
  
(a)
419,359
   
WFS Financial Owner Trust, 3.93%, February 17, 2012
  
(a)
341,610
   
WFS Financial Owner Trust, 3.93%, May 17, 2012
  
(a)
608,295
   
Wachovia Corporation, 6.15%, March 15, 2009
  
(a)
180,028
   
Washington Mutual MSC Mortgage, 7.5%, December 25, 2033
  
(a)
105,700
   
Wells Fargo & Company, 4%, September 10, 2012
  
(a)
263,719
   
Whole Auto Loan Trust, 2.96%, June 15, 2008
  
(a)
819,431
   
World Omni Auto Receivables, 3.96%, July 12, 2011
  
(a)
564,382
 
 
20
 
DELTA FAMILY-CARE SAVINGS PLAN
PLAN SPONSOR: DELTA AIR LINES, INC.
EIN: 58-0218548 PLAN # 004
SCHEDULE H, LINE 4i - SCHEDULE OF ASSETS (HELD AT END OF YEAR)
DECEMBER 31, 2004
 
( a ) 
( b ) + ( c ) 
  
 ( d )
( e )  
 
IDENTITY OF ISSUER AND DESCRIPTION OF INVESTMENT 
PRINCIPAL AMOUNT
OR NUMBER OF
SHARES  
COST  
CURRENT VALUE  
         
 
 NCSLT 2004-2, 9.75%, October 2014
  
(a)
239,478 
*
 Fidelity Management Trust Company, Short-Term Investment Fund
  
(a)
360,616 
 
 Wrapper Contracts, 3.81%
  
(a)
(1,319,216)
         
 
 Total
    
$
578,693,312 
           
           
 
DELTA AIRLINES BALANCED FUND:
      
 
Delta U.S. Equity Pool:
      
*
 Fidelity Management & Research Company, Fidelity Mid-Cap Stock Fund
5,261
(a)
123,363 
*
 Fidelity Management & Research Company, FMTC Select Equity Portfolio
26,809
(a)
1,033,491 
*
 RS Investment, RS Small Company Growth
5,694
(a)
128,523 
*
FMTC Broad Market Duration
49,011
(a)
1,237,040 
           
 
 Total
    
$
  2,522,417 
           
 
DELTA CONSERVATIVE BALANCED FUND:
      
 
Delta U.S. Equity Pool:
      
*
 Fidelity Management & Research Company, Fidelity Mid-Cap Stock Fund
51,793
(a)
1,214,541 
*
 Fidelity Management & Research Company, FMTC Select Equity Portfolio
263,943
(a)
10,175,020 
*
 RS Investment, RS Small Company Growth
56,063
(a)
1,265,349 
*
FMTC Broad Market Duration
1,429,079
(a)
36,069,947 
           
 
 Total
    
$
  48,724,857 
           
 
DELTA GROWTH BALANCED FUND:
      
 
Delta U.S. Equity Pool:
      
*
 Fidelity Management & Research Company, Fidelity Mid-Cap Stock Fund
313,295
(a)
$
7,346,773 
*
 Fidelity Management & Research Company, FMTC Select Equity Portfolio
1,596,597
(a)
61,548,800 
*
 RS Investment, RS Small Company Growth
339,127
(a)
7,654,107 
*
FMTC Broad Market Duration
980,938
(a)
24,758,870 
           
 
 Total
    
$
101,308,550 
           
 
DELTA ESOP STOCK FUND:
      
*
 Delta Air Lines, Inc. Common Stock
4,899,599
89,293,821     
36,649,002 
*
 Delta Air Lines, Inc. Convertible Preferred Series B
5,417,735
390,076,950     
425,888,182 
*
 Fidelity Institutional Cash Portfolio--Money Market
1,637,841
1,637,841     
1,637,841 
           
 
 Total
    
$
464,175,025 
           
 
MUTUAL AND COMMINGLED FUNDS:
      
