Supplemental Agreement No. 23 to Purchase Agreement No. 1980



 Exhibit 10.1 
 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]

Jul. [CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] Airframe
& Engine Base Year
  
	  	SA-1
			
	 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-23
	            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
	  	SA-10, SA-11, SA-12 & SA-15
		  	 SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] Engine Base Year
	  	


  

					
		 		 	
	            P.A. No. 1980	 		 	                    SA-23
	            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-23
			
	 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
	  	SA-15 & SA-16


  

					
		 		 	
	            P.A. No. 1980	 		 	                    SA-23
	            Table of Contents, Page iii	 	BOEING PROPRIETARY	 	










					
		  	  
   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])
 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-23
			
	 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-23
	            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-23
			
	     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-04205R1
	  	Aircraft Performance Guarantees – 777-323ER	  	SA-23
			
	 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-23
	            Table of Contents, Page v	 	BOEING PROPRIETARY	 	









 Supplemental Agreement No. 23 

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 April 2011, (SA-23) 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 exercice 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-23” legend, is substituted in lieu thereof to reflect
the changes made by this SA-23. 
  

	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-23
		 		 	
		 	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: 

 a. Attachments B and C entitled Information Regarding MADP Rights and Information Regarding QADP Rights, respectively, to Letter Agreement No. 6-1162-AKP-110R3 entitled Aircraft Purchase Rights and
Substitution Rights is deleted in its entirety and revised Attachments B and C, attached hereto, are substituted in lieu thereof [CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT]
via this SA-23. 
 b. Nothing in this SA-23 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-04205: 

 Letter Agreement No. AAL-PA-1980-LA-04205 entitled Aircraft Performance Guarantees – 777-323ER is deleted in its entirety and a revised Letter Agreement No. AAL-PA-1980-LA-04205R1 , attached hereto,
is substituted in lieu thereof [CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT], which are being exercised via this SA-23. 

 

	6.	Letter Agrement No. AAL-PA-1980-LA-1104563: 

 Letter Agreement No. AAL-PA-1980-LA-1104563 entitled Performance Guarantees for Rights Aircraft, attached hereto, is added to address performance guarantees for Rights Aircraft. 

EXPIRATION. This SA-23 is valid through April 29, 2011, at which time it will expire if not executed by both parties hereto. 

  

					
	P.A. No. 1980	 	ii	 	SA-23
		 		 	
		 	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, 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-23
		 		 	
		 	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 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-23
		 		 	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]
	  	
	 [CONFIDENTIAL PORTION OMITTED
	  	 
	 AND FILED SEPARATELY WITH THE
	  	
	 COMMISSION PURSUANT TO A
	  	N/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]. 
 ***        [CONFIDENTIAL PORTION OMITTED AND FILED SEPARATELY WITH THE COMMISSION
PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT]. 

  

					
	P.A. No. 1980	 	BFE1-2	 	SA-23
		 		 	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
			
	Galleys/Furnishings	  	OMITTED	  	AND FILED
			
	Antennas & Mounting Equipment	  	SEPARATELY	  	WITH
			
	Avionics	  	THE	  	COMMISSION
			
	Cabin Systems Equipment	  	PURSUANT	  	TO AT
			
	Miscellaneous Emergency Equipment	  	REQUEST	  	FOR
			
	Textiles/Raw Material	  	CONFIDENTIAL	  	TREATMENT]


  

					
	P.A. No. 1980	 	BFE1-2	 	SA-23
		 		 	Page 3
		 	BOEING PROPRIETARY	 	










					
	Item	  	                    Preliminary On-Dock
Dates
	 	  	
                    [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-23
		 		 	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. 23	 	Page 1 of 1








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

Information Regarding QADP Rights 
 [CONFIDENTIAL PORTION 
 OMITTED AND FILED 

SEPARATELY WITH THE 
 COMMISSION PURSUANT TO A 
 REQUEST FOR CONFIDENTIAL 

TREATMENT] 

							
				
	 	    	 	    	 	    	 
		    		    		    	
	  	    	  	    	  	    	  
	  	    	  	    	  	    	  
	  	    	  	    	  	    	  
	  	    	  	    	  	    	  
	  	    	  	    	  	    	  
	  	    	  	    	  	    	  
	  	    	  	    	  	    	  
	  	    	  	    	  	    	  
	  	    	  	    	  	    	  
	  	    	  	    	  	    	  
	  	    	  	    	  	    	  
	  	    	  	    	  	    	  
	  	    	  	    	  	    	  
	  	    	  	    	  	    	  
	  	    	  	    	  	    	  
 

  

					
	PA No. 1980	 	SA No. 23	 	Page 1 of 1









			
	



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

		
	 	  	 

  
  

AAL-PA-1980-LA-04205R1 
 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 and 23, 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-04205R1
	 	SA-23    
	    Performance Guarantees – 777-323ER	 	Page 1    
	 BOEING PROPRIETARY











			
	



	  	
		
		  	

  
  
     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-04205R1
	 	SA-23    
	    Performance Guarantees – 777-323ER	 	Page 2    
		 	BOEING PROPRIETARY	 	










			
	



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

		
	 	  	 

  
 AAL-PA-1980-LA-1104563 
 American Airlines, Inc. 

PO Box 619616 
 Dallas, TX 75261-9616 
  

			
	Subject:	 	Performance Guarantees for Rights Aircraft
		
	Reference:    	 	Purchase Agreement No. 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. 
 Customer recently exercised a 777-323ER Rights Aircraft with the assumption that the performance guarantees for such Aircraft would be identical to those of previously exercised 777-323ER Rights Aircraft.
Subsequent to exercising the Rights Aircraft but prior to executing a supplemental agreement, Boeing discovered and informed Customer that a different guarantee would be offered for the Aircraft. 

To avoid similar situations in the future, Boeing and Customer will work together in good faith to communicate the
performance guarantees that will be offered prior to Customer exercising a Rights Aircraft. 

  

					
	AAL-PA-1980-LA-1104563	 		 	SA-23
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		 	BOEING PROPRIETARY	 	










			
	



	  	
		
		  	

  
  

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


					
		
	 ACCEPTED AND AGREED TO this
	 	
			
	 Date:    
	 	, 2011	 	


					
		
	 American Airlines, Inc.
	 	
			
	 By    
	 	 	 	
			
	 Its
	 	 	 	


  

					
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	Performance Guarantee for Rights Aircraft	 	Page 2
		 	BOEING PROPRIETARY