EX-10.1



 Exhibit 10.1 

SUPPLEMENTAL AGREEMENT NO. 2 

to 
 Purchase Agreement
No. 03735 
 between 

THE BOEING COMPANY 
 and

 AMERICAN AIRLINES, INC. 

Relating to Boeing Model 737 MAX Aircraft 

This SUPPLEMENTAL AGREEMENT No. 2 (SA-2), entered into as of March 6, 2015
(SA-2 Effective Date), by and between THE BOEING COMPANY, a Delaware corporation with offices in Washington state (Boeing) and AMERICAN AIRLINES, INC. a Delaware corporation with offices in Fort Worth, Texas, together
with its successors and permitted assigns (Customer); 
 WHEREAS, Boeing and Customer entered into
Purchase Agreement No. 03735 dated February 1, 2013 relating to Boeing Model 737 MAX Aircraft, as amended and supplemented (Purchase Agreement) and capitalized terms used herein without definitions shall have the meanings
specified therefore in such Purchase Agreement;  
 WHEREAS, Customer and Boeing desire to amend the Purchase Agreement to:

  

	 	 (i)
	 amend the [*CTR] to incorporate [*CTR] for 


  

	 	 (y)
	 [*CTR] and [*CTR]; and 


  

	 	 (z)
	 [*CTR]; and 


  

	 	 (ii)
	 amend Letter Agreement No. AAL-PA-03735-LA-1106661R1 entitled [*CTR] to incorporate correlative changes
given the preceding revisions to the Performance Guarantees. 



  

			
	 PA 03735
		SA-2, Page 1

 BOEING PROPRIETARY 

[*CTR]=[CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] 








 NOW, THEREFORE, the parties agree that the Purchase Agreement is amended as set forth below and
otherwise agree as follows: 
  

	 1
	 Table of Contents. 



The “Table Of Contents” to the Purchase Agreement is replaced in its entirety by the revised “Table Of
Contents” (attached hereto and identified by an “SA-2” legend) to reflect changes made to the Purchase Agreement by SA-2. 
  

	 2
	 Letter Agreements. 



2.1 Letter Agreement AAL-PA-03735-LA-1106657 entitled [*CTR] is replaced
in its entirety by AAL PA-03735-LA-1106657R1 (attached hereto and identified by an “SA-2 legend, Revised [*CTR] Letter) in order to reflect changes in accordance with this SA-2. 

2.2 Letter Agreement AAL-PA-03735-LA-1106663 entitled [*CTR] is replaced
in its entirety by AAL PA-03735-LA-1106663R1 (attached hereto and identified by an “SA-2 legend, Revised [*CTR] Letter) in order to reflect changes in accordance with this SA-2.  

2.3 Letter Agreement AAL-PA-03735-LA-1106664 entitled [*CTR] is replaced
in its entirety by AAL PA-03735-LA-1106664R1 (attached hereto and identified by an “SA-2 legend, Revised [*CTR] Letter) in order to reflect changes in accordance with this SA-2. 

2.4 Letter Agreement AAL-PA-03735-LA-1106661R1 entitled [*CTR] is
replaced in its entirety by AAL-PA-03735-LA-1106661R2 (attached hereto and identified by an “SA-2 legend, Revised [*CTR] Letter) in order to reflect changes in accordance with this SA-2.  

The Revised [*CTR] Letter, Revised [*CTR] Letter, Revised [*CTR] Letter and the Revised [*CTR] Letter are collectively referred
to as the Revised Letter Agreements. 
  

	 3
	 Miscellaneous. 



3.1 The Purchase Agreement is amended as set forth above, by the table of contents and by the Revised Letter Agreements. All
other terms and conditions of the Purchase Agreement remain unchanged and are in full force and effect. The Table of Contents and Revised Letter Agreements are incorporated into this SA-2 by this reference. 

[This space intentionally left blank] 

  

			
	 PA 03735
		SA-2, Page 2

 BOEING PROPRIETARY 

[*CTR]=[CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] 









					
	 AGREED AND ACCEPTED this
				
			
	 March 6, 2015
				
	 Date
				
			
	 THE BOEING COMPANY
				 AMERICAN AIRLINES, INC.

			
	 /s/ The Boeing Company
				 /s/ American Airlines, Inc.

	 Signature
				 Signature

			
	 The Boeing Company
				 American Airlines

	 Printed name
				 Printed name

			
	 Attorney-in-Fact
				 Vice President, Fleet Planning

	 Title
				 Title



  

			
	 PA 03735
		SA-2, Page 3

 BOEING PROPRIETARY 

[*CTR]=[CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] 








 TABLE OF CONTENTS 

 

							
	 ARTICLES
	  	 SA
NUMBER
	 
	 Article 1.
	 	 Quantity, Model and Description
	  			
	 Article 2.
	 	 Delivery Schedule
	  			
	 Article 3.
	 	 Price
	  			
	 Article 4.
	 	 Payment
	  			
	 Article 5.
	 	 Additional Terms
	  			
	 Article 6
	 	 Confidentiality
	  			
	
	 TABLE
	 
			
	 1R1.
	 	 Aircraft Information Table
	  	 	1	  
	
	 EXHIBITS
	 
			
	 A.
	 	 Aircraft Configuration
	  			
	 B.
	 	 Aircraft Delivery Requirements and Responsibilities
	  			
	 C.
	 	 Definitions
	  			
	
	 SUPPLEMENTAL EXHIBITS
	 
			
	 AE1.
	 	 [*CTR]
	  			
	 BFE1.
	 	 BFE Variables
	  			
	 CS1.
	 	 Customer Support Variables
	  			
	 EE1.
	 	 [*CTR]
	  			
	 SLP1.
	 	 [*CTR]
	  			
	
	 LETTER AGREEMENTS
	 
			
	 LA-1106648
	 	 Special Matters
	  			
	 LA-1106649
	 	 [*CTR]
	  			
	 LA-1106650R1
	 	 [*CTR]
	  	 	1	  
	 LA-1106651
	 	 [*CTR]
	  			
	 LA-1106652
	 	 Aircraft Model Substitution
	  			
	 LA-1106654
	 	 AGTA Terms Revisions for MAX
	  			
	 LA-1106655
	 	 Open Matters – 737 MAX
	  			
	 LA-1106656R1
	 	 [*CTR]
	  	 	1	  
	 LA-1106657R1
	 	 [*CTR]
	  	 	2	  
	 LA-1106663 R1
	 	 [*CTR]
	  	 	2	  
	 LA-1106664 R1
	 	 [*CTR]
	  	 	2	  
	 LA-1106658
	 	 [*CTR]
	  			
	 LA-1106659R1
	 	 [*CTR]
	  	 	1	  
	 LA-1106660
	 	 Spare Parts Initial Provisioning
	  			


  

					
	 PA 03735
	 	TABLE OF CONTENTS, Page 1 of 2	  	SA-2

 BOEING PROPRIETARY 

[*CTR]=[CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] 









 TABLE OF CONTENTS, continued 

 


							
	 LETTER AGREEMENTS, continued
	  	SA
NUMBER	 
			
	 LA-1106661R2
	 	 [*CTR]
	  	 	2	  
	 LA-1106667
	 	 [*CTR]
	  			
	 LA-1106668
	 	 [*CTR]
	  			
	 LA-1106669
	 	 [*CTR]
	  			
	 LA-1106670
	 	 Confidentiality
	  			
	 LA-1106671R1
	 	 Miscellaneous Commitments
	  	 	1	  
	 LA-1106672
	 	 [*CTR]
	  			
	 LA-1106673*
	 	 CS1 Special Matters
	  			
	 LA-1106677
	 	 [*CTR]
	  			

 * - This is an intended gap as there are no Letter Agreements
LA-1106674 through LA-1106676 incorporated by the Purchase Agreement. 

  

					
	 PA 03735
	 	TABLE OF CONTENTS, Page 2 of 2	  	SA-2

 BOEING PROPRIETARY 

[*CTR]=[CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] 









			
	 




		 The Boeing Company

		 P.O. Box 3707

		 Seattle, WA 98124-2207


  
  

AAL-PA-03735-LA-1106657R1 

American Airlines, Inc. 
 P.O.
Box 619616 
 Dallas-Fort Worth Airport, Texas 75261-9616 
  

			
	 Subject:
		 [*CTR]

		
	 Reference:
		 Purchase Agreement No. 03735 (Purchase Agreement) between The Boeing Company (Boeing) and American Airlines, Inc.
(Customer) relating to Model 737-MAX aircraft (Aircraft)


 This letter agreement (Letter Agreement) amends and supplements
the Purchase Agreement. All terms used but not defined in this Letter Agreement shall have the same meaning as in the Purchase Agreement. 

Boeing agrees to provide Customer with the [*CTR] in the Attachment. The Attachment sets forth [*CTR] for 737-7. [*CTR]
Notwithstanding the provision of the [*CTR] in the Attachment, Boeing and Customer will work together in good faith to communicate the [*CTR] that will be offered prior to Customer [*CTR]. 

 

	 1.
	 Assignment. 



Notwithstanding any other provisions of the Purchase Agreement, the rights and obligations described in this Letter Agreement
are provided to Customer in consideration of Customer’s becoming the operator of the Aircraft and cannot be assigned, in whole or in part. 

  

AAL-PA-03735-LA-1106657R1 

			
	 [*CTR]
		Page 1 of 2

 BOEING PROPRIETARY 

[*CTR]=[CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] 









 



 
  


	 2.
	 Confidential Treatment. 



The information contained herein represents confidential business information and has value precisely because it is not
available generally or to other parties. Customer will limit the disclosure of its contents to employees of Customer with a need to know the contents for purposes of helping Customer perform its obligations under the Purchase Agreement and who
understand they are not to disclose its contents to any other person or entity without the prior written consent of Boeing. 
 Very truly
yours, 
  

			
	 THE BOEING COMPANY

		
	 By:
		 /s/ The Boeing Company

		
	 Its:
		
Attorney-In-Fact

	
	 ACCEPTED AND AGREED TO this

		
	 Date:
		 March 6, 2015

	
	 AMERICAN AIRLINES, INC.

		
	 By:
		 /s/ American Airlines, Inc.

		
	 Its:
		 Vice President, Fleet Planning



  

AAL-PA-03735-LA-1106657R1 

			
	 [*CTR]
		Page 2 of 2

 BOEING PROPRIETARY 

[*CTR]=[CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] 









 Attachment to Letter Agreement 

No. AAL-PA-03735-LA-1106657R1 

[*CTR] 
 Page 1 

 

 [*CTR] 

FOR AMERICAN AIRLINES, INC. 
  