*
 Fidelity Management & Research Company, Fidelity Fund
208,107
(a)
6,218,240 
*
 Fidelity Management & Research Company, Fidelity Puritan Fund
366,971
(a)
6,954,100 
*
 Fidelity Management & Research Company, Fidelity Trend Fund
4,972
(a)
266,777 
*
 Fidelity Management & Research Company, Fidelity Ginnie Mae Fund
723,185
(a)
8,012,887 
*
 Fidelity Management & Research Company, Fidelity Magellan Fund
1,483,667
(a)
153,989,749 
*
 Fidelity Management & Research Company, Fidelity Contra fund
5,409,701
(a)
306,946,424 
*
 Fidelity Management & Research Company, Fidelity Equity-Income Fund
1,109,385
(a)
58,553,328 
*
 Fidelity Management & Research Company, Fidelity Growth Company Fund
402,676
(a)
22,578,044 
*
 Fidelity Management & Research Company, Fidelity Investment-Grade Bond Fund
515,410
(a)
3,881,040 
*
 Fidelity Management & Research Company, Fidelity Growth & Income Portfolio
2,779,523
(a)
106,205,591 
*
 Fidelity Management & Research Company, Fidelity Intermediate Bond Fund
295,536
(a)
3,109,038 
*
 Fidelity Management & Research Company, Fidelity Capital & Income Fund
901,010
(a)
7,631,558 
*
 Fidelity Management & Research Company, Fidelity Value Fund
428,123
(a)
30,520,875 
*
 Fidelity Management & Research Company, Fidelity Government Income Fund
480,499
(a)
4,920,313 
*
 Fidelity Management & Research Company, Fidelity Independence Fund
165,087
(a)
2,943,505 
*
 Fidelity Management & Research Company, Fidelity OTC Portfolio
1,126,201
(a)
39,067,925 
*
 Fidelity Management & Research Company, Fidelity Overseas Fund
51,095
(a)
1,807,731 
*
 Fidelity Management & Research Company, Fidelity Europe Fund
178,829
(a)
6,106,997 
*
 Fidelity Management & Research Company, Fidelity Pacific Basin Fund
263,891
(a)
5,217,120 
*
 Fidelity Management & Research Company, Fidelity Real Estate Investment Fund
2,097,675
(a)
61,965,310 
*
 Fidelity Management & Research Company, Fidelity Balanced Fund
881,632
(a)
15,710,681 
 
21
 
DELTA FAMILY-CARE SAVINGS PLAN
PLAN SPONSOR: DELTA AIR LINES, INC.
EIN: 58-0218548 PLAN # 004
SCHEDULE H, LINE 4i - SCHEDULE OF ASSETS (HELD AT END OF YEAR)
DECEMBER 31, 2004
 
( a ) 
( b ) + ( c ) 
  
( d )  
( e )  
 
