Exhibit 10.20  TRAVELPORT AMERICAS, LLC OFFICER DEFERRED COMPENSATION PLAN (Amended and Restated as of December 31, 2008)  ARTICLE 1-INTRODUCTION  1.1 Purpose of Plan  The
Company has adopted the Plan set forth herein to provide a means by which
certain employees may elect to defer receipt of designated percentages or
amounts of their Compensation and to provide a means for certain other
deferrals of Compensation.  1.2 Status of Plan  The
Plan is intended to be a plan which is unfunded and is maintained by an
employer primarily for the purpose of providing deferred compensation for a
select group of management or highly compensated employees within the meaning
of Sections 201(2) and 301(a)(3) of the Employee Retirement Income
Security Act of 1974 (ERISA), and shall be interpreted and administered to
the extent possible in a manner consistent with such intent. The Plan is also
intended to comply with the American Jobs Creation Act of 2004 and Internal
Revenue Code Section 409A and the regulations and guidance thereunder and
shall be interpreted accordingly.  ARTICLE 2-DEFINITIONS  Wherever
used herein, the following terms have the meanings set forth below, unless a
different meaning is clearly required by the context:  2.1 Accountmeans, for each Participant, the account established for his or her
benefit under Section 6.1.  2.2 Change of Controlmeans a change in the ownership or effective
control of the Company, or in the ownership of a substantial portion of the
Companys assets, within the meaning of Treasury Regulation Section 1.409A-3(i)(5).  2.3 Codemeans the Internal Revenue Code of 1986, as amended from time to time.
Reference to any section or subsection of the Code includes reference to any
comparable or succeeding provisions of any legislation which amends,
supplements or replaces such section or subsection.  2.4 Companymeans Travelport Americas, Inc. and its successors.  Effective June 11, 2007, Company means
Travelport Americas, LLC.  2.5 Compensationmeans a Participants annual base salary, bonus
paid under the performance-based bonus plan payable in cash, and
commissions.  Effective January 1,
2008, Compensation also means, a Participants Deal/Transaction bonus, Global
Bonus, Retention bonus, Discretionary bonus and awards under the Restricted
Cash Award Program.  Effective January 1,
2008, Compensation shall include a Participants annual base salary and
commissions only in excess of the compensation limit of Code Section 401(a)(17)
(as annually adjusted) in effect during the Plan Year.  2.6
Discretionary Matching Contributionmeans a contribution for the benefit of a Participant as described in Section 5.2.  2.7 Effective Datemeans September 1, 2006.  2.8 Election Formmeans the deferral election form as approved
and prescribed by the Employee Benefits Committee.


2.9 Elective Deferralmeans the portion of Compensation which is
deferred by a Participant under Section 4.1. 2.10 Eligible Employeemeans, on the Effective Date or on any date
thereafter, each employee of the Employer who is a senior officer and
above.  Effective January 1, 2008,
an Eligible Employee means an employee of the Employer who is classified by the
Employer as Band 9 level and above.  2.11
Employee Benefits Committee means the committee whose members shall from time to time be appointed
by the Company.  2.12 Employermeans the Company and any majority-owned U.S. subsidiary of Travelport
Limited, whether directly or indirectly held, that participates in the Plan
with the approval of the Board of Managers of the Company or its designee,
including the Employee Benefits Committee; provided, however, that effective January 1,
2008, Orbitz Worldwide, Inc. and its subsidiaries shall be excluded from
the definition of Employer.  2.13 ERISAmeans the Employee Retirement Income Security Act of 1974, as amended
from time to time. Reference to any section or subsection of ERISA includes
reference to any comparable or succeeding provisions of any legislation which
amends, supplements or replaces such section or subsection.  2.14 Matching Contributionmeans a contribution for the benefit of a
Participant as described in Section 5.1.  2.15 Participantmeans any individual who participates in the Plan in accordance with Article 3.  2.16 Planmeans this Travelport Americas, LLC Deferred Compensation Plan, as
amended from time to time.  2.17 Plan Yearmeans the consecutive twelve-month period commencing on January 1
and ending on the following December 31.  2.18 Separation from Servicemeans a separation from service within the
meaning of Treasury Regulation Section 1.409A-1(h).  2.19Trust means the trust established by the Employer
that identifies the Plan as a plan with respect to which assets are to be held
by the Trustee.  2.20Trustee means the trustee or trustees under the
Trust.  2.21 Unforeseeable Emergencymeans any financial hardship resulting from extraordinary and unforeseeable
circumstances arising as a result of one or more recent events beyond the
control of the Participant. In any event, payment may not be made to the extent
such emergency is or may be relieved: (i) through reimbursement or
compensation by insurance or otherwise; (ii) by liquidation of the
Participants assets, to the extent the liquidation of such assets would not
