EX-10.3



 Exhibit 10.3 
 Supplemental Agreement No. 36 
 to 

Purchase Agreement No. 1977 
 between 
 The Boeing Company 

and 
 American
Airlines, Inc. 
 Relating to Boeing Model 737-800 Aircraft 

THIS SUPPLEMENTAL AGREEMENT No. 36, entered into as of February 1, 2013, (SA 36) by and between THE BOEING
COMPANY, a Delaware corporation with offices in Seattle, Washington, (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. 1977 dated as of
October 31, 1997 relating to Boeing Model 737-823 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 reflect the following: 

i. Letter Agreement AAL-PA-1977-LA-1105272, entitled “Business Considerations 2” of the Purchase Agreement
(Original Business Considerations 2 Letter) will be revised [*CTR], to be reflected in Letter Agreement AAL-PA-1977-LA-1105272R1 entitled “Business Considerations 2” (Revised Business Considerations 2
Letter) which will reflect the above described change by deleting Articles 2a) and 2a)i) in the Original Business Considerations 2 Letter and replace the same in the Revised Business Considerations 2 Letter with the following new provisions:

 [*CTR] 
 ii. [*CTR] 

  

					
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 Letter Agreement AAL-PA-1977-LA-08834 entitled “Business Considerations 3”
(Business Considerations 3 Letter) will reflect the [*CTR] 
 iii. Letter Agreements AAL-PA-1977-LA-08835,
AAL-PA-1977-LA-110665, and AAL-PA-1977-LA-1106666 to the Purchase Agreement respectively entitled [*CTR] [*CTR], and [*CTR] will provide for Aircraft [*CTR] for the applicable model of 737 Aircraft. 

iv. The “Table of Contents” to the Purchase Agreement will be deleted in its entirety and a revised “Table of
Contents,” will be substituted in lieu thereof to reflect the revisions and amendments made by this SA 36. 
 v. [*CTR]

 vi. [*CTR] 
 WHEREAS, Boeing and Customer desire to specify an order of precedence for assignment provisions within the Purchase Agreement, as further amended herein, and therefore Boeing and Customer have
concurrently herewith executed Letter Agreement AAL-LA-1106678 entitled “Assignment Matters” (Assignment Letter); 
 NOW THEREFORE, in consideration of the mutual covenants herein contained the parties agree to amend the Purchase Agreement through the concurrent execution of the Assignment Letter and this SA36 to
reflect the order of precedence for the assignment provisions and as follows: 
  

	1.	Table of Contents 

 The
Table of Contents is deleted in its entirety and replaced with a revised Table of Contents, attached hereto, which sets forth the appropriate SA 36 references. The Table of Contents is hereby made part of the Purchase Agreement. 

 

	2.	Letter Agreements 

  

	 	a)	Letter Agreement No. AAL-PA-1977-LA-1105272 entitled “Business Considerations 2” is deleted in its entirety and replaced with a revised letter
agreement (R1). Letter Agreement No. AAL-PA-1977-LA-1105272R1 is hereby made part of the Purchase Agreement. Letter Agreement No. AAL-PA-1977-LA-1105272R1 supersedes and replaces in its entirety the Letter Agreement No. AAL-PA-1977-LA-1105272 and
all references to Letter Agreement AAL-PA-1977-LA-1105272 in the Purchase Agreement and any supplemental agreements and associated letter agreements to the Purchase Agreement shall be deemed to refer to the Revised Business Considerations 2 Letter.



  

					
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	 	b)	Letter Agreement No. AAL-PA-1977-LA-08834 entitled “Business Considerations 3“is added and is hereby made part of the Purchase Agreement.


  

	 	c)	Letter Agreement No. AAL-PA-1977-LA-08835 entitled [*CTR] is added and is hereby made part of the Purchase Agreement. 


 

	 	d)	Letter Agreement No. AAL-PA-1977-LA-1106665 entitled [*CTR] is added and is hereby made part of the Purchase Agreement. 


 

	 	e)	Letter Agreement No. AAL-PA-1977-LA-1106666 entitled [*CTR] is added and is hereby made part of the Purchase Agreement. 


 

	3.	[*CTR] 

 [*CTR] 

 

	4.	[*CTR] 

 [*CTR] 

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 SA 36, 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:	 	/s/ The Boeing Company	 		 	By:	 	/s/ American Airlines, Inc.
	Its:	 	Attorney-In-Fact	 		 	Its:	 	VP Corporate Development and Treasurer


  

					
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 TABLE OF CONTENTS 

 

					
	ARTICLES	  		  	 SA
 NUMBER

			
	1.	  	Quantity, Model and Description	  	SA-21
	2.	  	Delivery Schedule	  	
	3.	  	Price	  	
	4.	  	Payment	  	
	5.	  	Miscellaneous	  	
			
	TABLE	  		  	
	1	  	Aircraft Delivery, Description, Price and Advance Payments	  	SA-29
	1A	  	Aircraft Delivery, Description, Price and Advance Payments – [*CTR]	  	SA-33
	1B	  	Aircraft Delivery, Description, Price and Advance Payments – Exercised MADP Aircraft	  	SA-33
	1C	  	Aircraft Delivery, Description, Price and Advance Payments – [*CTR]	  	SA-33
	1D	  	Aircraft Delivery, Description, Price and Advance Payments – Boeing Sky Interior Aircraft	  	SA-33
	1E	  	Aircraft Delivery, Description, Price and Advance Payments – SA-34 Exercised Aircraft	  	SA-34
	1F	  	Aircraft Delivery, Description, Price and Advance Payments – Purchased Aircraft	  	SA-35
			
	EXHIBITS	  		  	
			
	A	  	Aircraft Configuration	  	
	A1	  	Aircraft Configuration	  	SA-33
	A2	  	Aircraft Configuration	  	SA-33
	B	  	Aircraft Delivery Requirements and Responsibilities	  	
	C	  	Defined Terms	  	
			
	SUPPLEMENTAL EXHIBITS	  		  	
	AE1	  	Escalation Adjustment Airframe and Optional Features	  	SA-20
	BFE1	  	BFE Variables	  	SA-35
	CS1	  	Customer Support Variables	  	
	SLP1	  	Service Life Policy Components	  	
	EE1	  	Engine Escalation, Engine Warranty and Patent Indemnity	  	SA


  

					
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 TABLE OF CONTENTS, continued 
  


					
	LETTER AGREEMENTS	  		  	 SA
 NUMBER

			
	 6-1162-AKP-070
	  	Miscellaneous Commitments for Model 737, 757,767 and 777 Aircraft	  	
			
	 6-1162-AKP-072R1
	  	[*CTR]
Terminated Per AAL-PA-1977-LA-1105595	  	
			
	 6-1162-AKP-073
	  	Accident Claims and Litigation	  	
			
	 6-1162-AKP-074R2
	  	Business Considerations	  	
			
	 6-1162-AKP-075R1
	  	Aircraft Purchase Rights and Substitution Rights SA-35	  	SA-35
			
