**Exhibit 10.2**

ROUTE SECURITYAGREEMENT

Between

NORTHWESTAIRLINES, INC.

and

CITICORP USA,INC.,

as Collateral Agent

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Dated as of August21, 2006

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**Table ofContents**
|             | ** ** | ** **                                      | ** ** | **Page** |
|-------------|------------|-------------------------------------------------|------------|----------|
|        |       |                                            |       |     |
| Section 1.  |       | Pledge                                          |       | 2        |
| Section 2.  |       | Obligations                                     |       | 2        |
| Section 3.  |       | No Release                                      |       | 2        |
| Section 4.  |       | Representations, Warranties and Covenants       |       | 2        |
| Section 5.  |       | Supplements, Further Assurances                 |       | 5        |
| Section 6.  |       | Provisions Concerning Pledged Collateral        |       | 5        |
| Section 7.  |       | Collateral Agent Appointed Attorney-in-Fact     |       | 6        |
| Section 8.  |       | Collateral Agent May Perform                    |       | 6        |
| Section 9.  |       | The Collateral Agent                            |       | 6        |
| Section 10. |       | Events of Default, Remedies                     |       | 7        |
| Section 11. |       | Application of Proceeds                         |       | 9        |
| Section 12. |       | No Waiver; Discontinuance of Proceeding         |       | 9        |
| Section 13. |       | Indemnification                                 |       | 10       |
| Section 14. |       | Amendments, etc                                 |       | 11       |
| Section 15. |       | Termination; Release                            |       | 11       |
| Section 16. |       | Definitions                                     |       | 12       |
| Section 17. |       | Notices                                         |       | 14       |
| Section 18. |       | Continuing Security Interest; Transfer of Notes |       | 15       |
| Section 19. |       | Governing Law                                   |       | 16       |
| Section 20. |       | Consent to Jurisdiction and Service of Process  |       | 16       |
| Section 21. |       | Security Interest Absolute                      |       | 16       |
| Section 22. |       | Severability of Provisions                      |       | 17       |

 

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| Section  23. |   | Headings                   |   | 17 |
|--------------|--------|----------------------------|--------|----|
| Section 24.  |   | Execution in Counterparts  |   | 17 |
| Section 25.  |   | Successors and Assigns     |   | 17 |
| Section 26.  |   | The Pledgor’s Duties  |   | 17 |
| Section 27.  |   | Limited Obligations        |   | 17 |
| Section 28.  |   | Construction of Schedule I |   | 18 |

 

Schedule I – PledgedRoutes

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**ROUTE SECURITY AGREEMENT**

ROUTESECURITY AGREEMENT, dated as of August 21, 2006 (as amended, modified orsupplemented from time to time, the “Agreement”), between NORTHWESTAIRLINES, INC., a Minnesota corporation, a debtor and debtor in possessionunder Chapter 11 of the Bankruptcy Code or such entity that becomes a guarantorand a loan party under the Credit Agreement herein referred to in accordancewith Section 5.5 thereof, as applicable (the “Pledgor”) and CITICORPUSA, INC., as Collateral Agent (the “Collateral Agent”), for the benefitof the Secured Creditors (as defined in the Credit Agreement).  Except as otherwise defined herein, termsused herein and defined in the Credit Agreement shall be used herein as thereindefined.

W I T N E S S E T H:

WHEREAS,the Pledgor and the Collateral Agent are parties to that certain Super PriorityDebtor in Possession and Exit Credit and Guarantee Agreement, dated as of thedate hereof (as amended, restated, supplemented or otherwise modified from timeto time, the “Credit Agreement”), by and among the Agents (as definedtherein), the Lenders, Pledgor, Northwest Airlines Corporation, a Delawarecorporation, a debtor and debtor in possession under Chapter 11 of theBankruptcy Code or such entity that becomes a guarantor and a loan party underthe Credit Agreement pursuant to Section 5.5 thereof, as applicable, NorthwestAirlines Holdings Corporation, a Delaware corporation, a debtor and debtor inpossession under Chapter 11 of the Bankruptcy Code or such entity that becomesa guarantor and a loan party under the Credit Agreement pursuant to Section 5.5thereof, NWA Inc., a Delaware corporation, a debtor and debtor in possessionunder Chapter 11 of the Bankruptcy Code or such entity that becomes a guarantorand a loan party under the Credit Agreement pursuant to Section 5.5 thereof, asapplicable;

WHEREAS,in order to induce Agents and Lenders to enter into the Credit Agreement andthe other Loan Documents and to induce Lenders to make the Loans and to issue(or participate in) Letters of Credit as provided for in the Credit Agreement,Pledgor has agreed to grant a continuing Lien on the Collateral to secure theObligations; and

WHEREAS,the Pledgor desires to execute this Agreement to satisfy the conditiondescribed in the preceding paragraph;

NOW,THEREFORE, in consideration of the benefits accruing to the Pledgor, thereceipt and sufficiency of which are hereby acknowledged; the Pledgor herebymakes the following representations and warranties to the Collateral Agent andhereby covenants and agrees with the Collateral Agent as follows:

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Section1.               Pledge.  The Pledgor hereby pledges to the CollateralAgent and grants to the Collateral Agent for the benefit of the SecuredCreditors a security interest in all of the following (the “Collateral”),to secure all of the Obligations:

#### (i)            allof the right, title and interest of the Pledgor in, to and under each and everyPledged Route, Slot, Foreign Slot and Gate Leasehold, in each case whether nowexisting or hereafter arising (including any renewals of any existing PledgedRoutes listed on Schedule I) from time to time; and

#### (ii)           allProceeds of any and all of the foregoing;

provided,however, that notwithstanding any other provision of this Agreement orthe Credit Agreement, this Agreement shall not constitute a grant of a securityinterest in any Gate Leaseholds (and, no such property shall be “Collateral”for purposes of this Agreement) to the extent that such grant of a securityinterest or the enforcement of such grant of a security interest is prohibitedby any Requirement of Law or a Governmental Authority, requires a consent notobtained of any Governmental Authority or is prohibited by, or constitutes abreach or default under or results in the termination of or requires any consentnot obtained under, any contract, license, agreement, instrument or otherdocument evidencing or giving rise to the Pledgor’s interest in such GateLeaseholds, except to the extent that such Requirement of Law or the term insuch contract, license, agreement, instrument or other document or shareholderor similar agreement providing for such prohibition, breach, default ortermination or requiring such consent is ineffective under applicable law.

Section2.               Obligations.  This Agreement secures, and the Collateral iscollateral security for, the Obligations.