					
	SECTION	 	CONTENTS	  	 
			
	 1
	 	 AIRCRAFT MODEL APPLICABILITY
	  	
			
	 2
	 	 FLIGHT PERFORMANCE
	  	
			
	 3
	 	 AIRCRAFT CONFIGURATION
	  	
			
	 4
	 	 GUARANTEE CONDITIONS
	  	
			
	 5
	 	 GUARANTEE COMPLIANCE
	  	
			
	 6
	 	 EXCLUSIVE GUARANTEES
	  	


  
 P.A. No. 03735 

			
	 AERO-B-BBA4-M12-0764A
	  	SS13-0513

 BOEING PROPRIETARY 

[*CTR]=[CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] 









 Attachment to Letter Agreement 

No. AAL-PA-03735-LA-1106657R1 

[*CTR] 
 Page 2 

 


	 1
	 AIRCRAFT MODEL APPLICABILITY 



The guarantees contained in this Attachment (the [*CTR]) are applicable [*CTR] 

 

	 2
	 FLIGHT PERFORMANCE 


  

	 2.1
	 Mission 


  

	 2.1.1
	 Mission Payload 



The payload for a stage length of [*CTR] nautical miles in still air (representative [*CTR]) using the conditions and operating
rules defined below, shall not be less than the following guarantee value: 
  

					
					 [*CTR]

		
			 Conditions and operating rules:

			
			 Stage

Length:
		 The stage length is defined as the sum of the distances for the climbout maneuver, climb, cruise, and descent.

			
			 Takeoff:
		 [*CTR]

			
					 [*CTR]

			
					 [*CTR]

			
					 The takeoff gross weight shall conform to FAA Regulations.

			
			 Climbout

Maneuver:
		 [*CTR]

			
			 Climb:
		 [*CTR]

			
					 [*CTR]

			
					 [*CTR]

			
					 [*CTR]

			
					 [*CTR]



  
 P.A. No. 03735 

			
	 AERO-B-BBA4-M12-0764A
		SS13-0513

 BOEING PROPRIETARY 

[*CTR]=[CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] 









 Attachment to Letter Agreement 

No. AAL-PA-03735-LA-1106657R1 

[*CTR] 
 Page 3 

 


					
			
			 Cruise:
		 [*CTR]

			
					 [*CTR]

			
					 [*CTR]

			
					 [*CTR]

			
					 [*CTR]

			
			 Descent:
		 [*CTR]

			
					 [*CTR]

			
					 [*CTR]

			
					 [*CTR]

			
			 Approach and Landing Maneuver:
		 [*CTR]

			
					 [*CTR]

			
			 Fixed Allowances:
		 For the purpose of this guarantee and for the purpose of establishing compliance with this guarantee, the following shall be used as fixed quantities and
allowances:

			
					 Taxi-Out:

[*CTR]

			
					 Takeoff and Climbout Maneuver:

[*CTR]

[*CTR]

			
					 Approach and Landing Maneuver:

[*CTR]

			
					 Taxi-In (shall be consumed from the reserve fuel):

[*CTR]



  
 P.A. No. 03735 

			
	 AERO-B-BBA4-M12-0764A
		SS13-0513

 BOEING PROPRIETARY 

[*CTR]=[CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] 









 Attachment to Letter Agreement 

No. AAL-PA-03735-LA-1106657R1 

[*CTR] 
 Page 4 

 


					
					 Usable reserve fuel remaining upon completion of the approach and landing maneuver: [*CTR]

 
 For information purposes, the [*CTR]


  

	 2.1.2
	 Mission Block Fuel 



The block fuel for a stage length of [*CTR] pound payload using the conditions and operating rules defined below, shall not be
more than the following guarantee value: 
  

					
					 [*CTR]

		
			 Conditions and operating rules:

			
			 Stage Length:
		 The stage length is defined as the sum of the distances for the climbout maneuver, climb, cruise, and descent.

			
			 Block Fuel:
		 The block fuel is defined as the sum of the fuel used for taxi-out, takeoff and climbout maneuver, climb, cruise, descent, approach and landing maneuver, and
taxi-in.

			
			 Takeoff:
		 [*CTR]

			
					 The takeoff gross weight is not limited by the airport conditions.

			
					 Maximum takeoff thrust is used for the takeoff.

			
					 The takeoff gross weight shall conform to FAA Regulations.

			
			 Climbout Maneuver:
		 [*CTR]

			
			 Climb:
		 [*CTR]

			
					 [*CTR]

			
					 [*CTR]



  
 P.A. No. 03735 

			
	 AERO-B-BBA4-M12-0764A
		SS13-0513

 BOEING PROPRIETARY 

[*CTR]=[CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] 









 Attachment to Letter Agreement 

No. AAL-PA-03735-LA-1106657R1 

[*CTR] 
 Page 5 

 


					
			
					 [*CTR]

			
					 [*CTR]

			
					 [*CTR]

			
			 Cruise:
		 [*CTR]

			
					 [*CTR]

			
					 [*CTR]

			
					 [*CTR]

			
					 [*CTR]

			
			 Descent:
		 [*CTR]

			
					 [*CTR]

			
					 [*CTR]

			
					 [*CTR]

			
			 Approach and Landing Maneuver:
		 [*CTR]

			
					 [*CTR]

			
			 Fixed Allowances:
		 For the purpose of this guarantee and for the purpose of establishing compliance with this guarantee, the following shall be used as fixed quantities and
allowances:

			
					 Taxi-Out:

[*CTR]

			
					 Takeoff and Climbout Maneuver:

[*CTR]

[*CTR]

			
					 Approach and Landing Maneuver:

[*CTR]



  
 P.A. No. 03735 

			
	 AERO-B-BBA4-M12-0764A
		SS13-0513

 BOEING PROPRIETARY 

[*CTR]=[CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] 









 Attachment to Letter Agreement 

No. AAL-PA-03735-LA-1106657R1 

[*CTR] 
 Page 6 

 


					
					 Taxi-In (shall be consumed from the reserve fuel):

[*CTR]
  

Usable reserve fuel remaining upon completion of the approach and landing maneuver: [*CTR]

			
					 For information purposes, the [*CTR]


  

	 2.1.3
	 [*CTR] 



The [*CTR] (representative of a [Lima to Dallas route]) using the conditions and operating rules defined below, shall not be
less than the following guarantee value: 
  

					
					 [*CTR]

		
			 Conditions and operating rules:

			
			 Stage Length:
		 The stage length is defined as the sum of the distances for the climbout maneuver, climb, cruise, and descent.

			
			 Takeoff:
		 [*CTR]

			
					 [*CTR]

			
					 [*CTR]

			
					 [*CTR]

			
					 [*CTR]

			
					 [*CTR]

			
					 [*CTR]

			
					 [*CTR]

			
					 [*CTR]

			
					 [*CTR]



  
 P.A. No. 03735 

			
	 AERO-B-BBA4-M12-0764A
		SS13-0513

 BOEING PROPRIETARY 

[*CTR]=[CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] 









 Attachment to Letter Agreement 

No. AAL-PA-03735-LA-1106657R1 

[*CTR] 
 Page 7 

 


					
			
					 The takeoff gross weight shall conform to FAA Regulations.

			
			 Climbout Maneuver:
		 [*CTR]

			
			 Climb:
		 [*CTR]

			
					 [*CTR]

			
					 [*CTR]

			
					 [*CTR]

			
					 [*CTR]

			
					 [*CTR]

			
			 Cruise:
		 [*CTR]

			
					 [*CTR]

			
					 [*CTR]

			
					 [*CTR]

			
					 [*CTR]

			
			 Descent:
		 [*CTR]

			
					 [*CTR]

			
					 [*CTR]

			
					 [*CTR]

			
			 Approach and Landing Maneuver:
		 [*CTR]

			
					 [*CTR]



  
 P.A. No. 03735 

			
	 AERO-B-BBA4-M12-0764A
		SS13-0513

 BOEING PROPRIETARY 

[*CTR]=[CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] 









 Attachment to Letter Agreement 

No. AAL-PA-03735-LA-1106657R1 

[*CTR] 
 Page 8 

 


					
			
			 Fixed Allowances:
		 For the purpose of this guarantee and for the purpose of establishing compliance with this guarantee, the following shall be used as fixed quantities and
allowances:

			
					 Taxi-Out:

[*CTR]

			
					 Takeoff and Climbout Maneuver:

[*CTR]

[*CTR]

			
					 Approach and Landing Maneuver:

[*CTR]

			
					 Taxi-In (shall be consumed from the reserve fuel):

[*CTR]

			
					 Usable reserve fuel remaining upon completion of the approach and landing maneuver: [*CTR]

 
 For information purposes, the [*CTR]


  

	 2.1.4
	 [*CTR] 



The [*CTR] (representative of a [*CTR]) using the conditions and operating rules defined below, shall not be less than the
following guarantee value: 
  

					
			
					 [*CTR]

		
			 Conditions and operating rules:

			
			 Stage Length:
		 The stage length is defined as the sum of the distances for the climbout maneuver, climb, cruise, and descent.

			
			 Takeoff:
		 [*CTR]

			
					 [*CTR]

			
					 [*CTR]



  
 P.A. No. 03735 

			
	 AERO-B-BBA4-M12-0764A
		SS13-0513

 BOEING PROPRIETARY 

[*CTR]=[CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] 









 Attachment to Letter Agreement 

No. AAL-PA-03735-LA-1106657R1 

[*CTR] 
 Page 9 

 


					
			
		  		 	 [*CTR]

			
		  		 	 [*CTR]

			
		  		 	 [*CTR]

			
		  		 	 [*CTR]

			
		  		 	 [*CTR]

			
		  		 	 The following [*CTR] are specified with reference to the [*CTR]:


  

					
	 	  	Distance	  	Height
	 1.
	  	[*CTR]	  	[*CTR]
	 2.
	  	[*CTR]	  	[*CTR]
	 3.
	  	[*CTR]	  	[*CTR]

  

					
			
		 		  	 [*CTR]

			
		 		  	 [*CTR]

			
		 		  	 The takeoff gross weight shall conform to FAA Regulations.

			
		 	 Climbout Maneuver:
	  	 [*CTR]

			
		 	 Climb:
	  	 [*CTR]

			
		 		  	 [*CTR]

			
		 		  	 [*CTR]

			
		 		  	 [*CTR]

			
		 		  	 [*CTR]

			
		 		  	 [*CTR]

			
		 	 Cruise:
	  	 [*CTR]

			
		 		  	 [*CTR]



  
 P.A. No. 03735 

			
	 AERO-B-BBA4-M12-0764A
	  	SS13-0513

 BOEING PROPRIETARY 

[*CTR]=[CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] 









 Attachment to Letter Agreement 

No. AAL-PA-03735-LA-1106657R1 

[*CTR] 
 Page 10 

 


					
			
					 [*CTR]

			
					 [*CTR]

			
					 [*CTR]

			
			 Descent:
		 [*CTR]

			
					 [*CTR]

			
					 [*CTR]

			
					 [*CTR]

			
			 Approach and Landing Maneuver:
		 [*CTR]

			
					 [*CTR]

			
			 Fixed Allowances:
		 For the purpose of this guarantee and for the purpose of establishing compliance with this guarantee, the following shall be used as fixed quantities and
allowances:

			
					 Taxi-Out:

[*CTR]

			
					 Takeoff and Climbout Maneuver:

[*CTR]

[*CTR]

			
					 Approach and Landing Maneuver:

[*CTR]

			
					 Taxi-In (shall be consumed from the reserve fuel):

[*CTR]

			
					 Usable reserve fuel remaining upon completion of the approach and landing maneuver: [*CTR]

 
 For information purposes, the [*CTR]



  
 P.A. No. 03735 

			
	 AERO-B-BBA4-M12-0764A
		SS13-0513

 BOEING PROPRIETARY 

[*CTR]=[CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] 









 Attachment to Letter Agreement 

No. AAL-PA-03735-LA-1106657R1 

[*CTR] 
 Page 11 

 


	 2.1.5
	 [*CTR] 



The [*CTR] (representative of a [*CTR]) using the conditions and operating rules defined below, shall not be less than the
following guarantee value: 
  

					
		  		  	 [*CTR]

		
		  	 Conditions and operating rules:

			
		  	 Stage Length:
	  	 The stage length is defined as the sum of the distances for the climbout maneuver, climb, cruise, and descent.