		  	- Attachment A	  	SA-35
			
		  	- Attachment B	  	SA-35
			
		  	- Attachment C	  	SA-35
			
	 6-1162-AKP-076
	  	Aircraft Performance Guarantees	  	
			
	 6-1162-AKP-077
	  	Spares Matters	  	
			
	 6-1162-AKP-078
	  	Model 737 Miscellaneous Commitments	  	
			
	 6-1162-AKP-079
	  	[*CTR] Sharing	  	
			
	 6-1162-AKP-080
	  	Installation of Cabin Systems Equipment	  	
			
	 6-1162-AKP-081
	  	Model 737 Maintenance Cost Commitment	  	
			
	 6-1162-AKP-082
	  	Confidentiality	  	
			
	 6-1162-AKP-083
	  	Model 737 Introduction Cost Commitment	  	
			
	 6-1162-AKP-084
	  	Performance Retention Commitment	  	
			
	 6-1162-AKP-085
	  	Component Reliability Commitments	  	
			
	 6-1162-AKP-117
	  	Delivery Schedule	  	
			
	 6-1162-SSM-1405R1
	  	Multiple Operating Weight Program Attachment B	  	SA-35
			
		  	- Attachment B	  	SA-35
			
	 6-1162-CLO-1035
	  	Aircraft Performance Guarantees	  	SA-28
			
	 AAL-PA-1977-LA-1105509
	  	Aircraft Performance Guarantees, 737-700	  	SA-35
			
	 AAL-PA-1977-LA-1105511
	  	Aircraft Performance Guarantees, 737-900ER	  	SA-35
	6-1162-CLO-1038	  	Advance Payments and Permitted Transactions	  	SA-31


  

					
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 TABLE OF CONTENTS, continued 
  


					
	 LETTER AGREEMENTS, Continued
	  	 SA
 NUMBER

			
	 6-1162-CLO-1082
	  	Advance Payments and Permitted Transactions 2	  	SA-32
			
	 AAL-PA-1977-LA-01073
	  	Advance Payments and Permitted Transactions 3	  	SA-34
			
	 AAL-PA-1977-LA-1105271
	  	Advance Payments and Permitted Transactions 4	  	SA-35
			
	 AAL-PA-1977-LA-1105272R1
	  	Business Considerations 2	  	SA-36
			
	 AAL-PA-1977-LA-1105616
	  	Open Configuration Matters	  	SA-35
			
	 AAL-PA-1977-LA-1105863
	  	Performance Guarantees for Rights Aircraft	  	SA-35
			
	 AAL-PA-1977-LA-08834
	  	Business Considerations 3	  	SA-36
			
	 AAL-PA-1977-LA-08835
	  	[*CTR]	  	SA-36
			
	 AAL-PA-1977-LA-1106665
	  	[*CTR]	  	SA-36
			
	 AAL-PA-1977-LA-1106666
	  	[*CTR]	  	SA-36
			
	 AAL-LA-1106678
	  	Assignment Matters	  	SA-36


  

					
	P.A. No. 1977	  		  	SA-36
	Table of Contents	  		  	Page 3

  


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 [*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-1977-LA-1105272R1 
 American Airlines, Inc. 
 P.O. 619616 
 Dallas-Fort worth Airport, Texas 75261-9616 
 Subject: Business Considerations 2 

 

	Reference:	a)   Purchase Agreement No. 1977 (Purchase Agreement) between The Boeing Company (Boeing) and American
      Airlines, Inc. (Customer) relating to Model 737-823 aircraft (Aircraft) 


 

	 	b)	Letter Agreement 6-1162-AKP-074R2 or as may be subsequently amended, entitled Business Considerations. 


 

	 	c)	Letter Agreement 6-1162-SSM-1405R1 or as may be subsequently amended, entitled Multiple Operating Weight Program Model, 737-723/-823/-923ER 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 and Customer agree that the purchase price
for Aircraft [*CTR] scheduled to deliver [*CTR] (Purchased Aircraft) shall be modified and separate from Aircraft purchase prices established prior to the execution of Supplemental Agreement Number 35 and the following terms will apply
to such Purchased Aircraft. All references to Airframe Prices are the Airframe Prices listed in Attachment A to Letter Agreement No. 6-1162-AKP-075R1, as may be subsequently amended. 

 

	1.	Model 737-923ER Basic Credit Memoranda. 


a)       If Customer purchases one or more Model 737-923ER Purchased Aircraft pursuant to Letter Agreement
No. 6-1162-AKP-075R1, as may be subsequently amended, then Boeing will issue to Customer [*CTR] Such credit memoranda will be comprised of: 
  

	 	(i)	a basic credit memorandum in the amount of [*CTR] and 


  

					
	P.A. No. 1977	  	SA-36	  	AAL-PA-1977-LA-1105272R1
	Business Considerations 2	  		  	Page 1
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	 	ii)	[*CTR] 

 b)      
Notwithstanding anything in 1.a) above, for each Model 737-923ER Purchased Aircraft purchased pursuant to Letter Agreement No. 6-1162-AKP-075R1, as may be subsequently amended, [*CTR] 
 c)       In addition, Customer agrees that over the next six to nine month period following the date of this Letter Agreement, at the reasonable request of Boeing, Customer
will participate in discussions with Boeing regarding the capabilities of the 737-900ER aircraft. Nothing in this Letter Agreement shall constitute an obligation of Customer in regards to the purchase of such aircraft. 

2.       Model 737-823 Basic Credit Memoranda. 
 a)       Boeing will issue to Customer [*CTR] Purchased Aircraft credit memoranda in an aggregate amount equal to [*CTR] Such credit memoranda will be comprised of:

  

	 	i)	a basic credit memorandum (737-823 Basic Credit Memo) in the amount of [*CTR] and 


 

	 	ii)	[*CTR] 

 b)
      Notwithstanding anything in 2.a) above, for each Model 737-823 Purchased Aircraft, [*CTR] 
 c)
      [*CTR] 
  

	3.	Model 737-723 Basic Credit Memoranda. 


a)       If Customer purchases one or more Model 737-723 Purchased Aircraft pursuant to Letter Agreement
No. 6-1162-AKP-075R1, as may be subsequently amended, then Boeing will issue to Customer [*CTR] Such credit memoranda will be comprised of: 
  

	 	(i)	a basic credit memorandum in the amount of [*CTR] and 

  

	 	ii)	[*CTR] 

 b)
      Notwithstanding anything in 3.a) above, for each Model 737-723 Purchased Aircraft purchased pursuant to Letter Agreement No. 6-1162-AKP-075R1, as may be subsequently amended, [*CTR] 

c)       [*CTR] 

  

					
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	4.	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. 
  

	5.	Application of Credit Memoranda. 

 Customer will be entitled to use each credit memorandum [*CTR] 
  

	6.	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. 

  

					
	P.A. No. 1977	  	SA-36	  	AAL-PA-1977-LA-1105272R1
	Business Considerations 2	  		  	Page 3
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	  		  	The Boeing Company
	  		  	P.O. Box 3707
	  		  	Seattle, WA 98124-2207

  


			
	Very truly yours,
	
	THE BOEING COMPANY
		
	By:	 	/s/ The Boeing Company
		
	Its:	 	Attorney-In-Fact

  

			
	ACCEPTED AND AGREED TO this
		
	Date:	 	FEBRUARY 1, 2013

  

			
	AMERICAN AIRLINES, INC.
		
	By:	 	/s/ American Airline, Inc.
		