Section3.               No Release.  Nothing set forth in this Agreement shallrelieve the Pledgor from the performance of any term, covenant, condition oragreement on the Pledgor’s part to be performed or observed under or in respectof any of the Collateral or from any liability to any Person under or inrespect of any of the Collateral or impose any obligation on the CollateralAgent or any Secured Creditor to perform or observe any such term, covenant, conditionor agreement on the Pledgor’s part to be so performed or observed or impose anyliability on the Collateral Agent or any Secured Creditor for any act oromission on the part of the Pledgor relating thereto or for any breach of anyrepresentation or warranty on the part of the Pledgor contained in thisAgreement, or in respect of the Collateral or made in connection herewith ortherewith.  This Section shall survivethe termination of this Agreement and the discharge of the Pledgor’s otherobligations hereunder and under the Loan Documents.

Section4.               Representations,Warranties and Covenants.  ThePledgor represents, warrants and covenants as follows:

#### (i)            Allfilings, registrations and recordings necessary or reasonably requested by theCollateral Agent to create, preserve, protect and perfect the securityinterests granted by the Pledgor to the Collateral Agent for the benefit of theSecured Creditors

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#### hereby in respect of the Collateral have beenaccomplished by the Pledgor to the extent that such security interests can beperfected under the Uniform Commercial Code and the Federal Aviation Act.  The security interests granted to theCollateral Agent for the benefit of the Secured Creditors pursuant to this instrumentin and to the Collateral constitute and hereafter will constitute a perfectedsecurity interest therein superior and prior to the rights of all other Personstherein (to the extent such perfection and priority can be obtained under theUniform Commercial Code or by filing a record of such security interest withthe FAA) and is entitled to all the rights, priorities and benefits afforded bythe Uniform Commercial Code, the Federal Aviation Act as enacted in anyrelevant jurisdiction to perfected security interests.

#### (ii)           ThePledgor is, and as to Collateral acquired by it from time to time after thedate hereof the Pledgor will be, the owner of all Collateral free from any Lienexcept for the Lien and security interest created by this Agreement, PermittedLiens and subject to the Federal Aviation Act, and except for any Lien in favorof a lessor created under the terms of an agreement giving rise to a GateLeasehold.  The Pledgor shall defend theCollateral against any and all claims and demands of all Persons at any timeclaiming any interest therein adverse to the Collateral Agent or any SecuredCreditor.

#### (iii)          Thereis no financing statement (or similar statement or instrument of registrationunder the law of any jurisdiction) on the date hereof, covering or purportingto cover any interest of any kind in the Collateral, and so long as the CreditAgreement has not been terminated or any of the Obligations remain, the Pledgorshall not execute or authorize to be filed in any public office any financingstatement (or similar statement or instrument of registration under the law ofany jurisdiction), or statements relating to the Collateral, except financingstatements filed or to be filed in respect of and covering the securityinterests granted hereby by the Pledgor and except as may be otherwisepermitted by the Credit Agreement.

#### (iv)          Thechief executive offices of the Pledgor as of the date of this Agreement arelocated at 2700 Lone Oak Parkway, Eagan, MN 55121.  The Pledgor shall not, until it shall havegiven to the Collateral Agent not less than 45 days’ prior written notice ofits intention to do so, (a) move its chief executive office from the locationreferred to in the previous sentence or change its jurisdiction ofincorporation or (b) change its name, identity or corporate or other organizationalstructure to such an extent that any financing statement filed by theCollateral Agent in connection with this Agreement would become misleading; andthe Pledgor shall, in each case, provide such other information in connectiontherewith as the Collateral Agent may reasonably request and shall have takenall action reasonably satisfactory to the Collateral Agent to maintain theperfection and priority of the security interest of the Collateral Agent onbehalf of the Secured Creditors in the Collateral intended to be grantedhereby.

#### (v)           Setforth on Schedule I is a true, correct and complete list of the Pledged Routesas of the date hereof, including a copy of each certificate or order issued bythe DOT and the applicable Foreign Aviation Authority representing such PledgedRoutes.

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#### The Pledgor represents and warrants that itholds the requisite authority to operate over each of the Pledged Routespursuant to the Federal Aviation Act and all rules and regulations promulgatedthereunder, subject only to the regulations of the DOT, the FAA and theapplicable Foreign Aviation Authority, and that it has, at all times afterobtaining each such Pledged Route, complied in all material respects with allof the terms, conditions and limitations of each such certificate or orderissued by the DOT and the applicable Foreign Aviation Authority and with allapplicable provisions of the Federal Aviation Act and applicable rules andregulations promulgated thereunder and that there exists no material violationof such terms, conditions or limitations that gives the FAA, DOT or theapplicable Foreign Aviation Authority the right to terminate, cancel, withdrawor modify the rights of the Pledgor in any such Pledged Routes.  The Pledgor further represents and warrants that,as of the date hereof, none of the airports located in the United States ofAmerica at which the Borrower conducts scheduled operations for direct non-stopflights to Asia using the Pacific Routes is a slot-constrained airport.  If any of the airports located in the UnitedStates of America at which the Borrower conducts scheduled operations fordirect non-stop flights to Asia using the Pacific Routes is or becomes aslot-constrained airport after the Closing Date, the Pledgor shall promptlynotify the Collateral Agent thereof.

#### (vi)          ThePledgor is a Citizen of the United States and a Certified Air Carrier.  All material licenses, permits,authorizations, certificates of compliance, certificates of public convenienceand necessity and other certificates (including, without limitation, aircarrier operating certificates and operations specifications issued by the FAApursuant to 14 C. F. R. Part 121) which are required by the DOT or the FAA andwhich are adequate for the conduct of the business of the Pledgor are in forceand duly issued to the Pledgor.  Thereare no license fees owed on the Pledgor’s DOT or FAA licenses, certificates orauthorizations.  The Pledgor is incompliance with all material requirements of the certificates andauthorizations issued to it by the DOT or the FAA.

#### (vii)         ThePledgor has full corporate power and authority and legal right to pledge all ofthe Collateral pursuant to this Agreement.

#### (viii)        Noconsent of any other party (including, without limitation, stockholders orcreditors of the Pledgor), and no consent, authorization, approval, or otheraction by, and (except in connection with the perfection of the Lien createdhereby) no notice to or filing with, any Governmental Authority or other Personis required either (x) for the pledge by the Pledgor of the Collateral pursuantto this Agreement or for the execution, delivery or performance of thisAgreement or (y) for the exercise by the Collateral Agent of the rightsprovided for in this Agreement or the remedies in respect of the Collateralpursuant to this Agreement; provided, however, that the transferof Pledged Routes is subject to the consent of the DOT and may be subject tothe consent of the applicable Foreign Aviation Authority as set forth inSection 10B below.