			
		  	 Takeoff:
	  	 [*CTR]

			
		  		  	 [*CTR]

			
		  		  	 [*CTR]

			
		  		  	 [*CTR]

			
		  		  	 [*CTR]

			
		  		  	 [*CTR]

			
		  		  	 [*CTR]

			
		  		  	 [*CTR]

			
		  		  	 The following [*CTR] are specified with reference to the [*CTR]


  

					
	 	  	Distance	  	Height
	 1.
	  	[*CTR]	  	[*CTR]
	 2.
	  	[*CTR]	  	[*CTR]
	 3.
	  	[*CTR]	  	[*CTR]

  

					
		  		  	 [*CTR]

			
		  		  	 [*CTR]

			
		  		  	 [*CTR]



  
 P.A. No. 03735 

			
	 AERO-B-BBA4-M12-0764A
	  	SS13-0513

 BOEING PROPRIETARY 

[*CTR]=[CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] 









 Attachment to Letter Agreement 

No. AAL-PA-03735-LA-1106657R1 

[*CTR] 
 Page 12 

 


					
			
			 Climbout Maneuver:
		 [*CTR]

			
			 Climb:
		 [*CTR]

			
					 [*CTR]

			
					 [*CTR]

			
					 [*CTR].

			
					 [*CTR]

			
					 [*CTR]

			
			 Cruise:
		 [*CTR]

			
					 [*CTR]

			
					 [*CTR]

			
					 [*CTR]

			
					 [*CTR]

			
			 Descent:
		 [*CTR]

			
					 [*CTR]

			
					 [*CTR]

			
					 [*CTR]

			
			 Approach and Landing Maneuver:
		 [*CTR]

			
					 [*CTR]



  
 P.A. No. 03735 

			
	 AERO-B-BBA4-M12-0764A
		SS13-0513

 BOEING PROPRIETARY 

[*CTR]=[CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] 









 Attachment to Letter Agreement 

No. AAL-PA-03735-LA-1106657R1 

[*CTR] 
 Page 13 

 


					
			
			 Fixed Allowances:
		 For the purpose of this guarantee and for the purpose of establishing compliance with this guarantee, the following shall be used as fixed quantities and
allowances:

			
					 Taxi-Out:

[*CTR]

			
					 Takeoff and Climbout Maneuver:

[*CTR]

[*CTR]

			
					 Approach and Landing Maneuver:

[*CTR]

			
					 Taxi-In (shall be consumed from the reserve fuel):

[*CTR]

			
					 Usable reserve fuel remaining upon completion of the approach and landing maneuver: [*CTR]

 
 For information purposes, the [*CTR]


  

	 2.1.6
	 Operational Empty Weight Basis 



The Operational Empty Weight (OEW) derived in Paragraph 2.1.7 is the basis for the [*CTR] of Paragraphs 2.1.1, 2.1.2, 2.1.3,
2.1.4, and 2.1.5. 

  
 P.A. No. 03735 

			
	 AERO-B-BBA4-M12-0764A
		SS13-0513

 BOEING PROPRIETARY 

[*CTR]=[CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] 









 Attachment to Letter Agreement 

No. AAL-PA-03735-LA-1106657R1 

[*CTR] 
 Page 14 

 


	 2.1.7
	 737-7 Weight Summary – [*CTR] 


  

			
	 	  	 Pounds

		
	 Standard Model Specification MEW
	  	[*CTR]
		
	 Configuration Specification [*CTR]
	  	
	 [*CTR]
	  	
	 [*CTR]
	  	
	 [*CTR]
	  	
		
	 [*CTR]
	  	
	 [*CTR]
	  	[*CTR]
	 [*CTR]
	  	
	 [*CTR]
	  	[*CTR]
	 [*CTR]
	  	[*CTR]
	 [*CTR]
	  	[*CTR]
	 [*CTR]
	  	[*CTR]
	 [*CTR]
	  	[*CTR]
	 [*CTR]
	  	[*CTR]
	 [*CTR]
	  	[*CTR]
		
	 [*CTR] Manufacturer’s Empty Weight (MEW)
	  	[*CTR]
		
	 Standard and Operational Items Allowance
	  	[*CTR]
	 (Paragraph 2.1.8)
	  	
		
	 [*CTR] Operational Empty Weight (OEW)
	  	[*CTR]

  

							
	 	  	 Quantity
	  	 Pounds
	  	 Pounds

				
	 * [*CTR]
	  		  		  	[*CTR]
				
	 [*CTR]
	  	[*CTR]	  	[*CTR]	  	
	 [*CTR]
	  	[*CTR]	  	[*CTR]	  	
	 [*CTR]
	  	[*CTR]	  	[*CTR]	  	
	 [*CTR]
	  	[*CTR]	  	[*CTR]	  	
	 [*CTR]
	  	[*CTR]	  	[*CTR]	  	


  
 P.A. No. 03735 

			
	 AERO-B-BBA4-M12-0764A
	  	SS13-0513

 BOEING PROPRIETARY 

[*CTR]=[CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] 









 Attachment to Letter Agreement 

No. AAL-PA-03735-LA-1106657R1 

[*CTR] 
 Page 15 

 


	 2.1.8
	 Standard and Operational Items Allowance 


  

																	
	 	  	 Qty
	 	  	 Pounds
	 	  	 Pounds
	 	  	 Pounds
	 
					
	 Standard Items Allowance
	  				  				  				  	 	[*CTR]	  
					
	 Unusable Fuel
	  				  				  	 	[*CTR]	  	  			
	 Oil
	  				  				  	 	[*CTR]	  	  			
	 Oxygen Equipment
	  				  				  	 	[*CTR]	  	  			
	 Passenger Portable
	  	 	[*CTR]	  	  	 	[*CTR]	  	  				  			
	 Crew Masks
	  	 	[*CTR]	  	  	 	[*CTR]	  	  				  			
	 Miscellaneous Equipment
	  				  				  	 	[*CTR]	  	  			
	 Crash Axe
	  	 	[*CTR]	  	  	 	[*CTR]	  	  				  			
	 Megaphones
	  	 	[*CTR]	  	  	 	[*CTR]	  	  				  			
	 Flashlights
	  	 	[*CTR]	  	  	 	[*CTR]	  	  				  			
	 Smoke Hoods
	  	 	[*CTR]	  	  	 	[*CTR]	  	  				  			
					
	 Galley Structure & Fixed Inserts
	  				  				  	 	[*CTR]	  	  			
					
	 Operational Items Allowance
	  				  				  				  	 	[*CTR]	  
					
	 Crew and Crew Baggage
	  				  				  	 	[*CTR]	  	  			
	 Flight Crew (incl. baggage)
	  	 	[*CTR]	  	  	 	[*CTR]	  	  				  			
	 Cabin Crew (incl. baggage)
	  	 	[*CTR]	  	  	 	[*CTR]	  	  				  			
	 Catering Allowance & Removable Inserts
	  				  				  	 	[*CTR]	  	  			
	 First Class
	  	 	[*CTR]	  	  	 	[*CTR]	  	  				  			
	 Economy Class
	  	 	[*CTR]	  	  	 	[*CTR]	  	  				  			
	 Passenger Service Equipment
	  	 	[*CTR]	  	  				  	 	[*CTR]	  	  			
	 Potable Water [*CTR]
	  				  				  	 	[*CTR]	  	  			
	 Waste Tank Disinfectant
	  				  				  	 	[*CTR]	  	  			
	 Emergency Equipment
	  				  				  	 	[*CTR]	  	  			
	 Escape Slides - Forward and Aft
	  	 	[*CTR]	  	  	 	[*CTR]	  	  				  			
	 Life Vests - Crew and Passengers
	  	 	[*CTR]	  	  	 	[*CTR]	  	  				  			
	 Life Rafts
	  	 	[*CTR]	  	  	 	[*CTR]	  	  				  			
	 Auto Radio Beacon (ELT)
	  	 	[*CTR]	  	  	 	[*CTR]	  	  				  			
					
	 Total Standard and Operational Items Allowance
	  				  				  				  	 	[*CTR]	  


  
 P.A. No. 03735 

			
	 AERO-B-BBA4-M12-0764A
	  	SS13-0513

 BOEING PROPRIETARY 

[*CTR]=[CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] 









 Attachment to Letter Agreement 

No. AAL-PA-03735-LA-1106657R1 

[*CTR] 
 Page 16 

 


	 3
	 AIRCRAFT CONFIGURATION 


  

	 3.1
	 The guarantees contained in this Attachment are based on the Aircraft configuration as defined in Boeing Document [*CTR] by the Purchase
Agreement to be [*CTR] into the Customer’s Detail Specification (herein referred to as the Detail Specification). Appropriate adjustment shall be made for changes in such Detail Specification approved by the Customer and Boeing or otherwise
allowed by the Purchase Agreement which cause changes to the flight performance and/or weight and balance of the Aircraft. Such adjustment shall be accounted for by Boeing in its evidence of compliance with the guarantees.



  

	 3.2
	 [*CTR] 



(1) Changes to the Detail Specification or any other changes mutually agreed upon between the Customer and Boeing or otherwise
allowed by the Purchase Agreement. 
 (2) The difference between the component weight allowances given in Appendix E of the
Detail Specification and the actual weights. 
  

	 4
	 GUARANTEE CONDITIONS 


  

	 4.1
	 All guaranteed performance data are based on the International Standard Atmosphere (ISA) and specified variations therefrom; altitudes are
pressure altitudes. 


  

	 4.2
	 For the purposes of these 737-7 [*CTR] the Federal Aviation Administration (FAA) regulations referred to in this Attachment are, unless
otherwise specified, the [*CTR] 


  

	 4.3
	 In the event a change is made to any law, governmental regulation or requirement, or in the interpretation of any such law, governmental
regulation or requirement that affects the certification basis for the Aircraft as described in Paragraph 4.2, and as a result thereof, a change is made to the configuration and/or the performance of the Aircraft in order to obtain certification,
the guarantees set forth in this Attachment shall be appropriately modified to reflect any such change. 