	Its:	 	VP Corporate Development and Treasurer


  

					
	P.A. No. 1977	  	SA-36	  	AAL-PA-1977-LA-1105272R1
	Business Considerations 2	  		  	Page 4
	 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-1977-LA-08834 
 American Airlines, Inc. 
 P.O. 619616 
 Dallas-Fort worth Airport, Texas 75261-9616 
  

	Subject:	Business Considerations 3 

  

	Reference:	Purchase Agreement No. PA-1977 (Purchase Agreement) between The Boeing Company (Boeing) and American Airlines, Inc.
(Customer) relating to Model 737-823 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. 

 

	1.	[*CTR] 

  

	a)	[*CTR] 

  

	b)	[*CTR] 

  

	 	1.	[*CTR] 

  

	 	2.	[*CTR] 

  

	 	3.	[*CTR] 

  

	 	4.	[*CTR] 

  

	2.	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. 
  

	3.	Confidential Treatment. 


Customer and Boeing understand that certain commercial and financial information contained in this Letter Agreement are considered by
Boeing and Customer as confidential. 

  

					
	P.A. No. 1977	  	SA-36	  	AAL-PA-1977-LA-08834
	Business Considerations 3	  		  	Page 1
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	  		  	The Boeing Company
	  		  	P.O. Box 3707
	  		  	Seattle, WA 98124-2207

  

 Customer and Boeing agree that each will treat this Letter Agreement and the information
contained herein as confidential and will not, without the prior written consent of the other, disclose this Letter Agreement or any information contained herein to any other person or entity, except as provided in this Letter Agreement or in the
applicable Purchase Agreement. 
  

			
	Very truly yours,
	
	THE BOEING COMPANY
		
	By:	 	 /s/ The Boeing Company

		
	Its:	 	Attorney-In-Fact

  

			
	ACCEPTED AND AGREED TO this
		
	Date:	 	FEBRUARY 1, 2013

  

			
	AMERICAN AIRLINES, INC.
		
	By:	 	/s/ American Airlines, Inc.
		
	Its:	 	VP Corporate Development and Treasurer


  

					
	P.A. No. 1977	  	SA-36	  	AAL-PA-1977-LA-08834
	Business Considerations 3	  		  	Page 1
	BOEING PROPRIETARY	  		  	










					
	



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

 AAL-PA-1977-LA-08835 
 American Airlines, Inc. 
 P.O. Box 619616 
 Dallas-Fort Worth Airport, Texas 75261-9616 
  

	Subject:	[*CTR] 

  

	Reference:	Purchase Agreement No. PA-1977 (Purchase Agreement) between The Boeing Company (Boeing) and American Airlines, Inc.
(Customer) relating to Model 737-823 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 Attachments. Attachment A sets forth [*CTR]. [*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 [*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. 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. 

  

					
	P.A. No. 1977	  	SA-36	  	AAL-PA-1977-LA-08835
	[*CTR]	  		  	Page 1
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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

  


			
	Very truly yours,
	
	THE BOEING COMPANY
		
	By:	 	 /s/ The Boeing Company

	Its:	 	Attorney-In-Fact
	
	ACCEPTED AND AGREED TO this
		
	Date:	 	FEBRUARY 1, 2013
	
	AMERICAN AIRLINES, INC.
		
	By:	 	 /s/ American Airlines, Inc.

	Its:	 	VP Corporate Development and Treasurer


  

					
	P.A. No. 1977	  	SA-36	  	AAL-PA-1977-LA-08835
	[*CTR]	  		  	Page 2
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 Attachment A to Letter Agreement 
 No. AAL-PA-1977-LA-08835 
 [*CTR] 
 Page 1 
  

 [*CTR] 
 FOR AMERICAN AIRLINES, INC. 
  

			
	SECTION	  	CONTENTS
	1	  	AIRCRAFT MODEL APPLICABILITY
		
	2	  	FLIGHT PERFORMANCE
		
	3	  	[*CTR]
		
	4	  	[*CTR]
		
	5	  	AIRCRAFT CONFIGURATION
		
	6	  	GUARANTEE CONDITIONS
		
	7	  	GUARANTEE COMPLIANCE
		
	8	  	EXCLUSIVE GUARANTEES


  

			
	P.A. No. PA-1977	  	
	AERO-B-BBA4-M12-0618	  	SS12-0314
	BOEING PROPRIETARY	  	



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









 Attachment A to Letter Agreement 
 No. AAL-PA-1977-LA-08835 
 [*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	  	[*CTR]
		
	2.1.1	  	The FAA approved [*CTR]
					
		  		  	[*CTR]	  		  	
		
	2.1.2	  	The FAA approved [*CTR] shall not be less than the following guarantee value:
					
		  		  	[*CTR]	  		  	
		
		  	Conditions:
		
		  	 [*CTR]

					
		  		  	 1.
 2.
	  	 [*CTR]
 [*CTR]

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

[*CTR]

		
	2.1.3	  	The FAA approved [*CTR] shall not be less than the following guarantee value:
					
		  		  	[*CTR]	  		  	
		
		  	Conditions:
		
		  	 [*CTR]

					
		  		  	 1.
 2.

3.
	  	 [*CTR]
 [*CTR]

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

[*CTR]
 [*CTR]

		
	2.2	  	[*CTR]


  

			
	P.A. No. PA-1977	  	
	AERO-B-BBA4-M12-0618	  	SS12-0314
	BOEING PROPRIETARY	  	



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









 Attachment A to Letter Agreement 
 No. AAL-PA-1977-LA-08835 
 [*CTR] 
 Page 3 
  


									
		  	The FAA approved [*CTR], shall not be more than the following guarantee value:
					
		  		  	[*CTR]	  		  	
		
	2.3	  	Mission
		
	2.3.1	  	Mission Payload
		
		  	The payload for a stage length of [*CTR] nautical miles in still air [*CTR] using the conditions and operating rules defined below, shall not be less than the following
guarantee value:
					
		  		  	NOMINAL:	  	[*CTR]	  	
		  		  	TOLERANCE:	  	[*CTR]	  	
		  		  	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.
					
		  	Takeoff:	  	[*CTR]	  		  	
					
		  		  	 1. 
 2. 
	  	 [*CTR]
 [*CTR]

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

[*CTR]

					
		  		  	[*CTR]	  		  	
			
		  		  	The takeoff gross weight shall conform to FAA Regulations.
					
		  	Climbout Maneuver:	  	[*CTR]	  		  	
					
		  	Climb:	  	[*CTR]	  		  	
					
		  	Cruise:	  	[*CTR]	  		  	
					
		  	Descent:	  	[*CTR]	  		  	


  

			
	P.A. No. PA-1977	  	
	AERO-B-BBA4-M12-0618	  	SS12-0314
	BOEING PROPRIETARY	  	



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









 Attachment A to Letter Agreement 
 No. AAL-PA-1977-LA-08835 
 [*CTR] 
 Page 4 
  


									
		  	 Approach
 and
Landing
 Maneuver:
	  	[*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]

			
		  		  	 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]
					
		  		  	[*CTR]	  		  	
		
	2.3.2	  	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:

					
		  		  	 NOMINAL:
	  	[*CTR]	  	
		  		  	TOLERANCE:	  	[*CTR]	  	
		  		  	GUARANTEE:	  	[*CTR]	  	
			
		  	Conditions and operating rules:	  	
			
		  	Stage Length:	  	The stage length is defined as the sum of the distances for climb, cruise, and descent.