IDENTITY OF ISSUER AND DESCRIPTION OF INVESTMENT 
PRINCIPAL AMOUNT
OR NUMBER OF
SHARES
COST  
CURRENT VALUE  
         
*
 Fidelity Management & Research Company, Fidelity International Growth & Income Fund
133,781
(a)
3,772,623
*
 Fidelity Management & Research Company, Fidelity Capital Appreciation Fund
720,166
(a)
18,745,914
*
 Fidelity Management & Research Company, Fidelity Convertible Securities Fund
263,555
(a)
5,692,784
*
 Fidelity Management & Research Company, Fidelity Canada Fund
257,660
(a)
8,724,380
*
 Fidelity Management & Research Company, Fidelity Utilities Fund
291,301
(a)
3,958,778
*
 Fidelity Management & Research Company, Fidelity Blue Chip Growth Fund
507,025
(a)
21,147,997
*
 Fidelity Management & Research Company, Fidelity Asset Manager
207,560
(a)
3,364,542
*
 Fidelity Management & Research Company, Fidelity Disciplined Equity Fund
49,750
(a)
1,258,177
*
 Fidelity Management & Research Company, Fidelity Low-Priced Stock Fund
3,024,217
(a)
121,724,751
*
 Fidelity Management & Research Company, Spartan Market Index Fund
597,283
(a)
49,789,542
*
 Fidelity Management & Research Company, Fidelity Worldwide Fund
106,029
(a)
1,935,028
*
 Fidelity Management & Research Company, Fidelity Equity-Income II Fund
330,923
(a)
7,945,462
*
 Fidelity Management & Research Company, Fidelity Stock Selector Fund
22,241
(a)
507,306
*
 Fidelity Management & Research Company, Fidelity Asset Manager: Growth
164,719
(a)
2,441,136
*
 Fidelity Management & Research Company, Fidelity Emerging Markets Fund
345,459
(a)
4,466,784
*
 Fidelity Management & Research Company, Fidelity Aggressive Growth Fund
1,767,106
(a)
29,333,964
*
 Fidelity Management & Research Company, Fidelity Diversified International Fund
954,368
(a)
27,333,094
*
 Fidelity Management & Research Company, Fidelity Asset Manager: Income
249,188
(a)
3,157,214
*
 Fidelity Management & Research Company, Fidelity Dividend Growth Fund
1,130,342
(a)
32,203,446
*
 Fidelity Management & Research Company, Fidelity New Markets Income Fund
1,036,153
(a)
14,848,066
*
 Fidelity Management & Research Company, Fidelity Export & Multinational Fund
428,784
(a)
8,421,321
*
 Fidelity Management & Research Company, Fidelity Focused Stock Fund
66,067
(a)
667,275
*
 Fidelity Management & Research Company, Fidelity Global Balanced Fund
35,143
(a)
737,648
*
 Fidelity Management & Research Company, Fidelity International Value Fund
111,979
(a)
1,872,288
*
 Fidelity Management & Research Company, Fidelity Small-Cap Selector Fund
139,767
(a)
2,756,199
*
 Fidelity Management & Research Company, Fidelity Mid-Cap Stock Fund
976,317
(a)
22,894,638
*
 Fidelity Management & Research Company, Fidelity Large-Cap Stock Fund
181,950
(a)
2,660,107
*
 Fidelity Management & Research Company, Fidelity Discovery Fund
83,691
(a)
945,710
*
 Fidelity Management & Research Company, Fidelity Small-Cap Stock Fund
853,038
(a)
15,491,173
*
 Fidelity Management & Research Company, Fidelity Europe Capital Appreciation Fund
113,590
(a)
2,445,590
*
 Fidelity Management & Research Company, Fidelity Nordic Fund
202,904
(a)
5,606,248
*
 Fidelity Management & Research Company, Fidelity Latin America Fund
542,898
(a)
11,482,291
*
 Fidelity Management & Research Company, Fidelity Japan Fund
355,564
(a)
4,551,218
*
 Fidelity Management & Research Company, Fidelity Southeast Asia Fund
245,052
(a)
4,023,750
*
 Fidelity Management & Research Company, Fidelity China Region Fund
332,960
(a)
5,680,295
*
 Fidelity Management & Research Company, Fidelity Four in One Index Fund
143,839
(a)
3,620,426
*
 Fidelity Management & Research Company, Fidelity Japan Small Companies Fund
2,292,472
(a)
28,839,294
*
 Fidelity Management & Research Company, Fidelity Growth & Income Portfolio II
127,335
(a)
1,232,604
*
 Fidelity Management & Research Company, Fidelity Strategic Income Fund
515,647
(a)
5,553,522
*
 Strategic Advisors, Fidelity Freedom Income Fund
50,470
(a)
568,798
 
 Self-directed investments, publicly traded
-
(a)
53,321,770
*
 Delta Employees' Credit Union Fund
9,133,313
(a)
9,133,313
*
 Strategic Advisors, Fidelity Freedom 2000 Fund
82,968
(a)
1,002,250
*
 Strategic Advisors, Fidelity Freedom 2010 Fund
749,981
(a)
10,214,746
*
 Strategic Advisors, Fidelity Freedom 2020 Fund
958,900
(a)
13,386,240
*
 Strategic Advisors, Fidelity Freedom 2030 Fund
507,115
(a)
7,140,179
*
 Fidelity Management & Research Company, Fidelity Short-Term Bond Fund
374,706
(a)
3,364,859
*
 Fidelity Management & Research Company, Fidelity Fifty Fund
325,767
(a)
6,720,568
*
 Fidelity Management & Research Company, Fidelity Retirement Money Market Portfolio
61,089,472
(a)
61,089,472
*
 Fidelity Management & Research Company, Fidelity Retirement Government Money Market Portfolio
14,231,005
(a)
14,231,005
*
 Fidelity Management & Research Company, Spartan U.S. Equity Index Fund
485,687
(a)
20,816,559
*
 Fidelity Management & Research Company, Fidelity U.S. Bond Index Fund
898,138
(a)
10,005,256
*
 Fidelity Management & Research Company, Fidelity Institutional Short-Intermediate Government Portfolio
199,503
(a)
1,927,197
*
 Fidelity Management & Research Company, Fidelity Freedom Fund
223,172
(a)
1,845,632
*
 Fidelity Management Trust Company, Fidelity U.S. Equity Index Commingled Fund
6,825,573
(a)
255,412,960
 