  
 P.A. No. 03735 

			
	 AERO-B-BBA4-M12-0764A
		SS13-0513

 BOEING PROPRIETARY 

[*CTR]=[CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] 









 Attachment to Letter Agreement 

No. AAL-PA-03735-LA-1106657R1 

[*CTR] 
 Page 17 

 


	 4.4
	 The [*CTR], and with the Aircraft [*CTR] unless otherwise specified. The [*CTR] unless otherwise specified. [*CTR] will be used for [*CTR]
as required.  


  

	 4.5
	 [*CTR] in Paragraph 2.1.7. [*CTR] unless otherwise specified. The [*CTR] 



 

	 4.6
	 [*CTR] 


  

	 4.7
	 [*CTR] 


  

	 5
	 GUARANTEE COMPLIANCE 


  

	 5.1
	 Compliance with the guarantees of Section 2 shall be based on the conditions specified in those sections, the Aircraft configuration of
Section 3 and the guarantee conditions of Section 4. 


  

	 5.2
	 [*CTR] on the FAA approved Airplane Flight Manual for the Model 737-7. 



 

	 5.3
	 [*CTR]. 


  

	 5.4
	 [*CTR] 


  

	 5.5
	 [*CTR] 


  

	 5.6
	 The data derived from tests shall be adjusted as required by conventional methods of correction, interpolation or extrapolation in
accordance with established engineering practices to show compliance with these guarantees. 


  

	 5.7
	 Compliance shall be based on the performance of the airframe and engines in combination, and shall not be contingent on the engine meeting
its manufacturer’s performance specification. 


  

	 6
	 EXCLUSIVE GUARANTEES 



The only [*CTR] applicable to the Aircraft are those set forth in this Attachment. 

  
 P.A. No. 03735 

			
	 AERO-B-BBA4-M12-0764A
		SS13-0513

 BOEING PROPRIETARY 

[*CTR]=[CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] 









			
	 




		 The Boeing Company

		 P.O. Box 3707

		 Seattle, WA 98124-2207


  
  

AAL-PA-03735-LA-1106663R1 

American Airlines, Inc. 
 P.O.
Box 619616 
 Dallas-Fort Worth Airport, Texas 75261-9616 
  

	 Subject:
	 [*CTR] 


  

	 Reference:
	 Purchase Agreement No. 03735 (Purchase Agreement) between The Boeing Company (Boeing) and American Airlines, Inc.
(Customer) relating to Model 737-MAX aircraft (Aircraft) 



This letter agreement (Letter Agreement) amends and supplements the Purchase Agreement. All terms
used but not defined in this Letter Agreement shall have the same meaning as in the Purchase Agreement. 

Boeing agrees to provide Customer with the [*CTR] in the Attachment. The Attachment sets forth [*CTR] for 737-8. [*CTR]
Notwithstanding the provision of the [*CTR] in the Attachment, Boeing and Customer will work together in good faith to communicate the [*CTR] that will be offered prior to Customer [*CTR] 

 

	 1.
	 Assignment. 



Notwithstanding any other provisions of the Purchase Agreement, the rights and obligations described in this Letter Agreement
are provided to Customer in consideration of Customer’s becoming the operator of the Aircraft and cannot be assigned, in whole or in part. 

  

AAL-PA-03735-LA-1106663R1 

			
	 [*CTR]
		Page 1 of 2

 BOEING PROPRIETARY 

[*CTR]=[CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] 









 



 
  


	 2.
	 Confidential Treatment. 



The information contained herein represents confidential business information and has value precisely because it is not
available generally or to other parties. Customer will limit the disclosure of its contents to employees of Customer with a need to know the contents for purposes of helping Customer perform its obligations under the Purchase Agreement and who
understand they are not to disclose its contents to any other person or entity without the prior written consent of Boeing. 
 Very truly
yours, 
  

			
	 THE BOEING COMPANY

		
	 By:
		 /s/ The Boeing Company

		
	 Its:
		
Attorney-In-Fact

	
	 ACCEPTED AND AGREED TO this

		
	 Date:
		 March 6, 2015

	
	 AMERICAN AIRLINES, INC.

		
	 By:
		 /s/ American Airlines, Inc.

		
	 Its:
		 Vice President, Fleet Planning



  

AAL-PA-03735-LA-1106663R1 

			
	 [*CTR]
		Page 2 of 2

 BOEING PROPRIETARY 

[*CTR]=[CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] 









 Attachment to Letter Agreement 

No. AAL-PA-03735-LA-1106663R1 

[*CTR] 
 Page 1 

 

 [*CTR] 

FOR AMERICAN AIRLINES, INC. 
  

			
	SECTION	 	CONTENTS
		
	 1
	 	 AIRCRAFT MODEL APPLICABILITY

		
	 2
	 	 FLIGHT PERFORMANCE

		
	 3
	 	 AIRCRAFT CONFIGURATION

		
	 4
	 	 GUARANTEE CONDITIONS

		
	 5
	 	 GUARANTEE COMPLIANCE

		
	 6
	 	 EXCLUSIVE GUARANTEES



  
 P.A. No. 03735 

			
	 AERO-B-BBA4-M12-0761B
	  	SS13-0513

 BOEING PROPRIETARY 

[*CTR]=[CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] 









 Attachment to Letter Agreement 

No. AAL-PA-03735-LA-1106663R1 

[*CTR] 
 Page 2 

 


	 1
	 AIRCRAFT MODEL APPLICABILITY 



The guarantees contained in this Attachment (the [*CTR]) are applicable to the [*CTR] 

 

	 2
	 FLIGHT PERFORMANCE 


  

	 2.1
	 Mission 


  

	 2.1.1
	 Mission Payload 



The payload for a stage length of [*CTR] nautical miles in still air (representative of a [*CTR]) using the conditions and
operating rules defined below, shall not be less than the following guarantee value: 

					
			
					 [*CTR]


 Conditions and operating rules: 

 

					
			 Stage Length:
		 The stage length is defined as the sum of the distances for the climbout maneuver, climb, cruise, and descent.

			
			 Takeoff:
		 [*CTR]
  

[*CTR]
  

[*CTR]
  

The takeoff gross weight shall conform to FAA Regulations.

			
			 Climbout Maneuver:
		 [*CTR]

			
			 Climb:
		 [*CTR]

			
					 [*CTR]

			
					 [*CTR]

			
					 [*CTR]



  
 P.A. No. 03735 

			
	 AERO-B-BBA4-M12-0761B
		SS13-0513

 BOEING PROPRIETARY 

[*CTR]=[CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] 









 Attachment to Letter Agreement 

No. AAL-PA-03735-LA-1106663R1 

[*CTR] 
 Page 3 

 


					
					 [*CTR]

			
					 [*CTR]

			
			 Cruise:
		 [*CTR]

			
					 [*CTR]

			
					 [*CTR]

			
					 [*CTR]

			
					 [*CTR]

			
			 Descent:
		 [*CTR]

			
					 [*CTR]

			
					 [*CTR]

			
			 Approach and Landing Maneuver:
		 [*CTR]

			
					 [*CTR]

			
			 Fixed Allowances:
		 For the purpose of this guarantee and for the purpose of establishing compliance with this guarantee, the following shall be used as fixed quantities and
allowances:

			
					 Taxi-Out:

[*CTR]

			
					 Takeoff and Climbout Maneuver:

[*CTR]

[*CTR]

			
					 Approach and Landing Maneuver:

[*CTR]



  
 P.A. No. 03735 

			
	 AERO-B-BBA4-M12-0761B
		SS13-0513

 BOEING PROPRIETARY 

[*CTR]=[CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] 









 Attachment to Letter Agreement 

No. AAL-PA-03735-LA-1106663R1 

[*CTR] 
 Page 4 

 


					
					 Taxi-In (shall be consumed from the reserve fuel):

[*CTR]

			
					 Usable reserve fuel remaining upon completion of the approach and landing maneuver: [*CTR]

			
					 For information purposes, the [*CTR]


  

	 2.1.2
	 Mission Block Fuel 



The block fuel for a stage length of [*CTR] pound payload using the conditions and operating rules defined below, shall not be
more than the following guarantee value: 

					
			
					 GUARANTEE:                     [*CTR]


 Conditions and operating rules: 

 

					
			 Stage Length:
		 The stage length is defined as the sum of the distances for the climbout maneuver, climb, cruise, and descent.

			
			 Block Fuel:
		 The block fuel is defined as the sum of the fuel used for taxi-out, takeoff and climbout maneuver, climb, cruise, descent, approach and landing maneuver, and
taxi-in.

			
			 Takeoff:
		 [*CTR]

			
					 [*CTR]

			
					 [*CTR]

			
					 The takeoff gross weight shall conform to FAA Regulations.

			
			 Climbout Maneuver:
		 [*CTR]

			
			 Climb:
		 [*CTR]



  
 P.A. No. 03735 

			
	 AERO-B-BBA4-M12-0761B
		SS13-0513

 BOEING PROPRIETARY 

[*CTR]=[CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] 









 Attachment to Letter Agreement 

No. AAL-PA-03735-LA-1106663R1 

[*CTR] 
 Page 5 

 


					
					 [*CTR]

			
					 [*CTR]

			
					 [*CTR]

			
					 [*CTR]

			
					 [*CTR]

			
			 Cruise:
		 [*CTR]

			
					 [*CTR]

			
					 [*CTR]

			
					 [*CTR]

			
					 [*CTR]

			
			 Descent:
		 [*CTR]

			
					 [*CTR]

			
					 [*CTR]

			
			 Approach and Landing Maneuver:
		 [*CTR]

			
					 [*CTR]

			
			 Fixed Allowances:
		 For the purpose of this guarantee and for the purpose of establishing compliance with this guarantee, the following shall be used as fixed quantities and
allowances:

			
					 Taxi-Out:

[*CTR]



  
 P.A. No. 03735 

			
	 AERO-B-BBA4-M12-0761B
		SS13-0513

 BOEING PROPRIETARY 

[*CTR]=[CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] 









 Attachment to Letter Agreement 

No. AAL-PA-03735-LA-1106663R1 

[*CTR] 
 Page 6 

 


					
					 Takeoff and Climbout Maneuver:

[*CTR]

[*CTR]

			
					 Approach and Landing Maneuver:

[*CTR]

			
					 Taxi-In (shall be consumed from the reserve fuel):

[*CTR]

			
					 Usable reserve fuel remaining upon completion of the approach and landing maneuver: [*CTR]

 
 For information purposes, the [*CTR]

					

  

	 2.1.3
	 [*CTR] 



The [*CTR] (representative of a [*CTR]) using the conditions and operating rules defined below, shall not be less than the
following guarantee value: 

					
			
					 [*CTR]


 Conditions and operating rules: 

 

					
			 Stage Length:
		 The stage length is defined as the sum of the distances for the climbout maneuver, climb, cruise, and descent.

			
			 Takeoff:
		 [*CTR]

			
					 [*CTR]

			
					 [*CTR]



  
 P.A. No. 03735 

			
	 AERO-B-BBA4-M12-0761B
		SS13-0513

 BOEING PROPRIETARY 

[*CTR]=[CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] 









 Attachment to Letter Agreement 

No. AAL-PA-03735-LA-1106663R1 

[*CTR] 
 Page 7 

 


					
		 		  	 The following [*CTR] are specified with reference to the [*CTR]:


  

					
	 	  	Distance	  	Height
	 1.
	  	[*CTR]	  	[*CTR]
	 2.
	  	[*CTR]	  	[*CTR]
	 3.
	  	[*CTR]	  	[*CTR]

  

					
		 		  	 [*CTR]

			
		 		  	 [*CTR]

			
		 		  	 The takeoff gross weight shall conform to FAA Regulations.

