Supplemental Agreement No. 24 to Purchase Agreement No. 1980



 Exhibit 10.2 
 TABLE OF CONTENTS 
  

					
	 ARTICLES
	  		  	PAGE & SA
NUMBER
	 1.
	  	Quantity, Model and Description	  	1, SA-20
			
	 2.
	  	Delivery Schedule	  	1, SA-20
			
	 3.
	  	Price	  	1, SA-20
			
	 4.
	  	Payment	  	2, SA-20
			
	 5.
	  	Miscellaneous	  	2, SA-20
			
	 TABLE
	  		  	SA NUMBER
			
	 1.
	  	 777-200ER Aircraft Information Table: [CONFIDENTIAL PORTION

 
 OMITTED AND FILED SEPARATELY WITH THE

 
 COMMISSION PURSUANT TO A REQUEST FOR

 
 CONFIDENTIAL TREATMENT]

Jul. [CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] Airframe
Base Year
 Jul. [CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR
CONFIDENTIAL TREATMENT] Engine Base Year
	  	Original Purchase
Agreement, SA-3,
SA-17 & SA-18
			
	  
 1-1.
	  	  
 777-200IGW Aircraft Information Table: [CONFIDENTIAL
PORTION
  
 OMITTED AND FILED SEPARATELY WITH THE

 
 COMMISSION PURSUANT TO A REQUEST FOR

 
 CONFIDENTIAL TREATMENT]
	  	  
 SA-1

		  	 Jul. [CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] Airframe & Engine
Base Year
	  	
			
	  
 1-2.
	  	  
 777-200IGW Aircraft Information Table: [CONFIDENTIAL
PORTION
  
 OMITTED AND FILED SEPARATELY WITH THE


 
 COMMISSION PURSUANT TO A REQUEST FOR


 
 CONFIDENTIAL TREATMENT]
	  	  

SA-2 & SA-6



  

					
	            P.A. No. 1980	 		 	                    SA-24
	            Table of Contents, Page i	 	BOEING PROPRIETARY	 	
		 		 	










					
			
		  	 Jul. [CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR
CONFIDENTIAL TREATMENT] Airframe & Engine Base Year
  
	  	
			
	 1-3.
	  	 777-200IGW Aircraft Information Table: [CONFIDENTIAL PORTION


 
 OMITTED AND FILED SEPARATELY WITH THE


 
 COMMISSION PURSUANT TO A REQUEST FOR


 
 CONFIDENTIAL TREATMENT]

Jul. [CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] Airframe
Base Year
 Jul. [CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR
CONFIDENTIAL TREATMENT] Engine Base Year
	  	 SA-4, SA-5,

SA-6, SA-7 & SA-9

			
	 1-4.
	  	 777-200IGW Aircraft Information Table: [CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH
THE
COMMISSION PURSUANT TO A REQUEST FOR
CONFIDENTIAL TREATMENT]
 Jul. [CONFIDENTIAL PORTION OMITTED AND FILED
SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] Airframe Base Year
 Jul. [CONFIDENTIAL
PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] Engine Base Year
	  	 SA-5, SA-6 &

SA-9

			
	 1-5.
	  	 777-223IGW Aircraft Information Table: [CONFIDENTIAL PORTION
OMITTED AND FILED SEPARATELY WITH THE
COMMISSION PURSUANT TO A
REQUEST FOR
CONFIDENTIAL TREATMENT]
Jul. [CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] Airframe Base Year
Jul. [CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY
WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] Engine Base Year
	  	 SA-10, SA-11,

SA-12 & SA-15



  

					
	            P.A. No. 1980	 		 	                    SA-24
	            Table of Contents, Page ii	 	 BOEING PROPRIETARY
	 	
		 		 	










					
	 1-6.
	  	 777-200IGW Aircraft Information Table: [CONFIDENTIAL PORTION
OMITTED AND FILED SEPARATELY WITH THE
COMMISSION PURSUANT TO A
REQUEST FOR
CONFIDENTIAL TREATMENT]
Jul. [CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] Airframe Base Year
Jul. [CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY
WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] Engine Base Year
	  	SA-13
			
	 1-7.
	  	 777-323ER [CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL
TREATMENT] Aircraft Jul. [CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] Base Year
	  	SA-24
			
