**Exhibit10.91**

**JUNE 15, 2006 AMENDMENT TO EMPLOYMENT AGREEMENT**

This June 15, 2006 AMENDMENT TO THE EMPLOYMENTAGREEMENT (this “Amendment”) made as of the 15th day of June, 2006 by andbetween Worldspan Technologies Inc., a Delaware corporation (“Holdings”),Worldspan, L.P., a Delaware  limitedpartnership (the “Company”) and Rakesh Gangwal (the “Executive”).

**WITNESSETH:**

WHEREAS, the Company and Executive entered into anEmployment Agreement dated June 30, 2003, as amended subsequently by letteragreements dated November 19, 2003 and May 12, 2004 (hereinafter the “EmploymentAgreement”); and

WHEREAS, the Company and Executive desire to furthermodify the said Employment Agreement.

NOW, THEREFORE, the parties hereto agree as follows:

1.                                       Thefirst sentence of Section 2(a) shall be amended and restated in its entirety toread as follows, effective as of the date hereof:

(a)  Term. Unless the Executive’s employment shall sooner terminate pursuant toSection 7, the Company shall employ the Executive for a term commencing on theEffective Date, and continuing until June 30, 2009.”

2.                                       Anew sentence shall be added at the end of Section 3(b), which shall read in itsentirety as follows, effective as of the date hereof:

“Notwithstanding theforegoing, the minimum annual Incentive Bonus that shall be payable to theExecutive for any year shall be $1,000,000.”

3.                                       Section3(d) shall be added, which shall read in its entirety as follows, effective asof the date hereof:

“(d)         Change of Control Bonus. If aChange of Control (as defined below) occurs on or prior to June 30, 2009, thenwithin seven days of the Change of Control the Executive shall receive a lumpsum bonus (the “Change of Control Bonus”) in an amount determined under thefollowing chart, based on the Enterprise Value (as defined below) of Holdingsas of the date of the Change of Control.

----

[**] Confidential treatment requested for redactedportion; redacted portion has been filed separately with the Commission.

----

 

| Enterprise Value of Holdings as of the Date  of a Change of Control | ** ** | **Change of Control Bonus Payment** | ** ** |
|----------------------------------------------------------------------------------------------------------------------------|------------|---------------------------------------------------------|------------|
| $[**] or less                                                                                                              |       | $                                                       | 8,000,000  |   |
| $[**]                                                                                                                      |       | $                                                       | 9,000,000  |   |
| $[**]                                                                                                                      |       | $                                                       | 10,000,000 |   |
| $[**]                                                                                                                      |       | $                                                       | 11,000,000 |   |
| $[**]                                                                                                                      |       | $                                                       | 12,000,000 |   |
| $[**] or more                                                                                                              |       | $                                                       | 13,000,000 |   |

 

Ifthe Enterprise Value of Holdings on the date of a Change of Control is greaterthan $[**] but less than $[**], then the Change of Control Bonus payable to theExecutive shall be appropriately interpolated based on the above chart (forexample, if the Enterprise Value of Holdings on the date of a Change of Controlwas $[**] then the Executive would receive a Change of Control Bonus of$9,500,000).

For the purposes of thisSection, “Enterprise Value of the Company” shall be defined as the valuereceived for the equity of the Company in connection with a Change of Controlof Holdings plus all debt (defined as the sum of amount outstanding under therevolving credit facility, term bank debt, floating rate notes, senior notes,capital leases, capitalized software financed under the IBM AMO agreement andHoldings Notes) of Holdings and its subsidiaries (excluding inter-company debt)less any cash (or cash equivalents) of Holdings and its subsidiaries.”

4.                                       Exceptas specifically provided in and modified by this Amendment, the EmploymentAgreement is in all other respects hereby ratified and confirmed and referencesto the Employment Agreement shall be deemed to refer to the EmploymentAgreement as modified by this Amendment.

----

[**] Confidentialtreatment requested for redacted portion; redacted portion has been filedseparately with the Commission.

2

----

IN WITNESS WHEREOF, theundersigned have executed this Amendment as of the day and year first abovewritten.
|        | WORLDSPAN TECHNOLOGIES INC. |
|--------|-----------------------------|
|   |                        |   |
|   |                        |   |
|   | By:                         | /s/ Margaret K. Cassidy |   |
|   |                        |   |   |
|   |                        |   |   |
|   | WORLDSPAN, L.P.             |
|   |                        |   |   |
|   | By:                         | /s/ Margaret K. Cassidy |   |
|   |                        |   |   |
|   |                        |   |   |
|   |                        | /s/ Rakesh Gangwal |   |
|   |                        | Rakesh Gangwal |   |

 

----

[**] Confidentialtreatment requested for redacted portion; redacted portion has been filedseparately with the Commission.

3

----