			
		 	 Climbout Maneuver:
	  	 [*CTR]

			
		 	 Climb:
	  	 [*CTR].

			
		 		  	 [*CTR]

			
		 		  	 [*CTR]

			
		 		  	 [*CTR]

			
		 		  	 [*CTR]

			
		 		  	 [*CTR]

			
		 	 Cruise:
	  	 [*CTR]

			
		 		  	 [*CTR]

			
		 		  	 [*CTR]

			
		 		  	 [*CTR]

			
		 		  	 [*CTR]

			
		 	 Descent:
	  	 [*CTR]

			
		 		  	 [*CTR]

			
		 		  	 [*CTR]



  
 P.A. No. 03735 

			
	 AERO-B-BBA4-M12-0761B
	  	SS13-0513

 BOEING PROPRIETARY 

[*CTR]=[CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] 









 Attachment to Letter Agreement 

No. AAL-PA-03735-LA-1106663R1 

[*CTR] 
 Page 8 

 


					
			 Approach and Landing Maneuver:
		 [*CTR]

			
					 [*CTR]

			
			 Fixed Allowances:
		 For the purpose of this guarantee and for the purpose of establishing compliance with this guarantee, the following shall be used as fixed quantities and
allowances:

			
					 Taxi-Out:

[*CTR]

			
					 Takeoff and Climbout Maneuver:

[*CTR]

[*CTR]

			
					 Approach and Landing Maneuver:

[*CTR]

			
					 Taxi-In (shall be consumed from the reserve fuel):

[*CTR]

			
					 Usable reserve fuel remaining upon completion of the approach and landing maneuver: [*CTR]

 
 For information purposes, the [*CTR]


  

	 2.1.4
	 [*CTR] 



The [*CTR] (representative of a [*CTR]) using the conditions and operating rules defined below, shall not be less than the
following guarantee value: 

					
			
					 [*CTR]


  

  
 P.A. No. 03735 

			
	 AERO-B-BBA4-M12-0761B
		SS13-0513

 BOEING PROPRIETARY 

[*CTR]=[CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] 









 Attachment to Letter Agreement 

No. AAL-PA-03735-LA-1106663R1 

[*CTR] 
 Page 9 

 

 Conditions and operating rules: 

 

					
		 	 Stage Length:
	  	 The stage length is defined as the sum of the distances for the climbout maneuver, climb, cruise, and descent.

			
		 	 Takeoff:
	  	 [*CTR]

			
		 		  	 [*CTR]

			
		 		  	 [*CTR]

			
		 		  	 [*CTR]

			
		 		  	 The following [*CTR] are specified with reference to the [*CTR]


  

					
	 	  	Distance	  	Height
	 1.
	  	[*CTR]	  	[*CTR]


					
			
		 		  	 [*CTR]

			
		 		  	 [*CTR]

			
		 		  	 The takeoff gross weight shall conform to FAA Regulations.

			
		 	 Climbout Maneuver:
	  	 [*CTR]

			
		 	 Climb:
	  	 [*CTR]

			
		 		  	 [*CTR]

			
		 		  	 [*CTR]

			
		 		  	 [*CTR]

			
		 		  	 [*CTR]

			
		 		  	 [*CTR]

			
		 	 Cruise:
	  	 [*CTR]

			
		 		  	 [*CTR]



  
 P.A. No. 03735 

			
	 AERO-B-BBA4-M12-0761B
	  	SS13-0513

 BOEING PROPRIETARY 

[*CTR]=[CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] 









 Attachment to Letter Agreement 

No. AAL-PA-03735-LA-1106663R1 

[*CTR] 
 Page 10 

 


					
					 [*CTR]

			
					 [*CTR]

			
					 [*CTR]

			
			 Descent:
		 [*CTR]

			
					 [*CTR]

			
					 [*CTR]

			
			 Approach and Landing Maneuver:
		 [*CTR]

			
					 [*CTR]

			
			 Fixed Allowances:
		 For the purpose of this guarantee and for the purpose of establishing compliance with this guarantee, the following shall be used as fixed quantities and
allowances:

			
					 Taxi-Out:

[*CTR]

			
					 Takeoff and Climbout Maneuver:

[*CTR]

[*CTR]

			
					 Approach and Landing Maneuver:

[*CTR]

			
					 Taxi-In (shall be consumed from the reserve fuel):

[*CTR]



  
 P.A. No. 03735 

			
	 AERO-B-BBA4-M12-0761B
		SS13-0513

 BOEING PROPRIETARY 

[*CTR]=[CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] 









 Attachment to Letter Agreement 

No. AAL-PA-03735-LA-1106663R1 

[*CTR] 
 Page 11 

 


					
					 Usable reserve fuel remaining upon completion of the approach and landing maneuver: [*CTR]

 
 For information purposes, the [*CTR]. This [*CTR] which is
calculated in accordance with [*CTR]. [*CTR] when needed. A [*CTR] is assumed.


  

	 2.1.5
	 [*CTR] 



The [*CTR] (representative of a [*CTR]) using the conditions and operating rules defined below, shall not be less than the
following guarantee value: 

					
			
					 [*CTR]


 Conditions and operating rules: 

 

					
			 Stage Length:
		 The stage length is defined as the sum of the distances for the climbout maneuver, climb, cruise, and descent.

			
			 Takeoff:
		 [*CTR]

			
					 [*CTR]

			
					 The takeoff gross weight shall conform to FAA Regulations.

			
			 Climbout Maneuver:
		 [*CTR]

			
			 Climb:
		 [*CTR]

			
					 [*CTR]

			
					 [*CTR]



  
 P.A. No. 03735 

			
	 AERO-B-BBA4-M12-0761B
		SS13-0513

 BOEING PROPRIETARY 

[*CTR]=[CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] 









 Attachment to Letter Agreement 

No. AAL-PA-03735-LA-1106663R1 

[*CTR] 
 Page 12 

 


					
					 [*CTR]

			
					 [*CTR]

			
					 [*CTR]

			
			 Cruise:
		 [*CTR]

			
					 [*CTR]

			
					 [*CTR]

			
					 [*CTR]

			
					 [*CTR]

			
			 Descent:
		 [*CTR]

			
					 [*CTR]

			
					 [*CTR].

			
			 Approach and Landing Maneuver:
		 [*CTR]

			
					 [*CTR]

			
			 Fixed Allowances:
		 For the purpose of this guarantee and for the purpose of establishing compliance with this guarantee, the following shall be used as fixed quantities and
allowances:

			
					 Taxi-Out:

[*CTR]

			
					 Takeoff and Climbout Maneuver:

[*CTR]

[*CTR]

			
					 Approach and Landing Maneuver:

[*CTR]



  
 P.A. No. 03735 

			
	 AERO-B-BBA4-M12-0761B
		SS13-0513

 BOEING PROPRIETARY 

[*CTR]=[CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] 









 Attachment to Letter Agreement 

No. AAL-PA-03735-LA-1106663R1 

[*CTR] 
 Page 13 

 


					
					 Taxi-In (shall be consumed from the reserve fuel):

[*CTR]

			
					 Usable reserve fuel remaining upon completion of the approach and landing maneuver: [*CTR]

 
 For information purposes, the [*CTR]


  

	 2.1.6
	 Operational Empty Weight Basis 



The Operational Empty Weight (OEW) derived in Paragraph 2.1.7 is the basis for the mission guarantees of Paragraphs 2.1.1,
2.1.2, 2.1.3, 2.1.4, and 2.1.5. 

  
 P.A. No. 03735 

			
	 AERO-B-BBA4-M12-0761B
		SS13-0513

 BOEING PROPRIETARY 

[*CTR]=[CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] 









 Attachment to Letter Agreement 

No. AAL-PA-03735-LA-1106663R1 

[*CTR] 
 Page 14 

 


	 2.1.7
	 737-8 Weight Summary – [*CTR] 


  

			
	 	  	 Pounds

		
	 Standard Model Specification MEW
	  	[*CTR]
		
	 Configuration Specification [*CTR]
	  	
	 [*CTR]
	  	
	 [*CTR]
	  	
	 [*CTR]
	  	
		
	 [*CTR]
	  	
	 [*CTR]
	  	[*CTR]
	 [*CTR]
	  	
	 [*CTR]
	  	[*CTR]
	 [*CTR]
	  	[*CTR]
	 [*CTR]
	  	[*CTR]
	 [*CTR]
	  	[*CTR]
	 [*CTR]
	  	[*CTR]
	 [*CTR]
	  	[*CTR]
	 [*CTR]
	  	[*CTR]
		
	 [*CTR] Manufacturer’s Empty Weight (MEW)
	  	[*CTR]
		
	 Standard and Operational Items Allowance (Paragraph 2.1.8)
	  	[*CTR]
		
	 [*CTR] Operational Empty Weight (OEW)
	  	[*CTR]

  

									
	 	  	 Quantity
	  	 Pounds
	 	  	 Pounds

				
	 [*CTR]
	  		  				  	[*CTR]
				
	 [*CTR]
	  	[*CTR]	  	 	[*CTR]	  	  	
	 [*CTR]
	  	[*CTR]	  	 	[*CTR]	  	  	
	 [*CTR]
	  	[*CTR]	  	 	[*CTR]	  	  	


  
 P.A. No. 03735 

			
	 AERO-B-BBA4-M12-0761B
	  	SS13-0513

 BOEING PROPRIETARY 

[*CTR]=[CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] 









 Attachment to Letter Agreement 

No. AAL-PA-03735-LA-1106663R1 

[*CTR] 
 Page 15 

 


	 2.1.8
	 Standard and Operational Items Allowance 


  

									
	 	  	 Qty
	  	 Pounds
	  	 Pounds
	  	 Pounds

					
	 Standard Items Allowance
	  		  		  		  	[*CTR]
					
	 Unusable Fuel
	  		  		  	[*CTR]	  	
	 Oil
	  		  		  	[*CTR]	  	
	 Oxygen Equipment
	  		  		  	[*CTR]	  	
	 Passenger Portable
	  	[*CTR]	  	[*CTR]	  		  	
	 Crew Masks
	  	[*CTR]	  	[*CTR]	  		  	
	 Miscellaneous Equipment
	  		  		  	[*CTR]	  	
	 Crash Axe
	  	[*CTR]	  	[*CTR]	  		  	
	 Megaphones
	  	[*CTR]	  	[*CTR]	  		  	
	 Flashlights
	  	[*CTR]	  	[*CTR]	  		  	
	 Smoke Hoods
	  	[*CTR]	  	[*CTR]	  		  	
	 Galley Structure & Fixed Inserts
	  		  		  	[*CTR]	  	
					
	 Operational Items Allowance
	  		  		  		  	[*CTR]
					