	 TABLE
	  		  	SA NUMBER
			
	 2.
	  	 777-223IGW Aircraft Information Table: [CONFIDENTIAL PORTION
OMITTED AND FILED SEPARATELY WITH THE
COMMISSION PURSUANT TO A
REQUEST FOR
CONFIDENTIAL TREATMENT]
Jul. [CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] Airframe Base Year
Jul. [CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY
WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] Engine Base Year
	  	SA-15 & SA-16
			
	 3.
	  	 777-223IGW Aircraft Information Table: [CONFIDENTIAL PORTION
OMITTED AND FILED SEPARATELY WITH THE
COMMISSION PURSUANT TO A
REQUEST FOR
CONFIDENTIAL TREATMENT]
Jul. [CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] Airframe Base Year ([CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE
COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT])

	  	SA-15 & SA-16


  

					
	            P.A. No. 1980	 		 	                    SA-24
	            Table of Contents, Page iii	 	BOEING PROPRIETARY	 	
		 		 	










					
		  	 Jul. [CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] Engine Base
Year
	  	
			
	 EXHIBIT
	  		  	SA NUMBER
			
	 A.
	  	Aircraft Configuration	  	
			
	 A1.
	  	Aircraft Configuration – 777-323ER	  	SA-20
			
	 B.
	  	Aircraft Delivery Requirements and Responsibilities	  	SA-20
			
	 C.
	  	Defined Terms	  	SA-20
		
	 SUPPLEMENTAL EXHIBITS
	  	SA NUMBER
			
	 AE1.
	  	Escalation Adjustment Airframe and Optional Features - 777-323ER	  	SA-20
			
	 BFE1.
	  	BFE Variables	  	
			
	 BFE1-2.
	  	BFE Variables - 777-323ER	  	SA-24
			
	 CS1.
	  	Customer Support Variables	  	
			
	 CS1-2
	  	Customer Support Variables - 777-323ER	  	SA-20
			
	 SLP1
	  	Service Life Policy Components	  	
			
	 EE1-BR1.
	  	Engine Escalation and Engine Warranty	  	SA-15
			
	 EE1-2.
	  	Engine Escalation, Engine Warranty and Patent Indemnity – 777-323ER	  	SA-20


  

					
	            P.A. No. 1980	 		 	                    SA-24
	            Table of Contents, Page iv	 	BOEING PROPRIETARY	 	
		 		 	










					
	 LETTER AGREEMENTS
	  		  	PA or SA NUMBER
			
	 6-1162-AKP-070
	  	Miscellaneous Commitments for
Model 737, 757, 767 and 777 Aircraft	  	
			
	 6-1162-AKP-071R1
	  	Purchase Obligations	  	PA3219
			
	 6-1162-AKP-072R3
	  	[CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT]	  	SA-20
			
	 6-1162-AKP-073R1
	  	Accident Claims and Litigation	  	PA3219
			
	 6-1162-AKP-109R3
	  	Business Considerations	  	SA-20
			
	 6-1162-AKP-110R3
	  	Aircraft Purchase Rights and Substitution Rights	  	SA-20
			
	 Attachment A
	  	Description and Price for Eligible Models	  	SA-20
			
	 Attachment B
	  	Information Regarding MADP Rights	  	SA-24
			
	 Attachment C
	  	Information Regarding QADP Rights	  	SA-23
			
	 Attachment D
	  	Forms of Purchase Agreement Supplement	  	SA-20
			
	 Attachment E
	  	Letter Agreements	  	SA-20
			
	 Attachment F
	  	Information regarding MADP and QADP Rights if no 787s are reconfirmed	  	SA-20
			
	 6-1162-AKP-111
	  	Aircraft Performance Guarantees	  	
			
	 AAL-PA-1980-LA-1003346
	  	Aircraft Performance Guarantees - 777-323ER	  	SA-20
			
	 AAL-PA-1980-LA-04205R2
	  	Aircraft Performance Guarantees – 777-323ER	  	SA-24
			
	 6-1162-AKP-112
	  	Spares Matters	  	
			
	 6-1162-AKP-113
	  	Model 777 Miscellaneous Commitments	  	
			
	 6-1162-AKP-114R1
	  	Installation of Cabin Systems Equipment	  	SA-22
			
	 AAL-PA-1980-LA-1003493
	  	Installation of Cabin Systems Equipment – 777-323ER	  	SA-20
			