#### (ix)           Allinformation set forth herein relating to the Collateral is accurate in allmaterial respects as of the date hereof.

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#### (x)            ThisAgreement is made with full recourse to the Pledgor and pursuant to and uponall the warranties, representations, covenants and agreements on the part ofthe Pledgor contained herein, in the other Loan Documents, and otherwise inwriting in connection herewith or therewith.

Section5.               Supplements, FurtherAssurances.  The Pledgor agrees thatat any time and from time to time, at the expense of the Pledgor, the Pledgorwill promptly execute and deliver all further instruments and documents, andtake all further action, that may be required or that the Collateral Agentreasonably deems necessary, in order to perfect, preserve and protect anysecurity interest granted or purported to be granted hereby or to enable theCollateral Agent to exercise and enforce its rights and remedies hereunder withrespect to any Collateral including, without limitation, any actions reasonablyrequested by the Collateral Agent to register, record and identify theCollateral Agent as a “Holder” of a Slot with the FAA and to cause evidence ofits title to be duly recorded, filed or filed for recording, to the extentpermitted or required under any applicable law, by the Pledgor as owner and anyactions reasonably requested by the Collateral Agent required to perfectpreserve and protect any such security interest under other applicable laws.

Section6.               Provisions ConcerningPledged Collateral.

#### (i)            FinancingStatements.  The Pledgor herebyauthorizes the Collateral Agent, at any time and from time to time, to file orrecord such financing statements and amendments thereto, in form and substanceacceptable to the Collateral Agent, as may from time to time be required ornecessary to grant, continue and maintain a valid, enforceable, first prioritysecurity interest in the Collateral as provided herein (to the extent suchperfection and priority can be obtained by filing a Uniform Commercial Codefinancing statement or by filing a record of such security interest with theFAA), and the other rights, as against third parties, provided hereby, all inaccordance with the Uniform Commercial Code as enacted in any and all relevantjurisdictions or any other relevant law. The Pledgor shall pay any applicable filing fees and other expensesrelated to the filing of such financing statements and amendments thereto.

#### (ii)           Compliancewith Laws and Regulations.  ThePledgor shall promptly comply in all material respects with all laws,ordinances; orders, rules, regulations, and requirements of all Federal, state,municipal or other governmental or quasi-governmental authorities or bodiesincluding, without limitation, Foreign Aviation Authorities, then havingjurisdiction over the Collateral (or any part thereof) and/or the use thereofby the Pledgor, of every nature and kind (the “Requirements”) includingany of the same which relate to or require changes or requirements incident toor as the result of any use thereof or otherwise, and the Pledgor shall socomply, whether or not such Requirements shall now exist or shall hereafter beenacted or promulgated and whether or not the same may be said to be within thepresent contemplation of the parties hereto. Notwithstanding the foregoing, if the Pledgor contests a Requirement, itshall not be obligated to comply with such Requirement to the extent suchnon-compliance or

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#### deferral is consistent with law and does nothave a materially adverse effect on the Collateral or the security interesttherein.

#### (iii)          Noticeof Laws.  The Pledgor agrees to givethe Collateral Agent notice of any violations of any Requirement enacted,passed, promulgated, made, issued or adopted by any of the governmentaldepartments or agencies or authorities hereinbefore mentioned affecting theCollateral or the Pledgor’s use thereof, a copy of which is served upon orreceived by the Pledgor, or otherwise brought to the attention of the Pledgor,by mailing within thirty (30) business days after such service, receipt, orafter the same otherwise comes to the attention of the Pledgor, a copy of eachand every one thereof to the Collateral Agent. At the same time, the Pledgor will inform the Collateral Agent as to thework or steps which the Pledgor proposes to do or take in order to correct theviolation.  Notwithstanding theforegoing, however, if such work or step would require any alterations whichwould, in the Collateral Agent’s reasonable opinion, reduce the value of theCollateral or change the general character or use of the Collateral, thePledgor may, with the consent of the Collateral Agent, defer compliancetherewith, as long as such deferral is consistent with applicable law in orderthat the Pledgor may, with the consent of the Collateral Agent, at the Pledgor’sexpense, contest or seek modification of or other relief with respect to suchRequirements, but nothing herein shall relieve the Pledgor of the duty andobligation, at the Pledgor’s expense, to comply with such Requirements, or suchRequirements as modified, whenever the Collateral Agent shall so direct.

Section7.               Collateral AgentAppointed Attorney-in-Fact.  ThePledgor hereby appoints the Collateral Agent the Pledgor’s attorney-in-fact,with full authority in the place and stead of the Pledgor and in the name ofthe Pledgor or otherwise; from time to time in the Collateral Agent’sdiscretion to take any action and to execute any instrument which theCollateral Agent may reasonably deem necessary or advisable to accomplish thepurposes of this Agreement, which appointment as attorney-in-fact is coupledwith an interest.

Section8.               Collateral Agent MayPerform.  If the Pledgor fails toperform any agreement contained herein after receipt of a written request to doso from the Collateral Agent, the Collateral Agent may itself perform, or causeperformance of, such agreement, and the reasonable expenses of the CollateralAgent, including, without limitation, the fees and expenses of its counsel,incurred in connection therewith, shall be payable by the Pledgor and shall beconsidered Obligations.

Section9.               The Collateral Agent.  It is expressly understood and agreed by theparties hereto and each Secured Creditor, by accepting the benefits of thisAgreement, acknowledges and agrees that the obligations of the Collateral Agentas holder of the Collateral and interests therein and with respect to thedisposition thereof, and otherwise under this Agreement, are only thoseexpressly set forth in this Agreement. The Collateral Agent shall act hereunder on the terms and conditions setforth in Section 10 of the Credit Agreement.

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Section10.             Events of Default,Remedies:

## A.            Events of Default.  It shall be an Event of Default hereunder ifunder the Credit Agreement an “Event of Default” (as such term is defined inthe Credit Agreement) shall occur.