	 Crew and Crew Baggage
	  		  		  	[*CTR]	  	
	 Flight Crew (incl. baggage)
	  	[*CTR]	  	[*CTR]	  		  	
	 Cabin Crew (incl. baggage)
	  	[*CTR]	  	[*CTR]	  		  	
	 Catering Allowance & Removable Inserts
	  		  		  	[*CTR]	  	
	 First Class
	  	[*CTR]	  	[*CTR]	  		  	
	 Economy Class
	  	[*CTR]	  	[*CTR]	  		  	
	 Passenger Service Equipment
	  	[*CTR]	  		  	[*CTR]	  	
	 Potable Water [*CTR]
	  		  		  	[*CTR]	  	
	 Waste Tank Disinfectant
	  		  		  	[*CTR]	  	
	 Emergency Equipment
	  		  		  	[*CTR]	  	
	 Escape Slides - Forward and Aft
	  	[*CTR]	  	[*CTR]	  		  	
	 Life Vests - Crew and Passengers
	  	[*CTR]	  	[*CTR]	  		  	
	 Life Rafts
	  	[*CTR]	  	[*CTR]	  		  	
	 Auto Radio Beacon (ELT)
	  	[*CTR]	  	[*CTR]	  		  	
			
	 Total Standard and Operational Items Allowance
	  		  	[*CTR]


  
 P.A. No. 03735 

			
	 AERO-B-BBA4-M12-0761B
	  	SS13-0513

 BOEING PROPRIETARY 

[*CTR]=[CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] 









 Attachment to Letter Agreement 

No. AAL-PA-03735-LA-1106663R1 

[*CTR] 
 Page 16 

 


	 3
	 AIRCRAFT CONFIGURATION 


  

	 3.1
	 The guarantees contained in this Attachment are based on the Aircraft configuration as defined in Boeing Document [*CTR] by the Purchase Agreement
to be [*CTR] into the Customer’s Detail Specification (herein referred to as the Detail Specification). Appropriate adjustment shall be made for changes in such Detail Specification approved by the Customer and Boeing or otherwise allowed by
the Purchase Agreement which cause changes to the flight performance and/or weight and balance of the Aircraft. Such adjustment shall be accounted for by Boeing in its evidence of compliance with the guarantees. 



 

	 3.2
	 [*CTR] 



(1) Changes to the Detail Specification or any other changes mutually agreed upon between the Customer and Boeing or otherwise
allowed by the Purchase Agreement. 
 (2) The difference between the component weight allowances given in Appendix E of the
Detail Specification and the actual weights. 
  

	 4
	 GUARANTEE CONDITIONS 


  

	 4.1
	 All guaranteed performance data are based on the International Standard Atmosphere (ISA) and specified variations therefrom; altitudes are pressure
altitudes. 


  

	 4.2
	 For the purposes of these 737-8 [*CTR] the Federal Aviation Administration (FAA) regulations referred to in this Attachment are, unless otherwise
specified, the [*CTR] 


  

	 4.3
	 In the event a change is made to any law, governmental regulation or requirement, or in the interpretation of any such law, governmental regulation
or requirement that affects the certification basis for the Aircraft as described in Paragraph 4.2, and as a result thereof, a change is made to the configuration and/or the performance of the Aircraft in order to obtain certification, the
guarantees set forth in this Attachment shall be appropriately modified to reflect any such change. 



  
 P.A. No. 03735 

			
	 AERO-B-BBA4-M12-0761B
		SS13-0513

 BOEING PROPRIETARY 

[*CTR]=[CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] 









 Attachment to Letter Agreement 

No. AAL-PA-03735-LA-1106663R1 

[*CTR] 
 Page 17 

 


	 4.4
	 The [*CTR], and with the Aircraft [*CTR] unless otherwise specified. The [*CTR] unless otherwise specified. [*CTR] 



 

	 4.5
	 [*CTR] in Paragraph 2.1.7. [*CTR] unless otherwise specified. [*CTR] 



 

	 4.6
	 [*CTR] 


  

	 4.7
	 [*CTR] 


  

	 5
	 GUARANTEE COMPLIANCE 


  

	 5.1
	 Compliance with the guarantees of Section 2 shall be based on the conditions specified in those sections, the Aircraft configuration of
Section 3 and the guarantee conditions of Section 4. 


  

	 5.2
	 [*CTR] on the FAA approved Airplane Flight Manual for the Model 737-8. 



 

	 5.3
	 [*CTR]. 


  

	 5.4
	 [*CTR] 


  

	 5.5
	 [*CTR] 


  

	 5.6
	 The data derived from tests shall be adjusted as required by conventional methods of correction, interpolation or extrapolation in
accordance with established engineering practices to show compliance with these guarantees. 


  

	 5.7
	 Compliance shall be based on the performance of the airframe and engines in combination, and shall not be contingent on the engine meeting
its manufacturer’s performance specification. 


  

	 6
	 EXCLUSIVE GUARANTEES 



The only [*CTR] applicable to the Aircraft are those set forth in this Attachment. 

  
 P.A. No. 03735 

			
	 AERO-B-BBA4-M12-0761B
		SS13-0513

 BOEING PROPRIETARY 

[*CTR]=[CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] 









			
	 




		 The Boeing Company

		 P.O. Box 3707

		 Seattle, WA 98124-2207


  
  

AAL-PA-03735-LA-1106664R1 

American Airlines, Inc. 
 P.O.
Box 619616 
 Dallas-Fort Worth Airport, Texas 75261-9616 
  

	 Subject:
	 [*CTR] 


  

	 Reference:
	 Purchase Agreement No. 03735 (Purchase Agreement) between The Boeing Company (Boeing) and American Airlines, Inc.
(Customer) relating to Model 737-MAX aircraft (Aircraft) 



This letter agreement (Letter Agreement) amends and supplements the Purchase Agreement. All terms
used but not defined in this Letter Agreement shall have the same meaning as in the Purchase Agreement. 

Boeing agrees to provide Customer with the [*CTR] in the Attachment. The Attachment sets forth [*CTR] for 737-9. [*CTR]
Notwithstanding the provision of the [*CTR] in the Attachment, Boeing and Customer will work together in good faith to communicate the [*CTR] that will be offered prior to Customer [*CTR] 

 

	 1.
	 Assignment. 



Notwithstanding any other provisions of the Purchase Agreement, the rights and obligations described in this Letter Agreement
are provided to Customer in consideration of Customer’s becoming the operator of the Aircraft and cannot be assigned, in whole or in part. 
  

	 2.
	 Confidential Treatment. 



The information contained herein represents confidential business information and has value precisely because it is not
available generally or to other parties. 

  

AAL-PA-03735-LA-1106664R1 

			
	 [*CTR]
		Page 1 of 2

 BOEING PROPRIETARY 

[*CTR]=[CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] 









 



 
  

 
Customer will limit the disclosure of its contents to employees of Customer with a need to know the contents for purposes of helping Customer perform its obligations under the Purchase Agreement
and who understand they are not to disclose its contents to any other person or entity without the prior written consent of Boeing. 
 Very
truly yours, 
  

			
	 THE BOEING COMPANY

		
	 By:
		 /s/ The Boeing Company

		
	 Its:
		
Attorney-In-Fact

	
	 ACCEPTED AND AGREED TO this

		
	 Date:
		 March 6, 2015

	
	 AMERICAN AIRLINES, INC.

		
	 By:
		 /s/ American Airlines, Inc.

		
	 Its:
		 Vice President Fleet Planning



  

AAL-PA-03735-LA-1106664R1 

			
	 [*CTR]
		Page 2 of 2

 BOEING PROPRIETARY 

[*CTR]=[CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] 









 Attachment to Letter Agreement 

No. AAL-PA-03735-LA-1106664R1 

[*CTR] 
 Page 1 

 

 [*CTR] 

FOR AMERICAN AIRLINES, INC. 
  

			
	SECTION	 	CONTENTS
		
	 1
	 	 AIRCRAFT MODEL APPLICABILITY

		
	 2
	 	 FLIGHT PERFORMANCE

		
	 3
	 	 AIRCRAFT CONFIGURATION

		
	 4
	 	 GUARANTEE CONDITIONS

		
	 5
	 	 GUARANTEE COMPLIANCE

		
	 6
	 	 EXCLUSIVE GUARANTEES



  
 P.A. No. 03735 

			
	 AERO-B-BBA4-M12-0762A
	  	SS13-0513

 BOEING PROPRIETARY 

[*CTR]=[CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] 









 Attachment to Letter Agreement 

No. AAL-PA-03735-LA-1106664R1 

[*CTR] 
 Page 2 

 


	 1
	 AIRCRAFT MODEL APPLICABILITY 



The guarantees contained in this Attachment (the [*CTR]) are applicable to the [*CTR] with a [*CTR] 

 

	 2
	 FLIGHT PERFORMANCE 


  

	 2.1
	 Mission 


  

	 2.1.1
	 Mission Payload 



The payload for a stage length of [*CTR] nautical miles in still air (representative of a [*CTR]) using the conditions and
operating rules defined below, shall not be less than the following guarantee value: 
  

					
					 [*CTR]


 Conditions and operating rules: 

 

					
			 Stage Length:
		 The stage length is defined as the sum of the distances for the climbout maneuver, climb, cruise, and descent.

			
			 Takeoff:
		 [*CTR]

			
					 [*CTR]

			
					 [*CTR]

			
					 The takeoff gross weight shall conform to FAA Regulations.

			
			 Climbout Maneuver:
		 [*CTR]

			
			 Climb:
		 [*CTR]

			
					 [*CTR]

			
					 [*CTR]

			
					 [*CTR]



  
 P.A. No. 03735 

			
	 AERO-B-BBA4-M12-0762A
		SS13-0513

 BOEING PROPRIETARY 

[*CTR]=[CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] 









 Attachment to Letter Agreement 

No. AAL-PA-03735-LA-1106664R1 

[*CTR] 
 Page 3 

 


					
					 [*CTR]

			
			 Cruise:
		 [*CTR]

			
					 [*CTR]

			
					 [*CTR]

			
					 [*CTR]

			
					 [*CTR]

			
			 Descent:
		 [*CTR]

			
					 [*CTR]

			
					 [*CTR]

			
			 Approach and Landing Maneuver:
		 [*CTR]

			
					 [*CTR]

			
			 Fixed Allowances:
		 For the purpose of this guarantee and for the purpose of establishing compliance with this guarantee, the following shall be used as fixed quantities and
allowances:

			
					 Taxi-Out:

[*CTR]

			
					 Takeoff and Climbout Maneuver:

[*CTR]

[*CTR]

			
					 Approach and Landing Maneuver:

[*CTR]

			
					 Taxi-In (shall be consumed from the reserve fuel):

[*CTR]



  
 P.A. No. 03735 

			
	 AERO-B-BBA4-M12-0762A
		SS13-0513

 BOEING PROPRIETARY 

[*CTR]=[CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] 









 Attachment to Letter Agreement 

No. AAL-PA-03735-LA-1106664R1 

[*CTR] 
 Page 4 

 


					
					 Usable reserve fuel remaining upon completion of the approach and landing maneuver: [*CTR]

 
 For information purposes, the [*CTR]


  

	 2.1.2
	 Mission Block Fuel 



The block fuel for a stage length of [*CTR] pound payload using the conditions and operating rules defined below, shall not be
more than the following guarantee value: 
  

					
					 [*CTR]


 Conditions and operating rules: 

 

					
			 Stage Length:
		 The stage length is defined as the sum of the distances for the climbout maneuver, climb, cruise, and descent.

