-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, HmGcn3StYkOJ42VLuoEUBKLonhlB6rByAjzjdF9hEmQQsLqyc9WKyfduxIMxaH4v E69zN0LB8yf8vHlGvYt8Jg== 0001085059-06-000037.txt : 20060215 0001085059-06-000037.hdr.sgml : 20060215 20060214174916 ACCESSION NUMBER: 0001085059-06-000037 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20060215 DATE AS OF CHANGE: 20060214 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: DELTA AIR LINES INC /DE/ CENTRAL INDEX KEY: 0000027904 STANDARD INDUSTRIAL CLASSIFICATION: AIR TRANSPORTATION, SCHEDULED [4512] IRS NUMBER: 580218548 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-12283 FILM NUMBER: 06618061 BUSINESS ADDRESS: STREET 1: HARTSFIELD ATLANTA INTL AIRPORT STREET 2: 1030 DELTA BLVD CITY: ATLANTA STATE: GA ZIP: 30354-1989 BUSINESS PHONE: 4047152600 MAIL ADDRESS: STREET 1: P.O. BOX 20706 STREET 2: DEPT 981 CITY: ATLANTA STATE: GA ZIP: 30320-6001 FORMER COMPANY: FORMER CONFORMED NAME: DELTA AIR CORP DATE OF NAME CHANGE: 19660908 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: UNITED STATES TRUST CO OF NEW YORK/ CENTRAL INDEX KEY: 0001085059 IRS NUMBER: 135459866 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 114 WEST 47TH STREET CITY: NEW YORK STATE: NY ZIP: 10036 BUSINESS PHONE: 2128521713 MAIL ADDRESS: STREET 1: 114 WEST 47TH STREET CITY: NEW YORK STATE: NY ZIP: 10036 SC 13G/A 1 sec_filing.htm SEC FILING

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

SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No. 4)*

            

DELTA AIR LINES, INC.


(Name of Issuer)

Common Stock


(Title of Class of Securities)

247361108


(CUSIP Number)

December 31, 2005


(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

[X] Rule 13d-1(b)
[ ] Rule 13d-1(c)
[ ] Rule 13d-1(d)

* The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 (the "Act") or otherwise subject to the liabilities of that section of the Act, but shall be subject to all other provisions of the Act (however, see the Notes.)


CUSIP No. 247361108

1. NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)

(a) U. S. Trust Corporation* 13-2927955
(b) United States Trust Company of New York 13-5459866
(c) U.S. Trust Company, N.A. 95-4311476
* U. S. Trust Corporation ("UST Corp.") a Bank Holding Company, is a wholly-owned direct subsidiary of The Charles Schwab Corporation ("Schwab"), which is a publicly-traded company. Charles Schwab Investment Management, Inc. ("CSIM"), which is a wholly-owned direct subsidiary of Schwab, files separate Forms 13G. Neither UST Corp. nor CSIM shares any power with respect to the voting or disposition of securities reflected on the other's Forms 13G. United States Trust Company of New York, which is a New York State-Chartered Bank, is a wholly-owned direct subsidiary of UST Corp.. U.S. Trust Company, N.A., which is a National Bank with headquarters in Connecticut, is a wholly-owned direct subsidiary of UST Corp..
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ]
(b) [ ]
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
(a) U. S. Trust Corporation (Incorporated in New York)
(b) United States Trust Company of New York (Incorporated in New York)
(c) U.S. Trust Company, N.A. (National Bank with headquarters in Connecticut)

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH

5. SOLE VOTING POWER 0
6. SHARED VOTING POWER 0
Included in the shares reported above are 3,296,172 shares of common stock held in the Delta-Family-Care Savings Plan (the "Plan") for which U.S. Trust acts as investment manager with shared dispositive power but no voting power and 4,159,912 shares of common stock held in the ESOP portion of the plan and 4,667,568 shares of convertible preferred stock held in the ESOP portion by such plan, which are currently convertible into 8,007,212 shares of common stock for which U.S. Trust has sole dispositive power but no voting power.
7. SOLE DISPOSITIVE POWER 12,167,124
(ESOP)
8. SHARED DISPOSITIVE POWER 3,296,172
(Delta Stock Fund)
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

15,463,296
10. CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

[ ]
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

7.84%
12. TYPE OF REPORTING PERSON
U. S. Trust Corporation (HC)
United States Trust Company of New York (BK)
U.S. Trust Company, N.A. (BK)

        

Item 1.
(a) Name of Issuer
DELTA AIR LINES, INC.
(b) Address of Issuer's Principal Executive Offices
P.O. Box 20706
Atlanta , GA 30320
Item 2.
(a) Name of Person Filing
(a) U. S. Trust Corporation*
(b) United States Trust Company of New York
(c) U.S. Trust Company, N.A.
* U. S. Trust Corporation ("UST Corp.") a Bank Holding Company, is a wholly-owned direct subsidiary of The Charles Schwab Corporation ("Schwab"), which is a publicly-traded company. Charles Schwab Investment Management, Inc. ("CSIM"), which is a wholly-owned direct subsidiary of Schwab, files separate Forms 13G. Neither UST Corp. nor CSIM shares any power with respect to the voting or disposition of securities reflected on the other's Forms 13G. United States Trust Company of New York, which is a New York State-Chartered Bank, is a wholly-owned direct subsidiary of UST Corp.. U.S. Trust Company, N.A., which is a National Bank with headquarters in Connecticut, is a wholly-owned direct subsidiary of UST Corp..
(b) Address of Principal Business Office or, if None, Residence
114 West 47th Street , 25th Floor
New York , NY 10036-1532
(c) Citizenship
(a) U. S. Trust Corporation (Incorporated in New York)
(b) United States Trust Company of New York (Incorporated in New York)
(c) U.S. Trust Company, N.A. (National Bank with headquarters in Connecticut)
(d) Title of Class of Securities
Common Stock
(e) CUSIP Number
247361108
Item 3. If This Statement is Filed Pursuant to Rule 13d-1(b), or 13d-2(b) or (c), Check Whether the Person Filing is a:
(a) [ ] Broker or dealer registered under Section 15 of the Act (15 U.S.C. 78o).
(b) [X] Bank as defined in Section 3(a)(6) of the Act (15 U.S.C. 78c).
(c) [ ] Insurance Company as defined in Section 3(a)(19) of the Act (15 U.S.C. 78c).
(d) [ ] Investment Company registered under Section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8).
(e) [ ] An investment adviser in accordance with Rule 240.13d-1(b)(1)(ii)(E);
(f) [ ] An employee benefit plan or endowment fund in accordance with Rule 240.13d-1(b)(1)(ii)(F);
(g) [X] A parent holding company or control person in accordance with Rule 240.13d-1(b)(1)(ii)(G);
(h) [ ] A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i) [ ] A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j) [ ] Group, in accordance with Rule 240.13d-1(b)(1)(ii)(J).
Item 4. Ownership.
Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.
(a) Amount Beneficially Owned:
15,463,296
(b) Percent of Class:
7.84%
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote 0
(ii) shared power to vote or to direct the vote 0
Included in the shares reported above are 3,296,172 shares of common stock held in the Delta-Family-Care Savings Plan (the "Plan") for which U.S. Trust acts as investment manager with shared dispositive power but no voting power and 4,159,912 shares of common stock held in the ESOP portion of the plan and 4,667,568 shares of convertible preferred stock held in the ESOP portion by such plan, which are currently convertible into 8,007,212 shares of common stock for which U.S. Trust has sole dispositive power but no voting power.
(iii) sole power to dispose or to direct the disposition of 12,167,124
(ESOP)
(iv) shared power to dispose or to direct the disposition of 3,296,172
(Delta Stock Fund)
Item 5. Ownership of Five Percent or Less of Class.
If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following: [ ]
Item 6. Ownership of More than Five Percent on Behalf of Another Person.
The securities as to which this Schedule is filed by UST Corp., in its capacity as investment adviser, are owned of record by clients of UST Corp.. Those clients have the right to receive, or the power to direct the receipt of, dividends from, or the proceeds from the sale of, such securities. No such client is known to have such right or power with respect to more than five percent of this class of securities, except as follows:

DELTA FAMILY-CARE SAVINGS PLAN
Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company.
Not Applicable
Item 8. Identification and Classification of Members of the Group.
(a) U. S. Trust Corporation*
(b) United States Trust Company of New York
(c) U.S. Trust Company, N.A.
* U. S. Trust Corporation ("UST Corp.") a Bank Holding Company, is a wholly-owned direct subsidiary of The Charles Schwab Corporation ("Schwab"), which is a publicly-traded company. Charles Schwab Investment Management, Inc. ("CSIM"), which is a wholly-owned direct subsidiary of Schwab, files separate Forms 13G. Neither UST Corp. nor CSIM shares any power with respect to the voting or disposition of securities reflected on the other's Forms 13G. United States Trust Company of New York, which is a New York State-Chartered Bank, is a wholly-owned direct subsidiary of UST Corp.. U.S. Trust Company, N.A., which is a National Bank with headquarters in Connecticut, is a wholly-owned direct subsidiary of UST Corp..
Item 9. Notice of Dissolution of Group.

Not Applicable
Item 10. Certification.

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.


SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

By: /s/ Michael J. Murphy
--------------------------------------
Date: February 14, 2006
Name: Michael J. Murphy
Title: Senior Vice President

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