	 6-1162-AKP-115
	  	Component and System Reliability Commitments	  	
			
	 6-1162-AKP-116
	  	Price Adjustment on Rolls-Royce Engines	  	
			
	 6-1162-AKP-117
	  	Delivery Schedule	  	
			
	 6-1162-AKP-118R2
	  	Confidentiality	  	SA-20
			
	 6-1162-AKP-204
	  	Multiple Operating Weight Program Model 777-200IGW Aircraft	  	SA-6
			
	 AAL-PA-1980-LA-1003536R1
	  	[CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT]	  	SA-21
			
	 AAL-PA-1980-LA-1003344
	  	Open Configuration Matters -777-323ER	  	SA-20
			
	 AAL-PA-1980-LA-1104563
	  	Performance Guarantees for Rights Aircraft	  	SA-23


  

					
	            P.A. No. 1980	 		 	                    SA-24
	            Table of Contents, Page v	 	BOEING PROPRIETARY	 	
		 		 	









 Supplemental Agreement No. 24 

to 
 Purchase
Agreement No. 1980 
 between 
 The Boeing Company 
 and 

AMERICAN AIRLINES, INC 
 Relating to Boeing Model 777 Aircraft 
 THIS SUPPLEMENTAL AGREEMENT, entered into
this                     day of May, 2011, (SA-24) by and between THE BOEING COMPANY, a Delaware corporation with offices in
Seattle, Washington, (Boeing) and American Airlines, Inc. (Customer); 
 RECITALS: 

WHEREAS, Boeing and Customer entered into Purchase Agreement No. 1980 dated as of October 31, 1997, as amended and
supplemented (capitalized terms used herein without definition shall have the meanings specified therefor in such Purchase Agreement) relating to Boeing Model 777 aircraft (the Purchase Agreement); and 

WHEREAS, Customer has provided notice to exercise as a [CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT
TO A REQUEST FOR CONFIDENTIAL TREATMENT]; and 
 NOW THEREFORE, In consideration of the mutual covenants herein contained, the parties
agree to amend the Purchase Agreement as follows: 
  

	1.	Table of Contents: 

 The
“Table of Contents” to the Purchase Agreement is deleted in its entirety and a revised “Table of Contents” attached hereto and identified with an “SA-24” legend, is substituted in lieu thereof to reflect
the changes made by this SA-24. 
  

	2.	Table 1-7: 

 Table 1-7
entitled 777-323ER [CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] Aircraft Delivery, Description, Price and Advance Payments is deleted in its entirety and a revised Table
1-7, attached hereto, is substituted in lieu thereof to [CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT]. 

  

					
	P.A. No. 1980	 	i	 	SA-24
		 		 	
		 	BOEING PROPRIETARY	 	










	3.	Supplemental Exhibit BFE1-2: 

 Supplemental Exhibit BFE1-2 entitled Buyer Furnished Equipment Variables relating to Boeing Model 777-323ER Aircraft is deleted in its entirety and a revised BFE1-2, attached hereto, is substituted in
lieu thereof to set forth the preliminary BFE [CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT]. 
  


	4.	Letter Agreement No. 6-1162-AKP-110R3: 

 Attachment B entitled Information Regarding MADP Rights to Letter Agreement No. 6-1162-AKP-110R3 entitled Aircraft Purchase Rights and Substitution Rights is deleted in its entirety and a revised
Attachment B, attached hereto, is substituted in lieu thereof [CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] via this SA-24. 

b. Nothing in this SA-24 precludes Customer from hereafter exercising its Substitution Right in accordance with Paragraph 5 of Letter
Agreement No. 6-1162-AKP-110R3 entitled Aircraft Purchase Rights and Substitution Rights. 
  

	5.	Letter Agreement No. AAL-PA-1980-LA-04205R1: 

 Letter Agreement No. AAL-PA-1980-LA-04205R1 entitled Aircraft Performance Guarantees – 777-323ER is deleted in its entirety and a revised Letter Agreement No. AAL-PA-1980-LA-04205R2, attached hereto,
is substituted in lieu thereof to [CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT], which is being exercised via this SA-24. 

EXPIRATION. This SA-24 is valid through May 31, 2011, at which time it will expire if not executed by both parties hereto. 

  

					
	P.A. No. 1980	 	ii	 	SA-24
		 		 	
		 	BOEING PROPRIETARY	 	









 The Purchase Agreement will be deemed to be amended to the extent provided herein and as so amended will
continue in full force and effect. In the event of any inconsistency between the above provisions and the provisions contained in the referenced exhibits to this Supplemental Agreement No. 24, the terms of the exhibits will control. 