			
			 Block Fuel:
		 The block fuel is defined as the sum of the fuel used for taxi-out, takeoff and climbout maneuver, climb, cruise, descent, approach and landing maneuver, and
taxi-in.

			
			 Takeoff:
		 [*CTR]

			
					 [*CTR]

			
					 [*CTR]

			
					 The takeoff gross weight shall conform to FAA Regulations.

			
			 Climbout Maneuver:
		 [*CTR]

			
			 Climb:
		 [*CTR]

			
					 [*CTR]

			
					 [*CTR]

			
					 [*CTR]



  
 P.A. No. 03735 

			
	 AERO-B-BBA4-M12-0762A
		SS13-0513

 BOEING PROPRIETARY 

[*CTR]=[CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] 









 Attachment to Letter Agreement 

No. AAL-PA-03735-LA-1106664R1 

[*CTR] 
 Page 5 

 


					
					 [*CTR]

			
					 [*CTR]

			
			 Cruise:
		 [*CTR]

			
					 [*CTR]

			
					 [*CTR]

			
					 [*CTR]

			
					 [*CTR]

			
			 Descent:
		 [*CTR]

			
					 [*CTR]

			
					 [*CTR]

			
			 Approach and Landing Maneuver:
		 [*CTR]

			
					 [*CTR]

			
			 Fixed Allowances:
		 For the purpose of this guarantee and for the purpose of establishing compliance with this guarantee, the following shall be used as fixed quantities and
allowances:

			
					 Taxi-Out:

[*CTR]

			
					 Takeoff and Climbout Maneuver:

[*CTR]

[*CTR]

			
					 Approach and Landing Maneuver:

[*CTR]

			
					 Taxi-In (shall be consumed from the reserve fuel):

[*CTR]



  
 P.A. No. 03735 

			
	 AERO-B-BBA4-M12-0762A
		SS13-0513

 BOEING PROPRIETARY 

[*CTR]=[CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] 









 Attachment to Letter Agreement 

No. AAL-PA-03735-LA-1106664R1 

[*CTR] 
 Page 6 

 


					
		 		  	 Usable reserve fuel remaining upon completion of the approach and landing maneuver: [*CTR]

			
		 		  	 For information purposes, the [*CTR]


  

	 2.1.3
	 [*CTR] 



The [*CTR] (representative of a [*CTR]) using the conditions and operating rules defined below, shall not be less than the
following guarantee value: 
  

					
		 		  	 [*CTR]

		
		 	 Conditions and operating rules:

			
		 	 Stage Length:
	  	 The stage length is defined as the sum of the distances for the climbout maneuver, climb, cruise, and descent.

			
		 	 Takeoff:
	  	 [*CTR]

			
		 		  	 [*CTR]

			
		 		  	 [*CTR]

			
		 		  	 [*CTR]

			
		 		  	 The following [*CTR] are specified with reference to the [*CTR]:


  

					
	 	  	Distance	  	Height
	 1.
	  	[*CTR]	  	[*CTR]
	 2.
	  	[*CTR]	  	[*CTR]
	 3.
	  	[*CTR]	  	[*CTR]
	 4.
	  	[*CTR]	  	[*CTR]
	 5.
	  	[*CTR]	  	[*CTR]


					
			
		 		  	 [*CTR]

			
		 		  	 [*CTR]

			
		 		  	 The takeoff gross weight shall conform to FAA
Regulations.



  
 P.A. No. 03735 

			
	 AERO-B-BBA4-M12-0762A
	  	SS13-0513

 BOEING PROPRIETARY 

[*CTR]=[CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] 









 Attachment to Letter Agreement 

No. AAL-PA-03735-LA-1106664R1 

[*CTR] 
 Page 7 

 


					
			 Climbout Maneuver:
		 [*CTR]

			
			 Climb:
		 [*CTR]

			
					 [*CTR]

			
					 [*CTR]

			
					 [*CTR]

			
					 [*CTR]

			
					 [*CTR]

			
			 Cruise:
		 [*CTR]

			
					 [*CTR]

			
					 [*CTR]

			
					 [*CTR]

			
					 [*CTR]

			
			 Descent:
		 [*CTR]

			
					 [*CTR]

			
					 [*CTR]

			
			 Approach and Landing Maneuver:
		 [*CTR]

			
					 [*CTR]

			
			 Fixed Allowances:
		 For the purpose of this guarantee and for the purpose of establishing compliance with this guarantee, the following shall be used as fixed quantities and
allowances:

			
					 Taxi-Out:

[*CTR]



  
 P.A. No. 03735 

			
	 AERO-B-BBA4-M12-0762A
		SS13-0513

 BOEING PROPRIETARY 

[*CTR]=[CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] 









 Attachment to Letter Agreement 

No. AAL-PA-03735-LA-1106664R1 

[*CTR] 
 Page 8 

 


					
					 Takeoff and Climbout Maneuver:

[*CTR]

[*CTR]

			
					 Approach and Landing Maneuver:

[*CTR]

			
					 Taxi-In (shall be consumed from the reserve fuel):

[*CTR]

			
					 Usable reserve fuel remaining upon completion of the approach and landing maneuver: [*CTR]

			
					 For information purposes, the [*CTR]


  

	 2.1.4
	 Operational Empty Weight Basis 



The Operational Empty Weight (OEW) derived in Paragraph 2.1.5 is the basis for the mission guarantees of Paragraphs 2.1.1,
2.1.2, and 2.1.3. 

  
 P.A. No. 03735 

			
	 AERO-B-BBA4-M12-0762A
		SS13-0513

 BOEING PROPRIETARY 

[*CTR]=[CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] 









 Attachment to Letter Agreement 

No. AAL-PA-03735-LA-1106664R1 

[*CTR] 
 Page 9 

 


	 2.1.5
	 737-9 Weight Summary – [*CTR] 


  

			
	 	  	 Pounds

		
	 Standard Model Specification MEW
	  	[*CTR]
		
	 Configuration Specification [*CTR]
	  	
	 [*CTR]
	  	
	 [*CTR]
	  	
	 [*CTR]
	  	
		
	 [*CTR]
	  	
	 [*CTR] *
	  	[*CTR]
	 [*CTR]
	  	
	 [*CTR]
	  	[*CTR]
	 [*CTR]
	  	[*CTR]
	 [*CTR]
	  	[*CTR]
	 [*CTR]
	  	[*CTR]
	 [*CTR]
	  	[*CTR]
	 [*CTR]
	  	[*CTR]
	 [*CTR]
	  	[*CTR]
	 [*CTR]
	  	[*CTR]
		
	 [*CTR] Manufacturer’s Empty Weight (MEW)
	  	[*CTR]
		
	 Standard and Operational Items Allowance (Paragraph 2.1.6)
	  	[*CTR]
		
	 [*CTR] Operational Empty Weight (OEW)
	  	[*CTR]

  

									
	 	  	 Quantity
	  	 Pounds
	 	  	 Pounds

				
	 [*CTR]
	  		  				  	[*CTR]
				
	 [*CTR]
	  	[*CTR]	  	 	[*CTR]	  	  	
	 [*CTR]
	  	[*CTR]	  	 	[*CTR]	  	  	
	 [*CTR]
	  	[*CTR]	  	 	[*CTR]	  	  	


  
 P.A. No. 03735 

			
	 AERO-B-BBA4-M12-0762A
	  	SS13-0513

 BOEING PROPRIETARY 

[*CTR]=[CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] 









 Attachment to Letter Agreement 

No. AAL-PA-03735-LA-1106664R1 

[*CTR] 
 Page 10 

 


	 2.1.6
	 Standard and Operational Items Allowance 


  

															
	 	  	 Qty
	 	  	 Pounds
	 	  	 Pounds
	 	  	 Pounds

					
	 Standard Items Allowance
	  				  				  				  	[*CTR]
					
	 Unusable Fuel
	  				  				  	 	[*CTR]	  	  	
	 Oil
	  				  				  	 	[*CTR]	  	  	
	 Oxygen Equipment
	  				  				  	 	[*CTR]	  	  	
	 Passenger Portable
	  	 	[*CTR]	  	  	 	[*CTR]	  	  				  	
	 Crew Masks
	  	 	[*CTR]	  	  	 	[*CTR]	  	  				  	
	 Miscellaneous Equipment
	  				  				  	 	[*CTR]	  	  	
	 Crash Axe
	  	 	[*CTR]	  	  	 	[*CTR]	  	  				  	
	 Megaphones
	  	 	[*CTR]	  	  	 	[*CTR]	  	  				  	
	 Flashlights
	  	 	[*CTR]	  	  	 	[*CTR]	  	  				  	
	 Smoke Hoods
	  	 	[*CTR]	  	  	 	[*CTR]	  	  				  	
	 Galley Structure & Fixed Inserts
	  				  				  	 	[*CTR]	  	  	
					
	 Operational Items Allowance
	  				  				  				  	[*CTR]
					
	 Crew and Crew Baggage
	  				  				  	 	[*CTR]	  	  	
	 Flight Crew (incl. baggage)
	  	 	[*CTR]	  	  	 	[*CTR]	  	  				  	
	 Cabin Crew (incl. baggage)
	  	 	[*CTR]	  	  	 	[*CTR]	  	  				  	
	 Catering Allowance & Removable Inserts
	  				  				  	 	[*CTR]	  	  	
	 First Class
	  	 	[*CTR]	  	  	 	[*CTR]	  	  				  	
	 Economy Class
	  	 	[*CTR]	  	  	 	[*CTR]	  	  				  	
	 Passenger Service Equipment
	  	 	[*CTR]	  	  				  	 	[*CTR]	  	  	
	 Potable Water [*CTR]
	  				  				  	 	[*CTR]	  	  	
	 Waste Tank Disinfectant
	  				  				  	 	[*CTR]	  	  	
	 Emergency Equipment
	  				  				  	 	[*CTR]	  	  	
	 Escape Slides - Forward and Aft
	  	 	[*CTR]	  	  	 	[*CTR]	  	  				  	
	 Life Vests - Crew and Passengers
	  	 	[*CTR]	  	  	 	[*CTR]	  	  				  	
	 Life Rafts
	  	 	[*CTR]	  	  	 	[*CTR]	  	  				  	
	 Auto Radio Beacon (ELT)
	  	 	[*CTR]	  	  	 	[*CTR]	  	  				  	
					
	 Total Standard and Operational Items Allowance
	  				  				  				  	[*CTR]


  
 P.A. No. 03735 

			
	 AERO-B-BBA4-M12-0762A
	  	SS13-0513

 BOEING PROPRIETARY 

[*CTR]=[CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] 









 Attachment to Letter Agreement 

No. AAL-PA-03735-LA-1106664R1 

[*CTR] 
 Page 11 

 


	 3
	 AIRCRAFT CONFIGURATION 


  

	 3.1
	 The guarantees contained in this Attachment are based on the Aircraft configuration as defined in Boeing Document [*CTR] by the Purchase
Agreement to be [*CTR] into the Customer’s Detail Specification (herein referred to as the Detail Specification). Appropriate adjustment shall be made for changes in such Detail Specification approved by the Customer and Boeing or otherwise
allowed by the Purchase Agreement which cause changes to the flight performance and/or weight and balance of the Aircraft. Such adjustment shall be accounted for by Boeing in its evidence of compliance with the guarantees. 