## B.            Remedies: Obtaining theCollateral Upon Event of Default.  Ifany Event of Default shall have occurred and be continuing, then and in everysuch case, the Collateral Agent (acting at the direction and with the consentof the Required Lenders) may, at any time or from time to time during suchEvent of Default:

#### (i)            Declarethe entire right, title and interest of the Pledgor in and to the Collateralvested, subject to the requirements imposed by the Federal Aviation Act and theDOT (and, in the case of Gate Leaseholds, the requirements imposed by theapplicable Governmental Authorities and/or airport authorities), in which eventsuch rights, title and interest shall immediately vest in the Collateral Agent,in which case the Pledgor agrees to execute and deliver such deeds ofconveyance, assignments and other documents or instruments (including anynotices or applications to the DOT, FAA, applicable Foreign AviationAuthorities or any other governmental or regulatory authority havingjurisdiction over any such Pledged Route or the use thereof) as shall berequested by the Collateral Agent in order to effectuate the transfer of suchCollateral, together with copies of the certificates or orders issued by theDOT and the Foreign Aviation Authorities representing same and any other rightsof the Pledgor with respect thereto, to any designee or designees selected bythe Collateral Agent and approved by the DOT, it being understood that, as ofthe date hereof, the DOT may approve transfers of the Pledged Routes only toduly certificated U.S. citizen “air carriers”; it being further understood thatthe Pledgor’s obligation to deliver such Collateral and such documents andinstruments with respect thereto is of the essence of this Agreement and that,accordingly, upon application to a court of equity having jurisdiction, theCollateral Agent shall be entitled to a decree requiring specific performanceby the Pledgor of said obligations; and

#### (ii)           Sellor otherwise liquidate, or direct the Pledgor to sell or otherwise liquidate,any or all of the Collateral or any part thereof, subject to the requirementsimposed by the Federal Aviation Act and the DOT (and, in the case of the GateLeaseholds, the requirements imposed by the applicable Government Authoritiesand/or airport authorities) and take possession of the proceeds of any suchsale or liquidation.

C.            Remedies; Disposition of theCollateral.

#### (i)            Ifany Event of Default shall have occurred and be continuing, the CollateralAgent may from time to time exercise in respect of the Collateral, in additionto other rights and remedies provided for herein or otherwise available to it,and to the extent not in violation of applicable law, including the FederalAviation Act, and subject to the approval of the DOT or its successor ornominee, all the rights and remedies of a secured party on default under theUniform Commercial Code in effect in all relevant jurisdictions at the time ofsuch Event of Default, and the Collateral Agent may also in its solediscretion, without notice except as specified below, sell the Collateral orany

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#### part thereof in one or more parcels at publicor private sale, at any exchange, broker’s board or at any of the CollateralAgent’s offices or elsewhere, for cash, on credit or for fixture delivery, andat such price or prices and upon such other terms as the Collateral Agent maydeem commercially reasonable.  To theextent not inconsistent with the Federal Aviation Act and the DOT requirementsand any additional requirements of the applicable Governmental Authoritiesand/or airport authorities, the Collateral Agent or any other Secured Creditormay be the purchasers of any or all of the Collateral at any such sale andshall be entitled, for the purpose of bidding and making settlement or paymentof the purchase price for all or any portion of the Collateral sold at suchsale, to use and apply any of the Obligations owed to such Person as a crediton account of the purchase price of any Collateral payable by such Person atsuch sale.  Each purchaser at any suchsale shall acquire the property sold absolutely free from any claim or right onthe part of the Pledgor, and the Pledgor hereby waives, to the fullest extentpermitted by law, all rights of redemption, stay or appraisal which it now hasor may at any time in the future have under any rule of law or statute nowexisting or hereafter enacted.  ThePledgor agrees that, to the extent notice of sale shall be required by law, atleast ten days’ notice to the Pledgor of the time and place of any public saleor the time after which any private sale is to be made shall constitutereasonable notification.  The CollateralAgent shall not be obligated to make any sale of Collateral regardless ofnotice of sale having been given.  TheCollateral Agent may adjourn any public or private sale from time to time byannouncement at the time and place fixed therefor, and such sale may, withoutfurther notice, be made at the time and place to which it was soadjourned.  The Pledgor hereby waives, tothe full extent permitted by law, any claims against the Collateral Agentarising by reason of the fact that the price at which any Collateral may havebeen sold at such a private sale was less than the price which might have beenobtained at a public sale.

#### (ii)           Exceptas otherwise provided herein, the Pledgor hereby waives, to the fullest extentpermitted by applicable law, notice or judicial hearing in connection with theCollateral Agent’s taking possession or the Collateral Agent’s disposition ofany of the Collateral, including, without limitation, any and all prior noticeand hearing for any prejudgment remedy or remedies and any such right which thePledgor would otherwise have under law; and the Pledgor hereby further waivesto the fullest extent permitted by applicable law: (a) all damages occasionedby such taking of possession; (b) all other requirements as to the time, placeand terms of sale or other requirements with respect to the enforcement of theCollateral Agent’s rights hereunder; and (c) all rights of redemption,appraisement, valuation, stay, extension or moratorium now or hereafter inforce under any applicable law.  Any saleof, or the grant of options to purchase, or any other realization upon, anyCollateral shall operate to divest all right, title, interest, claim anddemand, either at law or in equity, of the Pledgor therein and thereto, andshall be a perpetual bar both at law and in equity against the Pledgor andagainst any and all Persons claiming or attempting to claim the Collateral sosold, optioned or realized upon, or any part thereof, from, through and underthe Pledgor.

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Section11.             Application of Proceeds.

### (a)           Any cash held by the Collateral Agentas Collateral and all cash proceeds received by the Collateral Agent in respectof any sale of, collection from, or other realization upon all or any part ofthe Collateral pursuant to the exercise by the Collateral Agent of its remediesas a secured creditor as provided in Section 10 of this Agreement shall be appliedfrom time to time by the Collateral Agent:

#### (i)            first,to the payment of all Obligations owing the Collateral Agent in its capacity asCollateral Agent;

#### (ii)           second,to the extent proceeds remain after the application pursuant to the precedingclause (i), an amount equal to the outstanding Obligations shall be paid to theSecured Creditors, with each Secured Creditor receiving an amount equal to itsoutstanding Obligations or, if the proceeds are insufficient to pay in full allsuch Obligations, its Pro Rata Share (as defined below) of the amount remainingto be distributed; and

#### (iii)          third,to the extent proceeds remain after the application pursuant to the precedingclauses (i) and (ii) and following the termination of this Agreement pursuantto Section 15 hereof, to the Pledgor or as required by the IntercreditorAgreement or applicable law.

### (b)           For purposes of this Agreement “ProRata Share” shall mean, when calculating a Secured Creditor’s portion of anydistribution or amount, that amount (expressed as a percentage) equal to afraction the numerator of which is the then unpaid amount of such SecuredCreditor’s Obligations and the denominator of which is the then outstandingamount of all Obligations.