 INVESCO Funds Group, Inc., INVESCO Total Return Fund
65,993
(a)
1,616,837
 
 Janus Capital Corporation, Janus Worldwide Fund
926,566
(a)
38,369,111
 
 Neuberger & Berman Management, Inc., Neuberger & Berman Guardian Trust
204,072
(a)
2,663,139
 
 Scudder International Fund S
4,727
(a)
209,187
 
 Domini Social Equity Fund
8,553
(a)
252,659
 
 INVESCO Funds Group, Inc., INVESCO Equity Income Fund
45,741
(a)
492,172
 
 
22
 
 
DELTA FAMILY-CARE SAVINGS PLAN
PLAN SPONSOR: DELTA AIR LINES, INC.
EIN: 58-0218548 PLAN # 004
SCHEDULE H, LINE 4i - SCHEDULE OF ASSETS (HELD AT END OF YEAR)
DECEMBER 31, 2004
 
( a ) 
( b ) + ( c ) 
  
( d )  
( e )  
 
IDENTITY OF ISSUER AND DESCRIPTION OF INVESTMENT 
PRINCIPAL AMOUNT
OR NUMBER OF
SHARES  
COST  
CURRENT VALUE  
         
 
 Scudder Global Discovery Fund
38,830
(a)
1,348,553
 
 Janus Adviser Growth Fund
5,147
(a)
106,497
 
 Janus Adv Aggr Growth Fund
346,381
(a)
8,683,778
 
 Janus Adv Cap Appreciation Fund
40,732
(a)
1,021,148
 
 Janus Adviser International Fund
18,279
(a)
528,460
 
 Scudder Growth & Income Fund
15,024
(a)
329,032
 
 Pacific Investment Management Company, PIMCO Total Return Fund--Administrative Class
5,501,459
(a)
58,700,568
 
 Tmpl Foreign Sm Co A Fund
324,718
(a)
6,848,300
 
 MSI Equity Growth B Fund
157,044
(a)
2,617,923
 
 Mutual Discovery A Fund
471,371
(a)
11,350,611
 
 Baron Growth Fund
920,963
(a)
41,323,613
 
 Baron Asset Fund
77,005
(a)
4,044,306
 
 Calvert Asset Management Company, Inc., Calvert New Vision Small-Cap Fund--Class A
43,024
(a)
865,645
 
 Calvert Asset Management Company, Inc., Calvert Social Investment Balanced Fund--Class A
8,848
(a)
243,398
 
 Calvert Asset Management Company, Inc., Calvert Social Investment Equity Fund--Class A
2,900
(a)
99,897
 
 Calvert Asset Management Company, Inc., Calvert Capital Accumulation Fund--Class A
18,707
(a)
446,711
 
 Calvert Asset Management Company, Inc., Calvert World Values Int'l Equity Fund--Class A
29,054
(a)
552,026
 
 American Century Mutual Funds, Inc., American Century Select Fund
271,356
(a)
10,333,235
 
 Delaware Management Company, Delaware Trend Fund--Class A
1,366,698
(a)
30,272,355
 
 Merrill Lynch Asset Management, Merrill Lynch Capital Fund (Class A)
213,129
(a)
5,692,673
 
 UAM/FMA Sm Company Fund
75,381
(a)
1,653,857
 
 UAM/FMA Small Cap Fund
505,711
(a)
10,493,512
 
 Templeton Investment Counsel, Institutional Foreign Equity Series
2,111,124
(a)
42,792,474
 