  

			
	P.A. No. PA-1977	  	
	AERO-B-BBA4-M12-0618	  	SS12-0314
	BOEING PROPRIETARY	  	



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









 Attachment A to Letter Agreement 
 No. AAL-PA-1977-LA-08835 
 [*CTR] 
 Page 5 
  


									
		  	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]	  		  	
					
		  	Cruise:	  	[*CTR]	  		  	
					
		  	Descent:	  	[*CTR]	  		  	
					
		  	 Approach
 and
Landing
 Maneuver:
	  	[*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]

			
		  		  	 Approach and Landing Maneuver:
 [*CTR]



  

			
	P.A. No. PA-1977	  	
	AERO-B-BBA4-M12-0618	  	SS12-0314
	BOEING PROPRIETARY	  	



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









 Attachment A to Letter Agreement 
 No. AAL-PA-1977-LA-08835 
 [*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]
					
		  		  	 [*CTR]
	  		  	
		
	2.3.3	  	Operational Empty Weight Basis
		
		  	The Operational Empty Weight (OEW) derived in Paragraph 2.3.4 is the basis for the mission guarantees of Paragraphs 2.3.1 and 2.3.2.


  

			
	P.A. No. PA-1977	  	
	AERO-B-BBA4-M12-0618	  	SS12-0314
	BOEING PROPRIETARY	  	



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









 Attachment A to Letter Agreement 
 No. AAL-PA-1977-LA-08835 
 [*CTR] 
 Page 7 
  

 2.3.4 737-800 Weight Summary - American Airlines 

 

																	
	 	 	  	Pounds	 
	 [*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]	  
	 [*CTR]
	   
	  	 	[*CTR]	  
	 [*CTR]
	   
	  	 	[*CTR]	  
	 [*CTR]
	   
	  	 	[*CTR]	  
	 Standard and Operational Items Allowance
(Paragraph 2.3.5)
	    
	  	 	[*CTR]	  
	 [*CTR]
	   
	  	 	[*CTR]	  
		  	 	[*CTR]	  	  	 	[*CTR]	  	  	 	[*CTR]	  	  			
	 [*CTR]
	  	 	[*CTR]	  	  	 	[*CTR]	  	  	 	[*CTR]	  	  			
	 [*CTR]
	  	 	[*CTR]	  	  	 	[*CTR]	  	  				  			
	 [*CTR]
	  	 	[*CTR]	  	  	 	[*CTR]	  	  				  			
	 [*CTR]
	  	 	[*CTR]	  	  	 	[*CTR]	  	  				  			


  

			
	P.A. No. PA-1977	  	
	AERO-B-BBA4-M12-0618	  	SS12-0314
	BOEING PROPRIETARY	  	



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









 Attachment A to Letter Agreement 
 No. AAL-PA-1977-LA-08835 
 [*CTR] 
 Page 8 
  

 2.3.5 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]	  	  				  			
	 Tourist Class
	  	 	[*CTR]	  	  	 	[*CTR]	  	  				  			
	 Passenger Service Equipment
	  	 	[*CTR]	  	  				  	 	[*CTR]	  	  			
	 Potable Water [*CTR]
	  				  				  	 	[*CTR]	  	  			
	 Waste Tank Disinfectant
	  				  				  	 	[*CTR]	  	  			
	 Emergency Equipment
	  				  				  	 	[*CTR]	  	  			
	 Escape Slides - Forward
	  	 	[*CTR]	  	  	 	[*CTR]	  	  				  			
	 Escape Slides - 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. PA-1977	  	
	AERO-B-BBA4-M12-0618	  	SS12-0314
	BOEING PROPRIETARY	  	



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









 Attachment A to Letter Agreement 
 No. AAL-PA-1977-LA-08835 
 [*CTR] 
 Page 9 
  


	3	[*CTR] 

  

	  	[*CTR] 

  

	4	[*CTR] 

  

	4.1	[*CTR] 

  

	4.1.1	[*CTR] 

  

	  	[*CTR] 

  

	4.2	[*CTR] 

  

	4.2.1	[*CTR] 

  

	4.2.2	[*CTR] 

  

	4.3	[*CTR] 

  

	  	[*CTR] 

  

	4.4	[*CTR] 

  

	  	[*CTR] 

  

	5	AIRCRAFT CONFIGURATION 

  

	5.1	The guarantees contained in this Attachment are based on the Aircraft configuration as defined in the original release of Detail Specification TBD (hereinafter
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,
sound levels, and/or weight and balance of the Aircraft. Such adjustment shall be accounted for by Boeing in its evidence of compliance with the guarantees. 


 

	5.2	[*CTR] 


  

			
	P.A. No. PA-1977	  	
	AERO-B-BBA4-M12-0618	  	SS12-0314
	BOEING PROPRIETARY	  	



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









 Attachment A to Letter Agreement 
 No. AAL-PA-1977-LA-08835 
 [*CTR] 
 Page 10 
  


	  	(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 IV of the Detail Specification and the actual weights. 


 

	6	GUARANTEE CONDITIONS 

  

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


  

	6.2	The Federal Aviation Administration (FAA) regulations referred to in this Attachment are, unless otherwise specified, the 737-800 Certification Basis regulations
specified in the Type Certificate Data Sheet A16WE, Revision 44, dated August 24, 2009. 

  

	6.3	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 Paragraphs 4.1 or 6.2, 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. 

  

	6.4	The [*CTR] and [*CTR] guarantees, and the [*CTR] of the mission guarantees are based on [*CTR] 


 

	6.5	[*CTR] 

  

	6.6	[*CTR] 

  

	6.7	[*CTR] 

  

	6.8	[*CTR] 

  

	6.9	[*CTR] 

  

	6.10	[*CTR] 


  

			
	P.A. No. PA-1977	  	
	AERO-B-BBA4-M12-0618	  	SS12-0314
	BOEING PROPRIETARY	  	



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









 Attachment A to Letter Agreement 
 No. AAL-PA-1977-LA-08835 
 [*CTR] 
 Page 11 
  


	7	GUARANTEE COMPLIANCE 

  

	7.1	Compliance with the guarantees of Sections 2, 3 and 4 shall be based on the conditions specified in those sections, the Aircraft configuration of Section 5
and the guarantee conditions of Section 6. 

  

	7.2	Compliance with the takeoff and landing guarantees, the takeoff portion of the mission guarantee, and the community sound level guarantees shall be based on the
FAA approved Airplane Flight Manual for the Model 737-800. 

  

	7.3	[*CTR] 

  

	7.4	[*CTR] 

  

	7.5	[*CTR] 

  

	7.6	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. 

  

	7.7	[*CTR] 

  

	7.7.1	[*CTR] 

  

	7.7.2	[*CTR] 

  

	7.7.3	[*CTR] 

  

	7.7.4	[*CTR] 

  

	7.8	[*CTR] 

  

	7.9	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. 

  

	8	EXCLUSIVE GUARANTEES 

  

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


  

			
	P.A. No. PA-1977	  	
	AERO-B-BBA4-M12-0618	  	SS12-0314
	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-1977-LA-1106665 
 American Airlines, Inc. 
 P.O. Box 619616 
 Dallas-Fort Worth Airport, Texas 75261-9616 
  

	Subject:	[*CTR] 

  

	Reference:	Purchase Agreement No. 1977 (Purchase Agreement) between The Boeing Company (Boeing) and American Airlines, Inc.
(Customer) relating to Model 737-823 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]. [*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 [*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. 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. 