### (c)           If any payment to any SecuredCreditor of its Pro Rata Share of any distribution would result in .overpaymentto such Secured Creditor, such excess amount shall instead be distributed inrespect of the unpaid Obligations of the other Secured Creditors, with eachSecured Creditor whose Obligations have not been paid in full to receive anamount equal to such excess amount multiplied by a fraction the numerator ofwhich is the unpaid Obligations of such Secured Creditor and the denominator ofwhich is the unpaid Obligations of all Secured Creditors entitled to suchdistribution.

### (d)           It is understood that the Pledgorshall remain liable to the extent of any deficiency between the amount of theproceeds of the Collateral and the aggregate amount of the sums referred to inclauses (i) and (ii) of Section 11(a).

Section12.             No Waiver;Discontinuance of Proceeding.

### (a)           Each and every right, power andremedy hereby specifically given to the Collateral Agent or otherwise in thisAgreement shall be cumulative and shall be in addition to

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### every other right, power and remedyspecifically given under this Agreement or the other Loan Documents now orhereafter existing at law, in equity or by statute and each and every right,power and remedy whether specifically herein given or otherwise existing may beexercised from time to time or simultaneously and as often and in such order asmay be deemed expedient by the Collateral Agent.  All such rights, powers and remedies shall becumulative and the exercise or the beginning of the exercise of one shall notbe deemed a waiver of the right to exercise any other or others.  No delay or omission of the Collateral Agentin the exercise of any such right, power or remedy and no renewal or extensionof any of the Obligations shall impair any such right, power or remedy or shallbe construed to be a waiver of any default or Event of Default or anacquiescence therein.  No notice to ordemand on the Pledgor in any case shall entitle it to any other or furthernotice or demand in similar or other circumstances or constitute a waiver ofany of the rights of the Collateral Agent to any other or further action in anycircumstances without notice or demand. In the event that the Collateral Agent shall bring any suit to enforceany of its rights hereunder and shall be entitled to judgment, then in suchsuit the Collateral Agent may recover reasonable expenses, including attorneys’fees, and the amounts thereof shall be included in such judgment.

### (b)           In the event the Collateral Agentshall have instituted any proceeding to enforce any right, power or remedyunder this Agreement by foreclosure, sale, entry or otherwise, and suchproceeding shall have been discontinued or abandoned for any reason or shallhave been determined adversely to the Collateral Agent, then and in every suchcase the Pledgor, the Collateral Agent and each holder of any of theObligations shall to the extent permitted by applicable law be restored totheir respective former positions and rights hereunder with respect to theCollateral, and all rights, remedies and powers of the Collateral Agent and theSecured Parties shall continue as if no such proceeding had been instituted.

Section13.             Indemnification.

### (a)           The Pledgor agrees to indemnify,reimburse and hold the Collateral Agent, each Secured Creditor and theirrespective successors, permitted assigns, employees, agents and servants(hereinafter in this Section 13 referred to individually as “Indemnitee,”and collectively as “Indemnitees”) harmless from any and allliabilities, obligations, damages, injuries, penalties, claims, demands,actions, suits, judgments and any and all reasonable costs, expenses ordisbursements (including reasonable attorneys’ fees and expenses) (for thepurposes of this Section 13 the foregoing are collectively called “expenses”)of whatsoever kind and nature imposed on, asserted against or incurred by anyof the Indemnitees in any way relating to or arising out of this Agreement, anyother Loan Document or any other document executed in connection herewith ortherewith or in any other way connected with the administration of thetransactions contemplated hereby or thereby or the enforcement of any of theterms of, or the preservation of any rights under any thereof, or in any wayrelating to or arising out of the manufacture, ownership, ordering, purchase,delivery, control, acceptance, lease, financing, possession, operation,condition, sale, return or other disposition, or use of the Collateral(including, without limitation, latent or other defects, whether or notdiscoverable), the violation of the laws of any country, state or othergovernmental body or unit, any tort (including, without limitation, claimsarising or imposed under the doctrine of strict liability, or for or on accountof

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### injury to or the death of any Person(including any Indemnitee), or property damage; provided that noIndemnitee shall be indemnified pursuant to this Section 13(a) for losses,damages or liabilities to the extent caused by the gross negligence or willfulmisconduct of such Indemnitee.  ThePledgor agrees that upon written notice by any Indemnitee of the assertion ofsuch a liability, obligation, damage, injury, penalty, claim, demand, action,suit or judgment, the Pledgor shall assume full responsibility for the defensethereof.  Each Indemnitee agrees to useits best efforts to promptly notify the Pledgor of any such assertion of whichsuch Indemnitee has knowledge.

### (b)           Without limiting the application ofSection 13(a), the Pledgor agrees to pay, or reimburse the Collateral Agentfor, any and all reasonable fees, costs and expenses of whatever kind or natureincurred in connection with the creation, preservation or protection of theCollateral Agent’s Liens on, and security interest in, the Collateral,including; without limitation, all fees and taxes in connection with therecording or filing of instruments and documents in public offices, payment ordischarge of any taxes or Liens upon or in respect of the Collateral, premiumsfor insurance with respect to the Collateral and all other reasonable fees,costs and expenses in connection with protecting, maintaining or preserving theCollateral and the Collateral Agent’s interest therein, whether throughjudicial proceedings or otherwise, or in defending or prosecuting any actions,suits or proceedings arising out of or relating to the Collateral.

### (c)           If and to the extent that theObligations of the Pledgor under this Section 13 are unenforceable for anyreason, the Pledgor hereby agrees to make the maximum contribution to thepayment and satisfaction of such obligations which is permissible underapplicable law.

### (d)           Any amounts paid by any Indemnitee asto which such Indemnitee has the right to reimbursement shall constituteObligations secured by the Collateral. The indemnity obligations of the Pledgor contained in this Section 13shall continue in full force and effect notwithstanding the payment of all ofthe Loans issued under the Credit Agreement and the payment of all otherObligations thereunder and notwithstanding the discharge thereof.

Section14.             Amendments, etc.  This Agreement may not be amended, modifiedor waived except with the written consent of the Pledgor and the CollateralAgent (with the consent of the Required Lenders or, to the extent required bySection 11.1 of the Credit Agreement, all of the Lenders).  Any amendment, modification or supplement ofor to any provision of this Agreement, any termination or waiver of anyprovision of this Agreement and any consent to any departure by the Pledgorfrom the terms of any provision of this Agreement shall be effective only inthe specific instance and for the specific purpose for which made orgiven.  No notice to or demand upon thePledgor in any instance hereunder shall entitle the Pledgor to any other orfurther notice or demand in similar or other circumstances.