 American Century Mutual Funds, Inc., Century Ultra Fund
2,891,013
(a)
85,284,885
 
 Pilgrim Baxter & Associates, PBHG Emerging Growth Fund
163,400
(a)
2,161,777
 
 Ariel Fund
830,987
(a)
44,183,567
 
 Ariel Appreciation Fund
477,276
(a)
22,751,751
 
 Ariel Premier Bond Fund
62,861
(a)
646,836
 
 Alger Cap Appreciation Fund
114,956
(a)
1,407,062
 
 Alger Mid Cap Growth Fund
521,601
(a)
8,799,413
 
 Alger Small Cap RTM Fund
54,105
(a)
979,837
 
 Founders Asset Management, Founders Balanced Fund
37,283
(a)
315,414
 
 Founders Asset Management, Founders Growth and Income Fund
77,875
(a)
386,259
 
 Founders Asset Management, Founders Growth Fund
120,752
(a)
1,277,556
 
 Founders Asset Management, Founders Mid-Cap Growth Fund
1,526,861
(a)
6,458,623
 
 Founders Asset Management, Founders Worldwide Growth Fund
39,303
(a)
505,439
 
 Franklin Small Cap Growth Fund
30,965
(a)
1,057,772
 
 Pilgrim Baxter & Associates, PBHG Growth Fund
182,068
(a)
3,492,068
 
 INVESCO Funds Group, Inc., INVESCO Dynamics Fund
449,784
(a)
7,421,439
 
 INVESCO Funds Group, Inc., INVESCO Small Company Growth Fund
389,204
(a)
4,892,299
 
 Janus Capital Corporation, Janus Balanced Fund
671,314
(a)
14,265,420
 
 Janus Capital Corporation, Janus Enterprise Fund
890,763
(a)
33,510,492
 
 Janus Capital Corporation, Janus Flexible Income Fund
502,626
(a)
4,875,468
 
 Janus Capital Corporation, Janus Fund
707,615
(a)
17,386,097
 
 Janus Capital Corporation, Janus Mercury Fund
2,850,283
(a)
61,480,601
 
 Janus Capital Corporation, Janus Twenty Fund
1,956,511
(a)
87,651,677
 
 Templeton Global Advisors, Templeton Foreign Fund A
2,919,290
(a)
35,907,261
 
 Founders Asset Management, Founders Discovery Fund
119,112
(a)
3,426,848
 
 MSI International Magnum B Fund
2,510
(a)
29,622
 
 Morgan Stanley Dean Witter Asset Management, Morgan Stanley Institutional Fund Global Equity Portfolio (Class B)
130,578
(a)
2,303,405
 
 Miller, Anderson & Sherrerd, MAS Balanced Portfolio--Advisor Share Class
11,573
(a)
132,627
 
 Miller, Anderson & Sherrerd, MAS Funds Fixed-Income Portfolio--Advisor Share Class
49,319
(a)
568,653
 
 Miller, Anderson & Sherrerd, MAS Funds High-Yield Portfolio--Advisor Share Class
271,142
(a)
1,502,127
 
 Miller, Anderson & Sherrerd, MAS Funds Mid-Cap Growth Portfolio--Advisor Share Class
393,837
(a)
8,085,464
 
 Miller, Anderson & Sherrerd, MAS Funds Value Portfolio--Advisor Share Class
374,225
(a)
6,694,891
 
 Morgan Stanley Dean Witter Asset Management, Morgan Stanley Institutional Fund Emerging Growth Portfolio (Class B)
803,850
(a)
9,662,276
 
 Morgan Stanley Dean Witter Asset Management, Morgan Stanley Institutional Fund Active Country Allocation Portfolio (Class B)
19,848
(a)
220,908
 
 Morgan Stanley Dean Witter Asset Management, Morgan Stanley Institutional Fund Emerging Markets Portfolio (Class B)
157,867
(a)
2,985,263
 
23
 
DELTA FAMILY-CARE SAVINGS PLAN
PLAN SPONSOR: DELTA AIR LINES, INC.
EIN: 58-0218548 PLAN # 004
SCHEDULE H, LINE 4i - SCHEDULE OF ASSETS (HELD AT END OF YEAR)
DECEMBER 31, 2004
 