  

					
	P.A. No. 1977	  	SA-36	  	AAL-PA-1977-LA-1106665
	[*CTR]	  		  	Page 1
	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

  


			
	Very truly yours,
	
	THE BOEING COMPANY
		
	By:	 	 /s/ The Boeing Company

	Its:	 	Attorney-In-Fact
	
	ACCEPTED AND AGREED TO this
		
	Date:	 	FEBRUARY 1, 2013
	
	AMERICAN AIRLINES, INC.
		
	By:	 	 /s/ American Airlines, Inc.

	Its:	 	VP Corporate Development and Treasurer


  

					
	P.A. No. 1977	  	SA-36	  	AAL-PA-1977-LA-1106665
	[*CTR]	  		  	Page 1
	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-1977-LA-1106665 
 [*CTR] 
 Page 1 
  

 [*CTR] 
 FOR AMERICAN AIRLINES, INC. 
  

			
	SECTION	  	CONTENTS
	1	  	AIRCRAFT MODEL APPLICABILITY
		
	2	  	FLIGHT PERFORMANCE
		
	3	  	[*CTR]
		
	4	  	[*CTR]
		
	5	  	AIRCRAFT CONFIGURATION
		
	6	  	GUARANTEE CONDITIONS
		
	7	  	GUARANTEE COMPLIANCE
		
	8	  	EXCLUSIVE GUARANTEES


  

			
	P.A. No. PA-1977	  	
	AERO-B-BBA4-M11-0668A	  	SS112-0372
	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-1977-LA-1106665 
 [*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	  	[*CTR]
		
	2.1.1	  	The FAA approved [*CTR
					
		  		  	[*CTR]	  		  	
		
	2.1.2	  	The FAA approved [*CTR] shall not be less than the following guarantee value:
					
		  		  	[*CTR]	  		  	
		
		  	Conditions:
		
		  	 [*CTR]

					
		  		  	     1.

    2.
	  	 [*CTR]
 [*CTR]

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

[*CTR]

		
	2.1.3	  	The FAA approved [*CTR], shall not be less than the following guarantee value:
					
		  		  	[*CTR]	  		  	
		
		  	Conditions:
		
		  	 [*CTR]

					
		  		  	     1.

    2.

    3.
	  	 [*CTR]
 [*CTR]

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

[*CTR]

[*CTR]



  

			
	P.A. No. PA-1977	  	
	AERO-B-BBA4-M11-0668A	  	SS112-0372
	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-1977-LA-1106665 
 [*CTR] 
 Page 3 
  


									
	2.2	  	[*CTR]	  		  		  	
		
		  	The FAA approved [*CTR], shall not be more than the following guarantee value:
					
		  		  	[*CTR]	  		  	
		
	2.3	  	Mission
		
	2.3.1	  	Mission Payload
		
		  	The payload for a stage length of [*CTR] nautical miles in still air (equivalent to a distance of [*CTR]) using the conditions and operating rules defined below, shall
not be less than the following guarantee value:
					
		  		  	NOMINAL:	  	[*CTR]	  	
		  		  	TOLERANCE:	  	[*CTR]	  	
		  		  	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.
					
		  	Takeoff:	  	[*CTR]	  		  	
					
		  		  	 1.
 2. 
 3. 
	  	 [*CTR]
 [*CTR]

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

[*CTR]
 [*CTR]

					
		  		  	[*CTR]	  		  	
			
		  		  	The takeoff gross weight shall conform to FAA Regulations.
					
		  	Climbout Maneuver:	  	[*CTR]	  		  	
					
		  	Climb:	  	[*CTR].	  		  	


  

			
	P.A. No. PA-1977	  	
	AERO-B-BBA4-M11-0668A	  	SS112-0372
	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-1977-LA-1106665 
 [*CTR] 
 Page 4 
  


									
		  	Cruise:	  	[*CTR]	  		  	
					
		  	Descent:	  	[*CTR].	  		  	
					
		  	 Approach
 and
Landing
 Maneuver:
	  	[*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]

			
		  		  	 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]
					
		  		  	[*CTR]	  		  	
		
	2.3.2	  	Mission Payload
		
		  	The payload for a stage length of [*CTR] nautical miles in still air (equivalent to a distance of [*CTR]) using the conditions and operating rules defined below, shall
not be less than the following guarantee value:
					
		  		  	 NOMINAL:
	  	[*CTR]	  	
		  		  	TOLERANCE:	  	[*CTR]	  	
		  		  	GUARANTEE:	  	[*CTR]	  	
		
		  	Conditions and operating rules:


  

			
	P.A. No. PA-1977	  	
	AERO-B-BBA4-M11-0668A	  	SS112-0372
	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-1977-LA-1106665 
 [*CTR] 
 Page 5 
  


									
		  	 Stage
 Length:
	  	The stage length is defined as the sum of the distances for the climbout maneuver, climb, cruise, and descent.
					
		  	Takeoff:	  	[*CTR]	  		  	
			
		  		  	The following obstacle definition is based on a straight out departure where obstacle height and distance are specified with reference to the liftoff end of the
runway:
					
		  		  	1. 	  	 [*CTR]
 [*CTR]
	  	 [*CTR]

[*CTR]

					
		  		  	[*CTR]	  		  	
			
		  		  	The takeoff gross weight shall conform to FAA Regulations.
					
		  	Climbout Maneuver:	  	[*CTR]	  		  	
					
		  	Climb:	  	[*CTR]	  		  	
					
		  	Cruise:	  	[*CTR]	  		  	
					
		  	Descent:	  	[*CTR]	  		  	
					
		  	 Approach
 and
Landing
 Maneuver:
	  	[*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]



  

			
	P.A. No. PA-1977	  	
	AERO-B-BBA4-M11-0668A	  	SS112-0372
	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-1977-LA-1106665 
 [*CTR] 
 Page 6 
  


									
		  		  	 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]
					
		  		  	[*CTR]	  		  	
		
	2.3.3	  	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:
					
		  		  	 NOMINAL:
	  	[*CTR]	  	
					
		  		  	TOLERANCE:	  	[*CTR]	  	
					
		  		  	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]	  		  	
			
		  		  	The takeoff gross weight is not limited by the airport conditions.
					
		  	Climbout Maneuver:	  	[*CTR]	  		  	
					
		  	Climb:	  	[*CTR]	  		  	


  

			
	P.A. No. PA-1977	  	
	AERO-B-BBA4-M11-0668A	  	SS112-0372
	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-1977-LA-1106665 
 [*CTR] 
 Page 7 
  


									
		  	Cruise:	  	[*CTR]	  		  	
					
		  	Descent:	  	[*CTR]	  		  	
					
		  	Approach and Landing Maneuver:	  	[*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]

			
		  		  	 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]
					
		  		  	[*CTR]	  		  	
		
	2.3.4	  	Operational Empty Weight Basis
		
		  	The Operational Empty Weight (OEW) derived in Paragraph 2.3.5 is the basis for the mission guarantees of Paragraphs 2.3.1 and 2.3.2.