itself cause severe financial hardship; and by cessation of deferrals under the
Plan. Withdrawals of amounts because of an Unforeseeable Emergency may only be
permitted to the extent reasonably necessary to satisfy the emergency
need.  Examples of what are not
considered to be severe financial hardships include the need to send a
Participants child to college or the desire to purchase a home.  ARTICLE
3-PARTICIPATION  3.1Commencement
of Participation  Any
individual who elects to defer part of his or her Compensation in accordance
with Section 4.1 shall become a Participant in the Plan as of the date
such deferrals commence.  2


3.2Continued
Participation  A
Participant in the Plan shall continue to be a Participant so long as any
amount remains credited to his or her Account. Notwithstanding the foregoing,
Participation in respect of any Plan Year is not a guarantee of participation
in respect of any future Plan Year.  ARTICLE
4-ELECTIONS  4.1Election
to Defer Compensation  (a)(i)An individual who is an Eligible Employee on
the Effective Date may, by completing an Election Form and filing it with
the Employee Benefits Committee within 30 days following the Effective Date,
elect to defer a percentage or dollar amount of Compensation, on such terms as
the Employee Benefits Committee may permit, which are payable to the
Participant after the date on which the individual files the Election Form.  (ii)Any individual who becomes an Eligible
Employee after the Effective Date may, by completing an Election Form and
filing it with the Employee Benefits Committee within 30 days following the
date on which the Employee Benefits Committee gives such individual written
notice that the individual is an Eligible Employee, elect to defer a percentage
or dollar amount of Compensation, on such terms as the Employee Benefits
Committee may permit, which are payable to the Participant after the date on
which the individual files the Election Form.  (iii)Any Eligible Employee who has not otherwise
initially elected to defer Compensation in accordance with this paragraph 4.1
may elect to defer a percentage or dollar amount of Compensation, on such terms
as the Employee Benefits Committee may permit, commencing with Compensation
paid in the succeeding Plan Year, by completing an Election Form prior to
the last day of the preceding Plan Year.  (b)A Participants Compensation shall be reduced
in accordance with the Participants election hereunder and amounts deferred
hereunder shall be paid by the Employer to the Trust as soon as
administratively feasible and credited to the Participants Account as of the
date the amounts are received by the Trustee.  (c)An election to defer a percentage or dollar
amount of Compensation for any Plan Year shall apply for subsequent Plan Years
unless changed or revoked.  A Participant
may change or revoke his or her future deferral election by completing an
Election Form prior to the last day of the Plan Year prior to the Plan
Year in which such change or revocation shall take effect.  4.2 Election as to Time and Manner of Payment  Subject to Section 8.1, at the time an Eligible Employee first
becomes a Participant in the Plan, he or she shall make a one-time election (on
the Election Form used to elect to defer Compensation under Section 4.1)
electing the date and manner in which the Participants Account balance will be
paid to the Participant.  For Plan Years
beginning on and after January 1, 2009, subject to Section 8.1, a
Participant shall make an annual election (on the Election Form used to
elect to defer Compensation under Section 4.1) electing the date and
manner in which the Elective Deferrals, Matching Contributions and
Discretionary Matching Contributions (including any earnings attributable
thereto) for such Plan Year will be paid to the Participant.  3


The
Participant shall elect for payments to be paid in either:  (a)a single lump-sum payment; or  (b)annual installments over a period elected by
the Participant up to 10 years, the amount of each installment to equal the
balance of his or her Account immediately prior to the installment divided by
the number of unpaid installments  If
a Participant fails to make an election as to the date and/or manner of payment
on either his or her initial Election Form or on any annual Election Form,
deferrals of Compensation related to such elections shall be paid in a lump sum
payment.  Any distributions paid under
this paragraph prior to January 1, 2009 shall be paid on the date that is
7 months following the Participants Separation from Service.  Any distributions paid pursuant to this
paragraph on or after January 1, 2009 shall be paid, subject to Section 11.5(a),
within 90 days following the Participants Separation from Service.  A
Participant may change the time and/or manner of his or her distribution,
provided such election is made at least 12 months in advance of the scheduled
payment date and the payment date is deferred for at least 5 years beyond the
date the payment would otherwise have been made.  ARTICLE 5 - MATCHING AND DISCRETIONARY MATCHING CONTRIBUTIONS  5.1 Matching Contributions  After each payroll period, monthly, quarterly, or annually, at the
Employers discretion, the Employer may contribute to the Trust a Matching
Contribution equal to the rate of Matching Contribution selected by the