EXECUTED IN DUPLICATE as of the day and year first above written. 
  

							
	 THE BOEING COMPANY
	    		  	AMERICAN AIRLINES, INC.
				
	 By:  
	  	 	    	By:  	  	 

  

							
	 Name:
	 	Christopher L Odegard	    	Name:  	 	 

  

							
	 Its:  
	  	Attorney-In-Fact	    	Its:  	 	 


  

					
	P.A. No. 1980	 	iii	 	SA-24
		 		 	
		 	BOEING PROPRIETARY	 	









 Table 1-7 
 777-323ER [CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] Aircraft 

Aircraft Delivery, Description, Price and Advance Payments 
 [CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] 

 

					
	AAL-PA-01980	 		 	
	 SA-20 APR 55725
	 		 	
	 SA-22, SA-23 and SA-24 APR 56305
	 	Boeing Proprietary	 	SA-23
		 		 	Page 1








 BUYER FURNISHED EQUIPMENT VARIABLES 

between 
 THE BOEING
COMPANY 
 and 

American Airlines, Inc. 

Supplemental Exhibit BFE1-2 
 to Purchase Agreement Number 1980 

  

					
	P.A. No. 1980	 	BFE1-2	 	SA-24
		 		 	Page 1
		 	BOEING PROPRIETARY	 	









 BUYER FURNISHED EQUIPMENT VARIABLES 

relating to 
 BOEING
MODEL 777-323ER AIRCRAFT 
 This Supplemental Exhibit BFE1-2 contains supplier selection dates, on-dock dates and other
requirements applicable to the Model 777-323ER aircraft (Aircraft). 
  

	1.	Supplier Selection. 

 Customer will: 

Select and notify Boeing of the suppliers and part numbers of the following BFE items by the following dates: 

 

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

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

  

					
	P.A. No. 1980	 	BFE1-2	 	SA-24
		 		 	Page 2
		 	BOEING PROPRIETARY	 	










	2.	On-dock Dates and Other Information. 


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

 

					
	 Item
	 	              Preliminary On-Dock Dates
	  	 	
                [CONFIDENTIAL PORTION

OMITTED AND FILED SEPARATELY

WITH THE COMMISSION PURSUANT

TO A REQUEST FOR CONFIDENTIAL

TREATMENT] 2012

[CONFIDENTIAL PORTION OMITTED

AND FILED SEPARATELY WITH THE

COMMISSION PURSUANT TO A

REQUEST FOR CONFIDENTIAL

TREATMENT] 2012

	 	 	 Aircraft
	  	 Aircraft

			
	 Seats
	 	 [CONFIDENTIAL
	  	 PORTION

			
	 Galleys/Furnishings
	 	 OMITTED
	  	 AND FILED

			
	 Antennas & Mounting Equipment
	 	 SEPARATELY
	  	 WITH

			
	 Avionics
	 	 THE
	  	 COMMISSION

			
	 Cabin Systems Equipment
	 	 PURSUANT
	  	 TO A

			
	 Miscellaneous Emergency Equipment
	 	 REQUEST
	  	 FOR

			
	 Textiles/Raw Material
	 	 CONFIDENTIAL
	  	 TREATMENT]


  

					
	 Item
	 	              Preliminary On-Dock Dates
	  	 	
                [CONFIDENTIAL PORTION

OMITTED AND FILED SEPARATELY

WITH THE COMMISSION PURSUANT

TO A REQUEST FOR CONFIDENTIAL

TREATMENT] 2013

[CONFIDENTIAL PORTION OMITTED

AND FILED SEPARATELY WITH THE

COMMISSION PURSUANT TO A

REQUEST FOR CONFIDENTIAL

TREATMENT] 2013

	 	 	 Aircraft
	  	 Aircraft

			
	 Seats
	 	 [CONFIDENTIAL
	  	 PORTION



  

					
	P.A. No. 1980	 	BFE1-2	 	SA-24
		 		 	Page 3
		 	BOEING PROPRIETARY	 	










					
		 	 
	 Galleys/Furnishings
	 	 OMITTED
	  	 AND FILED

			
	 Antennas & Mounting Equipment
	 	 SEPARATELY
	  	 WITH

			
	 Avionics
	 	 THE
	  	 COMMISSION

			
	 Cabin Systems Equipment
	 	 PURSUANT
	  	 TO A

			
	 Miscellaneous Emergency Equipment
	 	 REQUEST
	  	 FOR

			
	 Textiles/Raw Material
	 	 CONFIDENTIAL
	  	 TREATMENT]