  

			
	P.A. No. PA-1977	  	
	AERO-B-BBA4-M11-0668A	  	SS112-0372
	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-1977-LA-1106665 
 [*CTR] 
 Page 8 
  

 2.3.5 737-700 Weight Summary—American Airlines 

 

																	
	 	  	 	 	  	 	 	  	 	 	  	Pounds	 
	 [*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]
	  				  				  				  			
	 [*CTR]
	  				  				  				  	 	[*CTR]	  
	 [*CTR]
	  				  				  				  	 	[*CTR]	  
	 [*CTR]
	  				  				  				  	 	[*CTR]	  
	 [*CTR]
	  				  				  				  	 	[*CTR]	  
	 [*CTR]
	  				  				  				  	 	[*CTR]	  
	 Standard and Operational Items Allowance
(Paragraph 2.3.6)
	  				  				  				  	 	[*CTR]	  
	 [*CTR]
	  				  				  				  	 	[*CTR]]	  
		  	 	[*CTR]	  	  	 	[*CTR]	  	  	 	[*CTR]	  	  			
	 [*CTR]
	  				  				  	 	[*CTR]	  	  			
	 [*CTR]
	  	 	[*CTR]	  	  	 	[*CTR]	  	  				  			
	 [*CTR]
	  	 	[*CTR]	  	  	 	[*CTR]	  	  				  			


  

			
	P.A. No. PA-1977	  	
	AERO-B-BBA4-M11-0668A	  	SS112-0372
	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-1977-LA-1106665 
 [*CTR] 
 Page 9 
  


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


  

			
	P.A. No. PA-1977	  	
	AERO-B-BBA4-M11-0668A	  	SS112-0372
	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-1977-LA-1106665 
 [*CTR] 
 Page 10 
  

 2.3.6 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]	  	  				  			
	 Tourist Class
	  	 	[*CTR]	  	  	 	[*CTR]	  	  				  			
	 Passenger Service Equipment
	  	 	[*CTR]	  	  				  	 	[*CTR]	  	  			
	 Potable Water —[*CTR]
	  				  				  	 	[*CTR]	  	  			
	 Waste Tank Disinfectant
	  				  				  	 	[*CTR]	  	  			
	 Emergency Equipment
	  				  				  	 	[*CTR]	  	  			
	 Escape Slides—Forward
	  	 	[*CTR]	  	  	 	[*CTR]	  	  				  			
	 Escape Slides—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. PA-1977	  	
	AERO-B-BBA4-M11-0668A	  	SS112-0372
	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-1977-LA-1106665 
 [*CTR] 
 Page 11 
  


	3	[*CTR] 

  

	  	[*CTR] 

  

	4	[*CTR] 

  

	4.1	[*CTR] 

  

	  	[*CTR] 

  

	4.2	[*CTR] 

  

	4.2.1	[*CTR] 

  

	4.2.2	[*CTR] 

  

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


  

	4.3	[*CTR] 

  

	  	[*CTR] 

  

	4.4	[*CTR] 

  

	  	[*CTR] 

  

	5	AIRCRAFT CONFIGURATION 

  

	5.1	 The guarantees contained in this Attachment are based on the Aircraft configuration as defined in the original release of Detail Specification
TBD (hereinafter referred to as the Detail Specification). Appropriate adjustment shall be made for changes in such Detail Specification 



  

			
	P.A. No. PA-1977	  	
	AERO-B-BBA4-M11-0668A	  	SS112-0372
	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-1977-LA-1106665 
 [*CTR] 
 Page 12 
  


	 	
approved by the Customer and Boeing or otherwise allowed by the Purchase Agreement which cause changes to the flight performance, sound levels, and/or weight and balance of the Aircraft. Such
adjustment shall be accounted for by Boeing in its evidence of compliance with the guarantees. 

  

	5.2	[*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 IV of the Detail Specification and the actual weights. 


 

	6	GUARANTEE CONDITIONS 

  

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


  

	6.2	The Federal Aviation Administration (FAA) regulations referred to in this Attachment are, unless otherwise specified, the 737-700 Certification Basis regulations
specified in the Type Certificate Data Sheet A16WE, Revision 44, dated August 8, 2009. 

  

	6.3	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 Paragraphs 4.1.1 or 6.2, 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. 

  

	6.5	[*CTR] 

  

	6.4	The [*CTR] and [*CTR] guarantees, and the [*CTR] of the mission guarantees are based on [*CTR] 


 

	6.6	[*CTR] 

  

	6.7	[*CTR] 


  

			
	P.A. No. PA-1977	  	
	AERO-B-BBA4-M11-0668A	  	SS112-0372
	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-1977-LA-1106665 
 [*CTR] 
 Page 13 
  


	6.8	[*CTR] 

  

	6.9	[*CTR] 

  

	6.10	[*CTR] 

  

	6.11	[*CTR] 

  

	7	GUARANTEE COMPLIANCE 

  

	7.1	Compliance with the guarantees of Sections 2, 3 and 4 shall be based on the conditions specified in those sections, the Aircraft configuration of Section 5
and the guarantee conditions of Section 6. 

  

	7.2	Compliance with the takeoff and landing guarantees and the takeoff portion of the mission guarantee shall be based on the FAA approved Airplane Flight Manual for
the Model 737-700. 

  

	7.3	[*CTR] 

  

	7.4	[*CTR] 

  

	7.5	[*CTR] 

  

	7.6	[*CTR] 

  

	7.7	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. 

  

	7.8	[*CTR] 

  

	7.8.1	[*CTR] 

  

	7.8.2	[*CTR] 

  

	7.8.3	[*CTR] 

  

	7.8.5	[*CTR] 

  

	7.9	 The data derived from tests shall be adjusted as required by conventional methods of correction, interpolation or extrapolation in accordance
with 



  

			
	P.A. No. PA-1977	  	
	AERO-B-BBA4-M11-0668A	  	SS112-0372
	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-1977-LA-1106665 
 [*CTR] 
 Page 14 
  


	 	
established engineering practices to show compliance with these guarantees. 

  

	7.10	[*CTR] 

  

	7.11	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. 

  

	8	EXCLUSIVE GUARANTEES 

  

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


  

			
	P.A. No. PA-1977	  	
	AERO-B-BBA4-M11-0668A	  	SS112-0372
	BOEING PROPRIETARY	  	



  
 [*CTR]=[CONFIDENTIAL PORTION
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	  	The Boeing Company P.O. Box 3707

Seattle, WA 98124-2207


 AAL-PA-1977-LA-1106666 
 American Airlines, Inc. 
 P.O. Box 619616 
 Dallas-Fort Worth Airport, Texas 75261-9616 
  

	Subject:	[*CTR] 

  

	Reference:	Purchase Agreement No. 1977 (Purchase Agreement) between The Boeing Company (Boeing) and American Airlines, Inc.
(Customer) relating to Model 737-823 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]. [*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 [*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. 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. 

  

					
	P.A. No. 1977	  	SA-36	  	AAL-PA-1977-LA-1106666
	[*CTR]	  		  	Page 1
	BOEING PROPRIETARY	  		  	



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








  
 



 
  

			
	Very truly yours,
	
	THE BOEING COMPANY
		
	By:	 	 /s/ The Boeing Company

		
	Its:	 	Attorney-In-Fact
	
	ACCEPTED AND AGREED TO this
	
	Date: FEBRUARY 1, 2013
	
	AMERICAN AIRLINES, INC.
		