 

	 3.2
	 [*CTR] 



(1) Changes to the Detail Specification or any other changes mutually agreed upon between the Customer and Boeing or otherwise
allowed by the Purchase Agreement. 
 (2) The difference between the component weight allowances given in Appendix E of the
Detail Specification and the actual weights. 
  

	 4
	 GUARANTEE CONDITIONS 


  

	 4.1
	 All guaranteed performance data are based on the International Standard Atmosphere (ISA) and specified variations therefrom; altitudes are
pressure altitudes. 


  

	 4.2
	 For the purposes of these 737-9 [*CTR] the Federal Aviation Administration (FAA) regulations referred to in this Attachment are, unless
otherwise specified, the [*CTR] 


  

	 4.3
	 In the event a change is made to any law, governmental regulation or requirement, or in the interpretation of any such law, governmental
regulation or requirement that affects the certification basis for the Aircraft as described in Paragraph 4.2, and as a result thereof, a change is made to the configuration and/or the performance of the Aircraft in order to obtain certification,
the guarantees set forth in this Attachment shall be appropriately modified to reflect any such change. 



  
 P.A. No. 03735 

			
	 AERO-B-BBA4-M12-0762A
		SS13-0513

 BOEING PROPRIETARY 

[*CTR]=[CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] 









 Attachment to Letter Agreement 

No. AAL-PA-03735-LA-1106664R1 

[*CTR] 
 Page 12 

 


	 4.4
	 The [*CTR], and with the Aircraft [*CTR] unless otherwise specified. The [*CTR] unless otherwise specified. [*CTR] 



 

	 4.5
	 [*CTR] in Paragraph 2.1.5. [*CTR] unless otherwise specified. [*CTR] 



 

	 4.6
	 [*CTR] 


  

	 4.7
	 [*CTR] 


  

	 5
	 GUARANTEE COMPLIANCE 


  

	 5.1
	 Compliance with the guarantees of Section 2 shall be based on the conditions specified in those sections, the Aircraft configuration of
Section 3 and the guarantee conditions of Section 4. 


  

	 5.2
	 [*CTR] on the FAA approved Airplane Flight Manual for the Model 737-9. 



 

	 5.3
	 [*CTR]. 


  

	 5.4
	 [*CTR] 


  

	 5.5
	 [*CTR] 


  

	 5.6
	 The data derived from tests shall be adjusted as required by conventional methods of correction, interpolation or extrapolation in
accordance with established engineering practices to show compliance with these guarantees. 


  

	 5.7
	 Compliance shall be based on the performance of the airframe and engines in combination, and shall not be contingent on the engine meeting its
manufacturer’s performance specification. 


  

	 6
	 EXCLUSIVE GUARANTEES 



The only [*CTR] applicable to the Aircraft are those set forth in this Attachment. 

  
 P.A. No. 03735 

			
	 AERO-B-BBA4-M12-0762A
		SS13-0513

 BOEING PROPRIETARY 

[*CTR]=[CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] 









			
	 




		 The Boeing Company

		 P.O. Box 3707

		 Seattle, WA 98124-2207


  
  

AAL-PA-03735-LA-1106661R2 

American Airlines, Inc. 
 P.O.
Box 619616 
 Dallas-Fort Worth Airport, Texas 75261-9616

  

					
	 Subject:
		 [*CTR]
		
			
	 References:
		 a)
		 Purchase Agreement No. 03735 (Purchase Agreement) between The Boeing Company (Boeing) and American Airlines, Inc.
(Customer) relating to Model 737 MAX aircraft (Aircraft)

			
			 b)
		 [*CTR]


 This letter agreement (Letter Agreement) amends and supplements
the Purchase Agreement. All terms used but not defined in this Letter Agreement shall have the same meaning as in the Purchase Agreement. 

[*CTR] 

Sections 2.1.1, 2.1.3, 2.1.4 and 2.1.5 of the [*CTR] for the [*CTR] Aircraft and Sections 2.1.1 and 2.1.3 of the [*CTR]
Aircraft include [*CTR] that is applicable to Firm Aircraft in accordance with the [*CTR]. 
 [*CTR] 

[*CTR] 
  

	 1.
	 [*CTR] 



[*CTR]. 

[*CTR] 
  

	 2.
	 [*CTR] 



2.1 Firm Aircraft Delivery. [*CTR] Letter Agreement AAL-PA-03735-LA-1106671 entitled “Miscellaneous Commitments
for Boeing Model 737 MAX Aircraft” (Misc. Commitments Letter). 

  

			
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	 [*CTR]
		Page 1 of 4

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 2.2 [*CTR] 

 

	 	 2.2.1
	 [*CTR] 


  

	 	 2.2.2
	 [*CTR] 


  

	 	 2.2.3
	 [*CTR] 


  

	 	 2.2.4
	 [*CTR] 


  

	 	 2.2.4.1
	 [*CTR] 


  

	 	 2.2.4.2
	 [*CTR] 


  

	 	 2.2.5
	 [*CTR] 


  

	 	 2.2.6
	 [*CTR] 


  

	 	 2.2.7
	 [*CTR] 


  

	 	 2.2.8
	 [*CTR] 



2.3 [*CTR] 
  

	 3.
	 Payments. 



[*CTR] 

3.1 [*CTR] 
  

	 	 •
	 	 [*CTR] 


 [*CTR]

 3.2 [*CTR] 

[*CTR] 
 3.3
Credit Memorandum. [*CTR] 
 3.4 [*CTR] 

 

	 	 3.4.1
	 [*CTR] 


  

	 	 •
	 	 [*CTR] 



  

			
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		SA-2
	 [*CTR]
		Page 2 of 4

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[*CTR]=[CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] 









 



 
  


	 	 3.4.2
	 [*CTR] 


  

	 	 •
	 	 [*CTR]; or 


  

	 	 •
	 	 [*CTR]; or 


  

	 	 •
	 	 [*CTR] 



3.5 [*CTR.] 
  

	 	 3.5.1
	 [*CTR] 


  

	 	 3.5.2
	 [*CTR] 


  

	 	 3.5.3
	 [*CTR] 


  

	 	 3.5.3.1
	 [*CTR] 


  

	 	 3.5.3.2
	 [*CTR] 


  

	 	 3.5.3.3
	 [Intentionally Reserved] 


  

	 	 3.5.3.4
	 [*CTR] 


  

	 	 3.5.3.5
	 [*CTR] 


  

	 4.
	 [*CTR] 



[*CTR] 
  

	 5.
	 [*CTR] 



[*CTR] 
  

	 6.
	 Assignment. 



Notwithstanding any other provisions of the Purchase Agreement, the rights and obligations described in this Letter Agreement
are provided to Customer in consideration of Customer’s becoming the operator of the Firm Aircraft and cannot be assigned, in whole or in part, without the prior written consent of Boeing. 

 

	 7.
	 Confidential Treatment. 



Customer understands and agrees that the information contained herein represents confidential business information and has
value precisely because it is not available generally or to other parties. Customer agrees to limit the disclosure of its contents to employees of Customer with a need to know the contents for purposes of


  

			
	 AAL-PA-3735-LA-1106661R2
		SA-2
	 [*CTR]
		Page 3 of 4

 BOEING PROPRIETARY 

[*CTR]=[CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] 









 



 
  

 
helping Customer perform its obligations under the Purchase Agreement and who understand they are not to disclose its contents to any other person or entity without the prior written consent of
Boeing. 
 If the foregoing correctly sets forth your understanding of our agreement with respect to the matters treated
above, please indicate your acceptance and approval below. 
 Very truly yours, 

 

			
	 THE BOEING COMPANY

		
	 By:
		 /s/ The Boeing Company

		
	 Its:
		 Attorney-In-Fact

	
	 ACCEPTED AND AGREED TO this

		
	 Date:
		 March 6, 2015

	
	 AMERICAN AIRLINES, INC.

		
	 By:
		 /s/ American Airlines, Inc.

		
	 Its:
		 Vice President, Fleet Planning



  

			
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		SA-2
	 [*CTR]
		Page 4 of 4

 BOEING PROPRIETARY 

[*CTR]=[CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] 








 Attachment A to AAL-PA-03735-LA-1106661R2 

[*CTR] for [*CTR] and [*CTR] Aircraft 

[*CTR] 
 The following definitions
apply: 
 [*CTR] (including both [*CTR]) for the [*CTR] as follows: 

[*CTR]       

[*CTR] is the Section 2.1.1 [*CTR]. 

[*CTR] is the [*CTR] from the [*CTR] for the Section 2.1.1 [*CTR]. 

[*CTR] is the Section 2.1.3 [*CTR]. 

[*CTR] is the [*CTR] from the [*CTR] for the Section 2.1.3 [*CTR]. 

[*CTR] is the Section 2.1.4 [*CTR]. 

[*CTR] is the [*CTR] from the [*CTR] for the Section 2.1.4 [*CTR]. 

[*CTR] is the Section 2.1.5 [*CTR]. 

[*CTR] is the [*CTR] from the [*CTR] for the Section 2.1.5 [*CTR]. 

If [*CTR] is [*CTR] or a [*CTR], then [*CTR] customer. 

[*CTR]. 

  

			
	 Attachment A to AAL-PA-3735-LA-1106661R2 for 737-7 and 737-8 Aircraft
		SA-2
	 [*CTR]
		Page 1 of 1

 BOEING PROPRIETARY 

[*CTR]=[CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] 








 Attachment A to AAL-PA-03735-LA-1106661R2 

[*CTR] for [*CTR] Aircraft 

[*CTR] 
 The following
definitions apply: 
 [*CTR] (including both [*CTR]) for the [*CTR] as follows: 

[*CTR]       

[*CTR] is the Section 2.1.1 [*CTR]. 

[*CTR] is the [*CTR] from the [*CTR] for the Section 2.1.1 [*CTR] 

[*CTR] is the Section 2.1.3 [*CTR]. 

[*CTR] is the [*CTR] for the from the [*CTR] for the Section 2.1.3 [*CTR]. 

If [*CTR] is [*CTR] or a [*CTR], then [*CTR] customer. 

[*CTR] 

  

			
	 Attachment A to AAL-PA-3735-LA-1106661R2 for 737-9 Aircraft
		SA-2
	 [*CTR]
		Page 1 of 1

 BOEING PROPRIETARY 

[*CTR]=[CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT]