Delta Air Lines Inc. - Form SC 13G/A
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
Amendment No.: 1*
Delta Air Lines Inc.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
247361702
(CUSIP
Number)
12/31/2010
(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) |
| o |
Rule
13d-1(c) |
| o |
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 ("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. 247361702 |
13G/A
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1.
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NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Janus Capital Management LLC
EIN #75-3019302 |
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2.
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A
GROUP
(a) o
(b) x
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3.
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SEC USE ONLY
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4.
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CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware |
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NUMBER OF
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5.
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SOLE
VOTING POWER |
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SHARES
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55,404,016**
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BENEFICIALLY
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6.
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SHARED
VOTING POWER |
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OWNED BY
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1,304,600** |
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EACH
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7.
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SOLE
DISPOSITIVE POWER |
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REPORTING
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55,404,016**
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PERSON
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8.
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SHARED
DISPOSITIVE POWER |
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WITH
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1,304,600** |
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9.
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH
REPORTING PERSON
56,708,616** |
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10.
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES CERTAIN SHARES o
N/A
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11.
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW
(9)
7.3%** |
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12.
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TYPE OF REPORTING PERSON
IA, HC |
| ** |
See Item 4 of this filing |
| CUSIP No. 247361702 |
13G/A
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1.
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NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Janus Overseas Fund
84-1258455 |
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2.
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A
GROUP
(a) o
(b) x
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3.
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SEC USE ONLY
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4.
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CITIZENSHIP OR PLACE OF ORGANIZATION
Massachusetts |
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NUMBER OF
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5.
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SOLE
VOTING POWER |
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SHARES
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36,573,061** |
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BENEFICIALLY
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6.
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SHARED
VOTING POWER |
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OWNED BY
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-0- |
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EACH
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7.
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SOLE
DISPOSITIVE POWER |
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REPORTING
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36,573,061** |
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PERSON
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8.
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SHARED
DISPOSITIVE POWER |
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WITH
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-0- |
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9.
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH
REPORTING PERSON
36,573,061** |
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10.
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES CERTAIN SHARES o
N/A
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11.
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW
(9)
4.7%** |
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12.
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TYPE OF REPORTING PERSON
IV |
| ** |
See Item 4 of this filing |
Item 1.
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(a). |
Name of Issuer: Delta Air Lines Inc ("Delta
Air Lines") |
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(b). |
Address of Issuer's Principal Executive Offices:
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PO Box 20706 DEPT 981
Atlanta, GA 30320-6001 |
Item 2.
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(a).- |
(c). |
Name, Principal Business Address, and Citizenship
of Persons Filing: |
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(1) |
Janus Capital Management LLC ("Janus Capital")
151 Detroit Street
Denver, Colorado 80206
Citizenship: Delaware |
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(2) |
Janus Overseas Fund
151 Detroit Street
Denver, Colorado 80206
Citizenship: Massachusetts |
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(d). |
Title of Class of Securities: Common Stock
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(e). |
CUSIP Number: 247361702 |
Item 3.
This statement is filed pursuant to Rule 13d-1 (b) or 13d-2(b) and the person
filing, Janus Capital, is an investment adviser in accordance with Section 240.13d-1(b)(ii)(E)
as well as a parent holding company/control person in accordance with Section
240.13d-1(b)(ii)(G). See Item 4 for additional information.
Janus Overseas Fund is an Investment Company registered under Section 8 of the
Investment Company Act of 1940.
Item 4. Ownership
The information in items 1 and 5 through 11 on the cover page(s) on Schedule 13G
is hereby incorporated by reference.
Janus Capital has a direct 94.5% ownership stake in INTECH Investment Management
("INTECH") and a direct 77.8% ownership stake in Perkins Investment Management
LLC ("Perkins"). Due to the above ownership structure, holdings for Janus Capital,
Perkins and INTECH are aggregated for purposes of this filing. Janus Capital,
Perkins and INTECH are registered investment advisers, each furnishing investment
advice to various investment companies registered under Section 8 of the Investment
Company Act of 1940 and to individual and institutional clients (collectively
referred to herein as "Managed Portfolios").
As a result of its role as investment adviser or sub-adviser to the Managed Portfolios,
Janus Capital may be deemed to be the beneficial owner of 56,708,616 shares or
7.3% of the shares outstanding of Delta Air Lines Common Stock held by such Managed
Portfolios. However, Janus Capital does not have the right to receive any dividends
from, or the proceeds from the sale of, the securities held in the Managed Portfolios
and disclaims any ownership associated with such rights.
As a result of its role as investment adviser or sub-adviser to the Managed Portfolios,
INTECH may be deemed to be the beneficial owner of 1,304,600 shares or 0.2% of
the shares outstanding of Delta Air Lines Common Stock held by such Managed Portfolios.
However, INTECH does not have the right to receive any dividends from, or the
proceeds from the sale of, the securities held in the Managed Portfolios and disclaims
any ownership associated with such rights.
Janus Overseas Fund is an investment company registered under the Investment Company
Act of 1940 and is one of the Managed Portfolios to which Janus Capital provides
investment advice.
Item 5. Ownership of Five Percent or Less of a Class
This statement is being filed to report the fact that Janus Overseas Fund has
ceased to be the beneficial owners of more than five percent of the class of securities.
Item 6. Ownership of More than Five Percent on Behalf of Another Person
The Managed Portfolios, set forth in Item 4 above, have the right to receive all
dividends from, and the proceeds from the sale of, the securities held in their
respective accounts.
The interest of any one person does not exceed 5% of the class of securities.
These shares were acquired in the ordinary course of business, and not with the
purpose of changing or influencing control of the Issuer.
Item 7. Identification and Classification of the Subsidiary Which Acquired the
Security Being Reported on by the Parent Holding Company
INTECH is a direct subsidiary of Janus Capital (Janus Capital has a direct 94.5%
ownership stake) and is a registered investment adviser furnishing investment
advice to various investment companies registered under Section 8 of the Investment
Company Act of 1940 and to individual and institutional clients.
Item 8. Identification and Classification of Members of the Group
Not applicable.
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 in the ordinary course of business and were not
acquired for the purpose of and do not have the effect of changing or influencing
the control of the issuer of such securities and were not acquired in connection
with or as a participant in any transaction having such purposes or effect.
SIGNATURES
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.
| JANUS CAPITAL MANAGEMENT LLC |
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| By /s/ David R. Kowalski |
2/14/2011
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David R. Kowalski,
Senior Vice President and CCO |
Date
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| JANUS OVERSEAS FUND |
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| By /s/ David R. Kowalski |
2/14/2011
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David R. Kowalski,
Senior Vice President & CCO |
Date
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| INTECH INVESTMENT MANAGEMENT LLC |
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| By /s/ David R. Kowalski |
2/14/2011
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David R. Kowalski,
Vice President |
Date
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EXHIBIT A
JOINT FILING AGREEMENT
In accordance with Rule 13d-1(f) under the Securities Exchange Act of 1934, the
persons named below agree to the joint filing on behalf of each of them of a Statement
on Schedule 13G (including amendments thereto) with respect to the Common Stock
of Delta Air Lines Inc and further agree that this Joint Filing Agreement be included
as an Exhibit to such joint filings. In evidence thereof, the undersigned hereby
execute this Agreement as of the 14th day of February, 2011.
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JANUS CAPITAL MANAGEMENT LLC |
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By /s/ David R. Kowalski |
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David
R. Kowalski, Senior Vice President and CCO |
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JANUS OVERSEAS FUND |
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By /s/ David R. Kowalski |
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David
R. Kowalski, Senior Vice President & CCO |
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