	By:	 	 /s/ American Airlines, Inc.

		
	Its:	 	VP Corporate Development and Treasurer


  

					
	P.A. No. 1977	  	SA-36	  	AAL-PA-1977-LA-1106666
	[*CTR]	  		  	Page 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-1977-LA-1106666 
 [*CTR] 
 Page 1 
  

 [*CTR] 
 FOR AMERICAN AIRLINES, INC. 
  

			
	 SECTION
	  	 CONTENTS

		
	1	  	AIRCRAFT MODEL APPLICABILITY
		
	2	  	FLIGHT PERFORMANCE
		
	3	  	[*CTR]
		
	4	  	[*CTR]
		
	5	  	AIRCRAFT CONFIGURATION
		
	6	  	GUARANTEE CONDITIONS
		
	7	  	GUARANTEE COMPLIANCE
		
	8	  	EXCLUSIVE GUARANTEES


  

			
	P.A. No. PA-1977	  	
	AERO-B-BBA4-M11-0670A	  	SS12-0372
	BOEING PROPRIETARY	  	



  
 [*CTR]=[CONFIDENTIAL PORTION
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 Attachment to Letter Agreement 
 No. AAL-PA-1977-LA-1106666 
 [*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	[*CTR] 

  

	2.1.1	The FAA approved [*CTR], shall not be more than the following guarantee value: 


[*CTR] 
  

	2.1.2	The FAA approved [*CTR], shall not be less than the following guarantee value: 


[*CTR] 

Conditions: 

[*CTR] 
  

					
		  	[*CTR]	  	[*CTR]
	1.	  	[*CTR]	  	[*CTR]
	2.	  	[*CTR]	  	[*CTR]


  

	2.1.3	The FAA approved [*CTR], shall not be less than the following guarantee value: 


[*CTR] 

Conditions: 

[*CTR] 
  

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



  

			
	P.A. No. PA-1977	  	
	AERO-B-BBA4-M11-0670A	  	SS12-0372
	BOEING PROPRIETARY	  	



  
 [*CTR]=[CONFIDENTIAL PORTION
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 Attachment to Letter Agreement 
 No. AAL-PA-1977-LA-1106666 
 [*CTR] 
 Page 3 
  


	2.2	[*CTR] 

 The FAA approved
[*CTR], shall not be more than the following guarantee value: 
 [*CTR] 

 

	2.3	Mission 

  

	2.3.1	Mission Payload 

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

NOMINAL:             [*CTR] 

TOLERANCE:        [*CTR] 
 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.
		
	Takeoff:	  	[*CTR]


  

					
		  	[*CTR]	  	[*CTR]
	1.	  	[*CTR]	  	[*CTR]
	2.	  	[*CTR]	  	[*CTR]
	3.	  	[*CTR]	  	[*CTR]
	4.	  	[*CTR]	  	[*CTR]


  

			
		  	[*CTR]
		
		  	The takeoff gross weight shall conform to FAA Regulations.
		
	 Climbout      
 Maneuver:
	  	[*CTR]
		
	Climb:	  	[*CTR]



  

			
	P.A. No. PA-1977	  	
	AERO-B-BBA4-M11-0670A	  	SS12-0372
	BOEING PROPRIETARY	  	



  
 [*CTR]=[CONFIDENTIAL PORTION
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 Attachment to Letter Agreement 
 No. AAL-PA-1977-LA-1106666 
 [*CTR] 
 Page 4 
  


					
		  	Cruise:	  	[*CTR]
			
		  	Descent:	  	[*CTR]
			
		  	Approach and
Landing
Maneuver:	  	[*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]

			
		  		  	 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]
			
		  		  	[*CTR]
			
	2.3.2	  	Mission Payload	  	
		
		  	The payload for a stage length of [*CTR] nautical miles in still air (equivalent to a distance of [*CTR]) using the conditions and operating rules defined below, shall
not be less than the following guarantee value:
			
		  		  	NOMINAL:          [*CTR]
			
		  		  	TOLERANCE:     [*CTR]
			
		  		  	GUARANTEE:     [*CTR]
		
		  	Conditions and operating rules:


  

			
	P.A. No. PA-1977	  	
	AERO-B-BBA4-M11-0670A	  	SS12-0372
	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-1977-LA-1106666 
 [*CTR] 
 Page 5 
  


					
		  	Stage Length:	  	The stage length is defined as the sum of the distances for the climbout maneuver, climb, cruise, and descent.
			
		  	Takeoff:	  	[*CTR]
			
		  		  	The following obstacle definition is based on a straight out departure where obstacle height and distance are specified with reference to the liftoff end of the
runway:
			
		  		  	                              
 [*CTR]                        [*CTR]
			
		  		  	        1.                    [*CTR] 
                       [*CTR]
			
		  		  	The takeoff gross weight shall conform to FAA Regulations.
			
		  	Climbout
Maneuver:	  	[*CTR]
			
		  	Climb:	  	[*CTR]
			
		  	Cruise:	  	[*CTR]
			
		  	Descent:	  	[*CTR]
			
		  	Approach and
Landing
Maneuver:	  	[*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]


  

			
	P.A. No. PA-1977	  	
	AERO-B-BBA4-M11-0670A	  	SS12-0372
	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-1977-LA-1106666 
 [*CTR] 
 Page 6 
  


					
		 		  	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]
			
		 		  	[*CTR]
			
		 		  	 [*CTR]

			
	 2.3.3
	 	Mission Payload	  	
		
		 	The payload for a stage length of [*CTR] nautical miles in still air (equivalent to a distance of [*CTR]) using the conditions and operating rules defined below,
shall not be less than the following guarantee value:
			
		 		  	NOMINAL:            [*CTR]
			
		 		  	TOLERANCE:        [*CTR]
			
		 		  	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.
			
		 	Takeoff:	  	[*CTR]
			
		 		  	The following obstacle definition is based on a straight out departure where obstacle height and distance are specified with reference to the liftoff end of the
runway:


  

			
	P.A. No. PA-1977	  	
	AERO-B-BBA4-M11-0670A	  	SS12-0372
	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-1977-LA-1106666 
 [*CTR] 
 Page 7 
  


							
		  	                           
          [*CTR]	  	[*CTR]
			
		  	            1.               
      [*CTR]	  	[*CTR]
			
		  	            2.               
      [*CTR]	  	[*CTR]
			
		  	            3.
                    [*CTR]	  	[*CTR]
			
		  	            4.
                    [*CTR]	  	[*CTR]
			
		  	            5.               
      [*CTR]	  	v
			
		  	[*CTR]	  	
		
		  	The takeoff gross weight shall conform to FAA Regulations.
			
	 Climbout

Maneuver:
	  	[*CTR]	  	
			
	 Climb:
	  	[*CTR]	  	
			
	 Cruise:
	  	[*CTR]	  	
			
	 Descent:
	  	[*CTR]	  	
			
	 Approach

and Landing
 Maneuver:
	  	[*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]
		
		  	Approach and Landing Maneuver: [*CTR]
		
		  	Taxi-In (shall be consumed from the reserve fuel): [*CTR]


  

			
	P.A. No. PA-1977	  	
	AERO-B-BBA4-M11-0670A	  	SS12-0372
	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-1977-LA-1106666 
 [*CTR] 
 Page 8 
  


					
		  		  	Usable reserve fuel remaining upon completion of the approach and landing maneuver: [*CTR]
		  		  	[*CTR]
		
	 2.3.4
	  	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:
			
		  		  	NOMINAL:             [*CTR]
			
		  		  	TOLERANCE:         [*CTR]
			
		  		  	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]
			
		  		  	The takeoff gross weight is not limited by the airport conditions.
			