Section15.             Termination; Release.

### (a)           After the payment in full in cash ofthe Obligations, this Agreement shall terminate (provided that all indemnitiesset forth herein shall survive) and the Collateral Agent,

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### at the request and expense of the Pledgor,will promptly execute and deliver to the Pledgor a proper instrument orinstruments acknowledging the satisfaction and termination of this Agreement,and will duly assign, transfer and deliver to the Pledgor,(without recourse andwithout any representation or warranty) such of its Collateral as may be in thepossession of the Collateral Agent and as has not theretofore been sold orotherwise applied or released pursuant to this Agreement.  As used in this Agreement, “Termination Date”shall mean the date upon which the Loans and the other Obligations under theLoan Documents shall have been indefeasibly paid in full and the Commitmentshave been terminated.

### (b)           In the event that any part of theCollateral is sold in connection with a sale permitted by the Credit Agreementor this Agreement or is otherwise released at the direction of the RequiredLenders (or all the Lenders if required by Section 11.1 of the CreditAgreement) and the proceeds of such sale or sales or from such release are appliedin accordance with the terms of the Credit Agreement, such Collateral will besold free and clear of the Liens created by this Agreement and the CollateralAgent, at the request and expense of the Pledgor, will duly assign, transferand deliver to the Pledgor (without recourse and without any representation orwarranty) such of the Collateral of the Pledgor as is then being (or has been)so sold or released and as may be in the possession of the Collateral Agent andhas not theretofore been released pursuant to this Agreement.

### (c)           At any time that the Pledgor desiresthat Collateral be released as provided in the foregoing Section 15(a) or(b), it shall deliver to the Collateral Agent a certificate signed by its chieffinancial officer or another authorized senior officer stating that the releaseof the respective Collateral is permitted pursuant to Section 15(a) or(b).  If requested by the CollateralAgent (although the Collateral Agent shall have no obligation to make any suchrequest), the Pledgor shall furnish appropriate legal opinions (from counsel,which may be in-house counsel, acceptable to the Collateral Agent) to theeffect set forth in the immediately preceding sentence.  The Collateral Agent shall have no liabilitywhatsoever to any Secured Creditor as the result of any release of Collateralby it as permitted by this Section 15.

### (d)           Notwithstanding anything to thecontrary contained herein or in any other Loan Document, no such Collateralshall be released in connection with clause (b) of this Section 15 unless thecorresponding liens (if any) of U.S. Bank and the PBGC (as defined in theIntercreditor Agreement) and any other lien on such Collateral permitted underSection 7.3(f) of the Credit Agreement are released prior to or concurrently withany such release hereunder.

Section16.             Definitions.  The following terms shall have the followingmeanings.  Such definitions shall beequally applicable to the singular and plural forms of the terms defined.

“Agreement”has the meaning provided in the preamble hereto.

“CertificatedAir Carrier” has the meaning provided in the Credit Agreement.

“Citizenof the United States” has the meaning provided in the Credit Agreement.

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“Collateral”has the meaning provided in Section 1 hereof.

“CreditAgreement” has the meaning provided in the recitals hereof.

“DOT”has the meaning provided in the Credit Agreement.

“Eventof Default” has the meaning provided in Section 10.A hereof.

“FAA”has the meaning provided in the Credit Agreement.

“FederalAviation Act” shall mean the Federal Aviation Act of 1958, as amended andrecodified in Title 49, United States Code, or any similar legislation of theUnited States to supersede; amend or supplement such Act and the rules andregulations promulgated thereunder.

“ForeignAviation Authority” has the meaning provided in the Credit Agreement.

“ForeignSlots” has the meaning provided in the Credit Agreement.

“GovernmentalAuthority” has the meaning provided in the Credit Agreement.

“Indemnitee”shall have the meaning provided in Section 13 hereof.

“Obligations”has the meaning provided in the Credit Agreement.

“PledgedRoutes” shall mean, at any time, the “Pacific Routes” as such term isdefined in the Credit Agreement.

“Pledgor”has the meaning provided in the preamble hereto.

“Proceeds”shall have the meaning assigned that term under the Uniform Commercial Code asin effect in any relevant jurisdiction or under other relevant law and, in anyevent, shall include, but not be limited to, any and all (i) proceeds of anyinsurance, indemnity, warranty or guarantee payable to the Collateral Agent orto the Pledgor or any Affiliate of the Pledgor from time to time with respectto any of the Collateral, (ii) payments (in any form whatsoever), made or dueand payable to the Pledgor from time to time in connection with anyrequisition, confiscation, condemnation, seizure or forfeiture of all or anypart of the Collateral by any Governmental Authority (or any Person actingunder color of Governmental Authority), (iii) instruments representingobligations to pay amounts in respect of the Collateral, (iv) products of theCollateral and (v) other amounts from time to time paid or payable under or inconnection with any of the Collateral.

“ProRata Share” has the meaning provided in Section 11(b) hereof.

“Requirementof Law” has the meaning provided in the Credit Agreement.

“Requirements’has the meaning provided in Section 6(iii) hereof.

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“SecuredCreditors” has the meaning provided in the Credit Agreement.

“TerminationDate” has the meaning provided in Section 15 hereof.

“UniformCommercial Code” shall mean the Uniform Commercial Code as from time totime in effect in the relevant jurisdiction.

Section17.             Notices.  Except as otherwise specified herein, allnotices, requests, demands or other communications to or upon the respectiveparties hereto shall be in writing (including telegraphic, telex, facsimiletransmission or cable communication) and shall be delivered, mailed,telegraphed, telexed, facsimile transmitted or cabled, addressed:

14

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|   | (a)             | if to the Pledgor, to its office at:          |
|--------|-----------------|-----------------------------------------------|
|   |            |                                          |
|   |            | Northwest Airlines, Inc.                      |
|   |            | 2700 Lone Oak Parkway                         |
|   |            | Eagan, Minnesota 55121                        |
|   |            | Fax:                                          | (612) 726-2274 |
|   |            | Attention:                                    | Daniel B. Matthews |
|   |            |                                          | Senior Vice President and Treasurer |
|   |            |                                          |   |
|   | (b)             | if to the Collateral Agent, to its office at: |
|   |            |                                          |
|   |            | Citicorp USA, Inc.                            |
|   |            | 388 Greenwich Street, 20th Floor         |
|   |            | New York, New York 10013                      |
|   |            | Telephone:                                    | (212) 816-2374 |
|   |            | Fax:                                          | (212) 816-2613 |
|   |            | Attention:                                    | James McCarthy |
|   |            |                                          |   |
|   | with a copy to: |
|   |            |
|   |            | Latham & Watkins LLP                      |
|   |            | Sears Tower, Suite 5800                       |
|   |            | 233 South Wacker Drive                        |
|   |            | Chicago, IL 60606                             |
|   |            | Telephone:                                    | (312) 876-7700 |
|   |            | Fax:                                          | (312) 993-9767 |
|   |            | Attention:                                    | James W. Doran and David S. Heller |