  

					
	P.A. No. 1980	 	BFE1-2	 	SA-24
		 		 	Page 4
		 	BOEING PROPRIETARY	 	










					
	 Item
	 	              Preliminary On-Dock Dates
	  	 	
                [CONFIDENTIAL PORTION

OMITTED AND FILED SEPARATELY

WITH THE COMMISSION PURSUANT

TO A REQUEST FOR CONFIDENTIAL

TREATMENT] 2013

[CONFIDENTIAL PORTION OMITTED

AND FILED SEPARATELY WITH THE

COMMISSION PURSUANT TO A

REQUEST FOR CONFIDENTIAL

TREATMENT] 2013

	 	 	 Aircraft
	  	 Aircraft

	 Seats
	 	 [CONFIDENTIAL
	  	 PORTION

			
	 Galleys/Furnishings
	 	 OMITTED
	  	 AND FILED

			
	 Antennas & Mounting Equipment
	 	 SEPARATELY
	  	 WITH

			
	 Avionics
	 	 THE
	  	 COMMISSION

			
	 Cabin Systems Equipment
	 	 PURSUANT
	  	 TO A

			
	 Miscellaneous Emergency Equipment
	 	 REQUEST
	  	 FOR

			
	 Textiles/Raw Material
	 	 CONFIDENTIAL
	  	 TREATMENT]


  

	3.	Additional Delivery Requirements - Import. 


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

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

  

					
	P.A. No. 1980	 	BFE1-2	 	SA-24
		 		 	Page 5
		 	BOEING PROPRIETARY	 	









 Attachment B to Letter Agreement 6-1162-AKP-110R3 (Model 777) 

Information Regarding MADP Rights 
 [CONFIDENTIAL PORTION 
 OMITTED AND FILED 

SEPARATELY WITH THE 
 COMMISSION PURSUANT TO A 
 REQUEST FOR CONFIDENTIAL 

TREATMENT] 

					
			
	 	  	 	  	 
		  		  	
		  		  	
	  	  	  	  	  
	  	  	  	  	  
	  	  	  	  	  
	  	  	  	  	  
	  	  	  	  	  
	  	  	  	  	  
	  	  	  	  	  
	  	  	  	  	  
	  	  	  	  	  
	  	  	  	  	  
	  	  	  	  	  
	  	  	  	  	  
	  	  	  	  	  
	  	  	  	  	  

  

					
	PA No. 1980	 	SA No. 24	 	Page 1 of 1









			
	



	  	 The Boeing Company
 P.O. Box 3707
 Seattle, WA 98124-2207

		
	 	  	 

  
 AAL-PA-1980-LA-04205R2 
 American Airlines, Inc. 

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

	 	Subject:	Aircraft Performance Guarantees – 777-323ER 	 

  

	 	Reference:	Purchase Agreement No. PA-1980 (Purchase Agreement) between The Boeing Company (Boeing) and American Airlines, Inc. (Customer) relating to
Model 777-323ER 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. 

For the Aircraft set forth in Table 1-7, which are exercised via Supplemental Agreements No. 22, 23 and 24,
Boeing agrees to provide Customer with the guarantees set forth in Attachment A hereto. These guarantees are exclusive and will expire upon delivery of the Aircraft to Customer. 

1.      [CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT
TO A REQUEST FOR CONFIDENTIAL TREATMENT]. 
 [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. 

  

					
	AAL-PA-1980-LA-04205R2	 	SA-24
	Performance Guarantees – 777-323ER	 	Page 1
		 	BOEING PROPRIETARY	 	










			
	



	  	 The Boeing Company
 P.O. Box 3707
 Seattle, WA 98124-2207

		
	 	  	 

  
  

					
		
	 Very truly yours,
	  	
		
	 THE BOEING COMPANY
	  	
			
	 By    
	  	 	  	
			
	 Its
	  	Attorney-In-Fact	  	


					
		
	 ACCEPTED AND AGREED TO this
	  	
			
	 Date: 
	  	 	  	


					
		
	 American Airlines, Inc.
	  	
			
	 By 
	  	 	  	
			
	 Its
	  	 	  	


  

					
	AAL-PA-1980-LA-04205R2	 	SA-24
	Performance Guarantees – 777-323ER	 	Page 2
		 	BOEING PROPRIETARY