		  	Climbout
Maneuver:	  	[*CTR]
			
		  	Climb:	  	[*CTR]
			
		  	Cruise:	  	[*CTR]
			
		  	Descent:	  	[*CTR]


  

			
	P.A. No. PA-1977	  	
	AERO-B-BBA4-M11-0670A	  	SS12-0372
	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-1977-LA-1106666 
 [*CTR] 
 Page 9 
  


					
		 	Approach and Landing Maneuver:	  	[*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]]
			
		 		  	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]
			
		 		  	[*CTR]
		
	 2.3.5
	 	 Operational Empty Weight Basis

		
		 	The Operational Empty Weight (OEW) derived in Paragraph 2.3.6 is the basis for the mission guarantees of Paragraphs 2.3.1, 2.3.2, 2.3.3 and 2.3.4.


  

			
	P.A. No. PA-1977	  	
	AERO-B-BBA4-M11-0670A	  	SS12-0372
	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-1977-LA-1106666 
 [*CTR] 
 Page 10 
  


	2.3.6	737-900ER Weight Summary—American Airlines 

  

													
	 	  	 	 	 	 	 	 	 	 	Pounds
	 [*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]
	  		 				 				 	[*CTR]
	 [*CTR]
	  		 				 				 	
	 [*CTR]
	  		 				 				 	[*CTR]
	 [*CTR]
	  		 				 				 	[*CTR]
	 [*CTR]
	  		 				 				 	[*CTR]
	 [*CTR]
	  		 				 				 	[*CTR]
					
	 [*CTR]
	  		 				 				 	[*CTR]
	 Standard and Operational Items Allowance
(Paragraph 2.3.7)
	  		 				 				 	[*CTR]
	 [*CTR]
	  		 				 				 	[*CTR]
		  	[*CTR]	 	 	[	*CTR] 	 	 	[	*CTR] 	 	
	 [*CTR]
	  		 				 	 	[	*CTR] 	 	


  

			
	P.A. No. PA-1977	  	
	AERO-B-BBA4-M11-0670A	  	SS12-0372
	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-1977-LA-1106666 
 [*CTR] 
 Page 11 
  


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


  

			
	P.A. No. PA-1977	  	
	AERO-B-BBA4-M11-0670A	  	SS12-0372
	BOEING PROPRIETARY	  	



  
 [*CTR]=[CONFIDENTIAL PORTION
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 Attachment to Letter Agreement 
 No. AAL-PA-1977-LA-1106666 
 [*CTR] 
 Page 12 
  

  

	2.3.7	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]	 		 	
	 Tourist Class
	  	[*CTR]	 	[*CTR]	 		 	
	 Passenger Service Equipment
	  	[*CTR]	 		 	[*CTR]	 	
	 Potable Water [*CTR]
	  		 		 	[*CTR]	 	
	 Waste Tank Disinfectant
	  		 		 	[*CTR]	 	
	 Emergency Equipment
	  		 		 	[*CTR]	 	
	 Escape Slides—Forward
	  	[*CTR]	 	[*CTR]	 		 	
	 Escape Slides—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. PA-1977	  	
	AERO-B-BBA4-M11-0670A	  	SS12-0372
	BOEING PROPRIETARY	  	



  
 [*CTR]=[CONFIDENTIAL PORTION
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 Attachment to Letter Agreement 
 No. AAL-PA-1977-LA-1106666 
 [*CTR] 
 Page 13 
  


	3	[*CTR] 

 [*CTR]

  

	4	[*CTR] 

  

	4.1	[*CTR] 

 [*CTR]

  

	4.2	[*CTR] 

  

	4.2.1	[*CTR] 

  

	4.2.2	[*CTR] 

  

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


  

	4.3	[*CTR] 

 [*CTR]

  

	4.4	[*CTR] 

 [*CTR]

  

	5	AIRCRAFT CONFIGURATION 

  

	5.1	 The guarantees contained in this Attachment are based on the Aircraft configuration as defined in the original release of Detail Specification
TBD (hereinafter referred to as the Detail Specification). Appropriate adjustment shall be made for changes in such Detail Specification 



  

			
	P.A. No. PA-1977	  	
	AERO-B-BBA4-M11-0670A	  	SS12-0372
	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-1977-LA-1106666 
 [*CTR] 
 Page 14 
  


	 	
approved by the Customer and Boeing or otherwise allowed by the Purchase Agreement which cause changes to the flight performance, sound levels, and/or weight and balance of the Aircraft. Such
adjustment shall be accounted for by Boeing in its evidence of compliance with the guarantees. 

  

	5.2	[*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 IV of the Detail Specification and the actual weights. 

 

	6	GUARANTEE CONDITIONS 

  

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


  

	6.2	The Federal Aviation Administration (FAA) regulations referred to in this Attachment are, unless otherwise specified, the 737-900ER Certification Basis
regulations specified in the Type Certificate Data Sheet A16WE, Revision 40, dated April 27, 2007. 

  

	6.3	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 Paragraphs 4.1 or 6.2, 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. 

  

	6.4	The [*CTR] and [*CTR] guarantees, and the [*CTR] of the mission guarantees are based on [*CTR] 


 

	6.5	[*CTR] 

  

	6.6	[*CTR] 

  

	6.7	[*CTR] 


  

			
	P.A. No. PA-1977	  	
	AERO-B-BBA4-M11-0670A	  	SS12-0372
	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-1977-LA-1106666 
 [*CTR] 
 Page 15 
  


	6.8	[*CTR] 

  

	6.9	[*CTR] 

  

	6.10	[*CTR] 

  

	6.11	[*CTR] 

  

	7	GUARANTEE COMPLIANCE 

  

	7.1	Compliance with the guarantees of Sections 2, 3 and 4 shall be based on the conditions specified in those sections, the Aircraft configuration of Section 5
and the guarantee conditions of Section 6. 

  

	7.2	Compliance with the takeoff and landing guarantees and the takeoff portion of the mission guarantee shall be based on the FAA approved Airplane Flight Manual for
the Model 737-900ER. 

  

	7.3	[*CTR] 

  

	7.4	[*CTR] 

  

	7.5	[*CTR] 

  

	7.6	[*CTR] 

  

	7.7	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. 

  

	7.8	[*CTR] 

  

	7.8.1	[*CTR] 

  

	7.8.2	[*CTR] 

  

	7.8.3	[*CTR] 

  

	7.8.5	[*CTR] 

  

	7.9	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. 


  

			
	P.A. No. PA-1977	  	
	AERO-B-BBA4-M11-0670A	  	SS12-0372
	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-1977-LA-1106666 
 [*CTR] 
 Page 16 
  


	7.10	[*CTR] 

  

	7.11	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. 

  

	8	EXCLUSIVE GUARANTEES 

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

  

			
	P.A. No. PA-1977	  	
	AERO-B-BBA4-M11-0670A	  	SS12-0372
	BOEING PROPRIETARY	  	



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