 

(c)           if to any Lender, either (x) to theAdministrative Agent, at the address of the Administrative Agent specified inthe Credit Agreement or (y) at such address as such Lender shall have specifiedin the Credit Agreement;

or at such otheraddress as shall have been furnished in writing by any Person described aboveto the party required to give notice hereunder. All such notices and communications shall, when mailed, telegraphed,telexed, facsimile transmitted or cabled or sent by overnight courier, beeffective on the third Business Day following deposit in the U.S. mails, certified,return receipt requested, when delivered to the telegraph company, cablecompany or on the day following delivery to an overnight courier, as the casemay be, or sent by telex or facsimile device, except that notices andcommunications to the Collateral Agent shall not be effective until received bythe Collateral Agent.

Section18.             Continuing SecurityInterest; Transfer of Notes.  ThisAgreement shall create a continuing security interest in the Collateral andshall (i) remain in full force and effect until payment in full in cash of allObligations, (ii) be binding upon the Pledgor, its successors and assigns, and(iii) inure, together with the rights and remedies of the Collateral Agent

15

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hereunder, to thebenefit of the Collateral Agent and each other Secured Creditor and each oftheir respective successors, transferees and assigns; no other persons(including, without limitation, any other creditor of the Pledgor) shall haveany interest herein or any right or benefit with respect hereto.  Without limiting the generality of theforegoing clause (iii) and subject to the provisions of the Credit Agreement,any Secured Creditor may assign or otherwise transfer any indebtedness held byit secured by this Agreement to any other person or entity, and such otherperson or entity shall thereupon become vested with all the benefits in respectthereof granted to such Secured Creditor herein or otherwise, subject, however,to the provisions of the Credit Agreement.

Section19.             Governing Law.  THIS AGREEMENT AND THE RIGHTS AND OBLIGATIONSOF THE PARTIES HEREUNDER SHALL BE CONSTRUED IN ACCORDANCE WITH AND BE GOVERNEDBY THE LAWS OF THE STATE OF NEW YORK, WITHOUT REGARD TO THE CONFLICT OF LAWSPROVISIONS THEREOF.

Section20.             Consent to Jurisdictionand Service of Process.  All judicialproceedings brought against the Pledgor with respect to this Agreement may bebrought in any state or federal court of competent jurisdiction in the State ofNew York and by execution and delivery of this Agreement, the Pledgor acceptsfor itself and in connection with its properties, generally andunconditionally, the non-exclusive jurisdiction of the aforesaid courts, andirrevocably agrees to be bound by any judgment rendered thereby in connectionwith this Agreement.  The Pledgordesignates and appoints CT Corporation System, 1633 Broadway, New York, NewYork 10019 and such other Persons as may hereafter be selected by the Pledgorirrevocably agreeing in writing to so serve, as its agent to receive on itsbehalf service of all process in any such proceedings in any such court, suchservice being hereby acknowledged by the Pledgor to be effective and bindingservice in every respect.  A copy of anysuch process so served shall be mailed by registered mail to the Pledgor at theaddress set forth on the signature page of this Agreement, except that unlessotherwise provided by applicable law, any failure to mail such copy shall notaffect the validity of service of process. If any agent appointed by the Pledgor refuses to accept service, thePledgor hereby agrees that service upon it by mail shall constitute sufficientnotice.  Nothing herein shall affect theright to serve process in any other manner permitted by law or shall limit theright of the Collateral Agent to bring proceedings against the Pledgor in thecourts of any other jurisdiction.

Section21.             Security InterestAbsolute.  The obligations of thePledgor hereunder shall remain in full force and effect without regard to, andshall not be impaired by (a) any bankruptcy, insolvency, reorganization,arrangement, readjustment, composition, liquidation or the like of the Pledgor,except to the extent that the enforceability thereof may be limited by any suchevent; (b) any exercise or non-exercise, or any waiver of any right, remedy,power or privilege under or in respect of this Agreement or any other LoanDocument, except as specifically set forth in a waiver granted pursuant toSection 14; (c) any amendment to or modification of any Loan Document or anysecurity for any of the Obligations, whether or not the Pledgor shall havenotice or knowledge of any of the foregoing, except as specifically set forthin an amendment or modification executed pursuant to Section 14; (d) any lackof validity or enforceability of the Credit Agreement or any other agreement orinstrument relating thereto;

16

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or (e) any othercircumstances which might otherwise constitute a defense available to, or adischarge of, the Pledgor.

Section22.             Severability ofProvisions.  Any provision of thisAgreement which is prohibited or unenforceable in any jurisdiction shall, as tosuch jurisdiction, be ineffective to the extent of such prohibition orunenforceability without invalidating the remaining provisions hereof oraffecting the validity or enforceability of such provision in any otherjurisdiction.

Section23.             Headings.  Section headings used in this Agreement arefor convenience of reference only and shall not affect the construction of thisAgreement.

Section24.             Execution inCounterparts.  This Agreement may beexecuted in any number of counterparts, each of which counterparts, when soexecuted and delivered, shall be deemed to be an original, and all of whichcounterparts, taken together, shall constitute one and the same Agreement.  A set of the counterparts executed by all theparties hereto shall be lodged with the Pledgor and the Collateral Agent.

Section25.             Successors and Assigns.  This Agreement shall be binding upon thePledgor and its successors and assigns and shall inure to the benefit of theCollateral Agent and each Secured Creditor and their respective successors andassigns; provided that the Pledgor may not transfer or assign any or allof its rights or obligations hereunder without the prior written consent of theCollateral Agent.  All agreements,statements, representations and warranties made by the Pledgor herein or in anycertificate or other instrument delivered by the Pledgor or on its behalf underthis Agreement shall be considered to have been relied upon by the SecuredCreditors and shall survive the execution and delivery of this Agreement andthe other Loan Documents regardless of any investigation made by the SecuredCreditors or on their behalf.