( a ) 
 ( b ) + ( c )
  
( d )  
( e ) 
 
IDENTITY OF ISSUER AND DESCRIPTION OF INVESTMENT 
PRINCIPAL AMOUNT
OR NUMBER OF
SHARES
COST  
CURRENT VALUE  
         
 
 Mutual Shares CL A Fund
232,161
(a)
5,325,769
 
 Managers Special EQ Fund
177,972
(a)
16,090,449
 
 Neuberger & Berman Management, Inc., Neuberger & Berman Focus Trust
226,871
(a)
6,284,333
 
 Neuberger & Berman Management, Inc., Neuberger & Berman Genesis Trust
1,484,737
(a)
63,353,737
 
 Neuberger & Berman Management, Inc., Neuberger & Berman Manhattan Trust
584,520
(a)
6,260,210
 
 Neuberger & Berman Management, Inc., Neuberger & Berman Partners Trust
120,364
(a)
2,325,425
 
 NB Socially Resp TR Fund
33,172
(a)
502,557
 
 Oakmark Select I
1,004,892
(a)
33,513,147
 
 Oakmark Fund I
101,058
(a)
4,221,175
 
 Pacific Investment Management Company, PIMCO Capital Appreciation Fund--Administrative Class
235,101
(a)
4,175,396
 
 Pacific Investment Management Company, PIMCO Mid-Cap Growth Fund--Administrative Class
242,192
(a)
5,766,585
 
 Pacific Investment Management Company, PIMCO Global Bond Fund--Administrative Class
396,440
(a)
4,154,688
 
 Pacific Investment Management Company, PIMCO High-Yield Fund--Administrative Class
2,080,848
(a)
20,746,059
 
 Pacific Investment Management Company, PIMCO Low Duration Fund--Administrative Class
1,008,704
(a)
10,288,777
 
 Pacific Investment Management Company, PIMCO LT US Govt Adm
450,689
(a)
4,898,991
 
 Strong Capital Management, Strong Advantage Fund
154,765
(a)
1,423,836
 
 Strong Capital Management, Strong Short-Term Bond Fund
67,228
(a)
586,229
 
 Strong Capital Management, Strong Discovery Fund
86,158
(a)
1,854,989
 
 Strong Capital Management, Strong Growth Fund
287,361
(a)
5,560,435
 
 Strong Adv Com Stock Z Fund
42,551
(a)
963,785
 
 Strong Capital Management, Strong Opportunity Fund
165,211
(a)
7,665,801
 
 Strong Capital Management, Strong Large Cap Growth Fund
89,267
(a)
2,030,831
 
 Strong Capital Management, Strong Government Securities Fund
611,263
(a)
6,564,965
 
 Templeton Asset Management Hong Kong, Templeton Developing Markets Trust A
1,117,297
(a)
20,692,347
 
 Templeton Global Advisors, Templeton Growth Fund A
528,081
(a)
12,087,770
 
 Templeton Global Bond Managers, Templeton Global Bond Fund A
520,552
(a)
5,793,748
 
 Templeton Global Advisors, Templeton World Fund A
277,350
(a)
4,922,970
 
 USAA Investment Management, USAA Cornerstone Strategy Fund
45,430
(a)
1,212,536
 
 USAA Investment Management, USAA GNMA Trust
182,296
(a)
1,788,325
 
 USAA Investment Management, USAA Income Fund
469,600
(a)
5,832,434
 
 USAA Investment Management, USAA Income Stock Fund
101,387
(a)
1,689,115
 
 USAA Investment Management, USAA International Fund
54,047
(a)
1,180,931
 
 USAA Investment Management, USAA Growth Fund
78,658
(a)
1,091,769
 
 USAA Investment Management, USAA Emerging Markets Fund
94,011
(a)
1,188,294
 
 Warburg Pincus Counselors, Warburg Pincus Capital Appreciation Fund
136,881
(a)
2,299,606
 
 Warburg Pincus Counselors, Warburg Pincus Emerging Growth Fund
38,876
(a)
1,209,818
 
 Warburg Pincus Counselors, Warburg Pincus Global Fixed Income Fund
96,530
(a)
994,259
 
 RS Investment, RS Emerging Growth Fund
52,035
(a)
1,683,850
 
 Artisan International
67,788
(a)
1,500,829
 
 Morgan Stanley Institutional Fund, Inc., International Equity Portfolio, Class B shares
112,710
(a)
2,349,994
 
 TCW Funds Management, TCW Galileo Small Cap Growth Fund, Class N shares
43,745
(a)
697,293
 
 TCW Funds Management, TCW Galileo Small Cap Aggressive Growth Fund, Class N shares
48,854
(a)
623,866
 
 Morgan Stanley Institutional Fund, Inc., Value Equity Portfolio, Class B shares
75,842
(a)
797,099
 
 Managers Funds, Managers Bond Fund
242,890
(a)
5,972,663
 
 Managers Funds, Managers Capital Appreciation Fund
33,502
(a)
896,836
 
 Managers Funds, Managers Income Equity Fund
891,997
(a)
26,519,070
 
 RS Investment, RS MicroCap Growth Fund
181,687
(a)
4,100,667
 
 TCW Funds Management, TCW Galileo Select Equity Fund, Class N shares
1,296,250
(a)
24,900,972
 
 CS Large Value Cap Value A
72,159
(a)
1,465,554
 
 LM Value Trust FI CL
84,068
(a)
5,905,811
 
 Artisan Mid Cap
88,087
(a)
2,603,861
 
 Oakmark Equity & Income I
866,614
(a)
20,365,420
 
 Pilgrim Baxter & Associates, PBHG Large Cap Value Fund
99,610
(a)
1,259,072
 
 Pilgrim Baxter & Associates, PBHG Mid Cap Value Fund
103,445
(a)
1,917,876
 
 Pilgrim Baxter & Associates, PBHG Strategic Small Company Fund
31,768
(a)
475,887
 
 Strong Capital Management, Strong Advisor Small Cap Value Fund, Class Z shares
458,068
(a)
13,467,199
 
 VK Growth & Income
109,110
(a)
2,202,935
 
 Scudder High Return
56,605
(a)
2,415,315
 
 
24
 
DELTA FAMILY-CARE SAVINGS PLAN
PLAN SPONSOR: DELTA AIR LINES, INC.
EIN: 58-0218548 PLAN # 004
SCHEDULE H, LINE 4i - SCHEDULE OF ASSETS (HELD AT END OF YEAR)
DECEMBER 31, 2004
 
( a )  
( b ) + ( c ) 
  
( d )  
( e ) 
 
IDENTITY OF ISSUER AND DESCRIPTION OF INVESTMENT 
PRINCIPAL AMOUNT
OR NUMBER OF
SHARES  
COST 
CURRENT VALUE  
         
 
 AIM Midcap Core Equity
21,150
(a)
605,723
 
 CS Intl Focus COM
22,819
(a)
276,334
 
 Pimco NFJ Small Cap Value
147,871
(a)
4,269,032
 
 Lord Abbett Mid-Cap Value
262,580
(a)
5,834,529
         
 
 Total mutual and commingled funds
    
$
2,990,933,174
         
PARTICIPANT LOANS:
      
       
*
 Participant loans, interest rates ranging from 9 to 11%
   
$
  63,980,573
           
 
 Total investments
    
$
4,690,336,503
           
 

(a) Cost information is not required to be presented for these participant-directed investments.
 
           
* Represents a party in interest.
   
 
 
 
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SIGNATURE
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the Administrative Committee of Delta Air Lines, Inc. has duly caused this annual report to be signed on its behalf by the undersigned thereunto duly authorized.
 
 
DELTA FAMILY-CARE SAVINGS PLAN
 
 
 
 
/s/    Robert L. Kight                   
By:  Robert L. Kight
Chairman, Administrative Committee
    Delta Air Lines, Inc.
 
Date: June 29, 2005
 
 
 
 
 
26
 
 
 

EXHIBIT INDEX



Exhibit 23
Consent of Deloitte & Touche LLP
 
 
 
 
 
 
 
 
 
 
 
 
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