Section26.             The Pledgor’s Duties.  It is expressly agreed, anything hereincontained to the contrary notwithstanding, that the Pledgor shall remain liableto perform all of the obligations, if any, assumed by it with respect to theCollateral and the Collateral Agent shall not have any obligations orliabilities with respect to any Collateral by reason of or arising out of thisAgreement, nor shall the Collateral Agent be required or obligated in anymanner to perform or fulfill any of the obligations of the Pledgor under orwith respect to any Collateral.

Section27.             Limited Obligations.  It is the desire and intent of the Pledgor,the Collateral Agent and the Secured Creditors that this Agreement shall beenforced against the Pledgor to the fullest extent permissible under the lawsand public policies applied in each jurisdiction in which enforcement issought.  If and to the extent that theobligations of the Pledgor under this Agreement shall be adjudicated to beinvalid or unenforceable for any reason (including, without limitation, becauseof any applicable state or federal law relating to fraudulent conveyances ortransfers, which laws would determine the solvency of the Pledgor by referenceto the full amount of the Obligations at the time of the execution and deliveryof this Agreement), then the amount of the Obligations of the Pledgor shall bedeemed to be reduced

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and the Pledgorshall pay the maximum amount of the Obligations which would be permissibleunder the applicable law.

Section28.             Construction ofSchedule I.  It is understood andagreed that the last two columns of Schedule I are intended to be descriptiveof the Pledged Routes listed on such Schedule as of the date hereof and shallnot be construed as limiting in any way the Collateral subject to thisAgreement.

[*Remainder of Page IntentionallyLeft Blank*]

[Signature Pages Follow]

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INWITNESS WHEREOF, the Pledgor has caused this Agreement to be duly executed anddelivered by its officer thereunto duly authorized as of the date first abovewritten.
|        | NORTHWEST AIRLINES, INC |
|--------|-------------------------|
|   |                    |   |   |
|   | By:                     |     /s/ Daniel B. Matthews |   |
|   |                    | Name: | Daniel B. Matthews |
|   |                    | Title: | Senior Vice President and Treasurer |
|   |                    |   |   |
|   |                    |   |   |
|   | CITICORP USA, INC.,     |
|   |                    | as Collateral Agent |
|   |                    |   |
|   |                    |   |
|   | By:                     |     James J. McCarthy |   |
|   |                    | Name: | James J. McCarthy |
|   |                    | Title: | Director/Vice President |
|        |                         |  |  |  |  |  |

 

*SIGNATURE PAGE TO*

*THE ROUTE SECURITY AGREEMENT*

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SCHEDULE I

Schedule of Pledged Routes
| **Route to be  Pledged**                                                   | ** ** | **Certification or Exemption  Authority** | ** ** | **Route Number  of Certificate  Containing  Authority** | ** ** | **Issued by DOT/CAB  Order**           | ** ** | **Current  Expiration Date**                                                   |
|----------------------------------------------------------------------------|------------|-------------------------------------------|------------|---------------------------------------------------------|------------|----------------------------------------|------------|--------------------------------------------------------------------------------|
|                                                                       |       |                                      |       |                                                    |       |                                   |       |                                                                           |
| U.S.–Japan and  beyond with open intermediates                        |       | Certificate                               |       | Route 129                                               |       | Order 98-6-22  OST 98-3441             |       | Indefinite (Subject to continuing effect under APA;  renewal filed 12/20/2003) |
|                                                                       |       |                                      |       |                                                    |       |                                   |       |                                                                           |
| U.S.–China  (named U.S. gateways to named points in China, via Japan) |       | Certificate                               |       | Route 378                                               |       | Order 99-2-8  OST 97-3177              |       | Indefinite (Subject to continuing effect under APA;  renewal filed 8/1/2003)   |
|                                                                       |       |                                      |       |                                                    |       |                                   |       |                                                                           |
| Detroit-Beijing  added as Segment 2                                        |       | Certificate                               |       | Route 378                                               |       | Order 2001-12-8 Docket OST-95-969 |       | Indefinite (Subject to continuing effect under APA;  renewal filed 6/5/2006)   |
|                                                                       |       |                                      |       |                                                    |       |                                   |       |                                                                           |
| U.S.–China  all-cargo with open intermediates and beyond              |       | Certificate                               |       | Route 828                                               |       | Order 2005-3-40  OST-04-19077          |       | 4/1/2010                                                                       |
|                                                                       |       |                                      |       |                                                    |       |                                   |       |                                                                           |
| U.S.-China 9  weekly roundtrip frequencies                                 |       | Frequency Allocation                      |       |                                                    |       | NOAT 11/13/98 Docket OST-96-1934  |       | None                                                                           |

 

Sch. I-1

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| U.S.–China 6  weekly roundtrip frequencies                     |   | Frequency Allocation |   |   |   | Order 99-8-9 Docket OST-99-5539       |   | None   |
|---------------------------------------------------------------------|--------|----------------------|--------|--------|--------|--------------------------------------------|--------|--------|
|                                                                |   |                 |   |   |   |                                       |   |   |
| U.S.–China 1  weekly roundtrip frequencies                     |   | Frequency Allocation |   |   |   | Order 2001-1-6 Docket OST-99-6323     |   | None   |
|                                                                |   |                 |   |   |   |                                       |   |   |
| U.S.–China 7  weekly combination frequencies                   |   | Frequency Allocation |   |   |   | Order 2004-7-23 Docket OST-2004-18469 |   | None   |
|                                                                |   |                 |   |   |   |                                       |   |   |
| U.S.–China 6  weekly all-cargo frequencies                     |   | Frequency Allocation |   |   |   | Order 2004-10-8 Docket OST-2004-18468 |   | None   |
|                                                                |   |                 |   |   |   |                                       |   |   |
| U.S. - China 3  weekly all-cargo frequencies                        |   | Frequency Allocation |   |   |   | Order 2005-3-40 Docket OST-04-19077   |   | None   |
|                                                                |   |                 |   |   |   |                                       |   |   |
| Hong Kong-  Manila  4 weekly 5th Freedom all-cargo frequencies |   | Frequency Allocation |   |   |   | Order 2003-9-9 Docket OST 2002-14049  |   | None   |
|                                                                |   |                 |   |   |   |                                       |   |   |
| Hong Kong-  Manila

2 weekly 5th Freedom all-cargo frequencies |   | Frequency Allocation |   |   |   | NOAT 6/23/05 Docket OST-05-21285      |   | None   |
|                                                                |   |                 |   |   |   |                                       |   |   |
| Hong Kong-Seoul  1 weekly 5th Freedom all-cargo frequencies    |   | Frequency Allocation |   |   |   | NOAT 5/11/04 Docket OST-2004-17279    |   | None   |

 

All Foreign Slots.

Sch. I-2

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