Employer at the beginning of the Plan Year and multiplied by the amount of the
Elective Deferrals credited to the Participants Accounts for such period under
Section 4.1. Each Matching Contribution will be credited, as of the later
of the date it is received by the Trustee or the date the Trustee receives from
the Employee Benefits Committee such instructions as the Trustee may reasonably
require to allocate the amount received to the Participants Accounts pro rata
in accordance with the amount of Elective Deferrals of each Participant which
are taken into account in calculating the Matching Contribution.  5.2
Discretionary Matching Contributions  Effective
January 1, 2008, after each payroll period, monthly, quarterly, or
annually, at the Employers discretion, the Employer may contribute to the
Trust a Discretionary Matching Contribution based upon criteria established by
the Employer.  Each Discretionary
Matching Contribution will be credited, as of the later of the date it is
received by the Trustee or the date the Trustee receives from the Employee
Benefits Committee such instructions as the Trustee may reasonably require to
allocate the amount received among the asset accounts maintained by the
Trustee, to the Participants Accounts.  ARTICLE
6-ACCOUNTS  6.1
Accounts  The
Employee Benefits Committee shall establish an Account for each
Participant.  The Participants Account
shall reflect all Elective Deferrals, Matching Contributions and Discretionary
Matching Contributions made for the Participants benefit together with any
adjustments for income, gain or loss and any payments from the Account. The
Employee Benefits Committee may cause the Trustee to maintain and invest
separate asset accounts corresponding to each Participants Account. As of the
last business day of each calendar quarter, the Employee Benefits Committee
shall provide the Participant with a statement of his or her Account reflecting
the income, gains and losses (realized and unrealized), amounts of deferrals,
and distributions of such Account since the prior statement.  6.2 Investments  (a)Designation by Employee Benefits
Committee.  The Employee Benefits Committee may designate
investment funds, based on certain stock or mutual funds (the Investment  4


Funds).  In its sole discretion, the Employee Benefits
Committee may provide that the Participant elect into which Investment Funds
his or her Account will be invested or the Employee Benefits Committee may
provide that such Investment Funds elected by the Participant are for
measurement purposes only.  (b)Election of Investment Funds. A Participant, in connection with his or
her initial deferral election in accordance with Section 4.1 above, shall
elect, on the Election Form, one or more Investment Funds.  Pursuant to procedures established from time
to time by the Employee Benefits Committee, the Participant may (but is not
required to) elect to add or delete one or more Investment Fund(s) or to
change the portion of his or her Account allocated to each previously or newly
elected Investment Fund.  The Employee
Benefits Committee may, from time to time in its sole discretion, discontinue,
substitute, or add an Investment Fund. 
There is no guarantee that Accounts will not lose value due to
performance of the Investment Funds.  (c)Investment Funds for Measurement
Purposes.  In the event that the Employee Benefits
Committee determines that the Investment Funds are to be used for measurement
purposes only, a Participants election of any such Investment Fund, the
allocation to his or her Account thereto, the calculation of additional amounts
and the crediting or debiting of such amounts to a Participants Account shall not be considered or construed in any manner as an
actual investment of his or her Account balance in any such Investment Fund. In
such event, no Participant shall have any rights in or to such investments
themselves and without limiting the foregoing, a Participants Account shall be
a bookkeeping entry only and shall not represent any investment made on his or
her behalf by the Company.  ARTICLE 7-VESTING  7.1 General  A Participant shall be immediately vested in, i.e., shall have a
nonforfeitable right to, all Elective Deferrals, all Matching Contributions and
all Discretionary Matching Contributions, and all income and gain attributable
thereto, credited to his or her Account.  ARTICLE
8-DISTRIBUTIONS  8.1
Date Certain or Separation from Service  Except
as provided in Sections 8.2 and 8.3, a Participant shall be paid, or begin to
be paid, his or her Account balance at the earlier of:  (i) the Participants Separation from
Service or (ii) the date selected by the Participant under Section 4.2.  Distributions upon a Participants Separation
from Service shall be made on the date which is 7 months following the
Participants Separation from Service, provided, however, that effective for
distributions upon Separation from Service paid, or that begin to be paid, on
or after January 1, 2009, subject to Section 11.5(a), a Participant
shall be paid, or begin to be paid, his or her Account balance within 90 days
following his or her Separation from Service.  8.2Change
of Control  Within
90 days following a Change of Control, each Participant shall be paid his or
her entire Account balance in a single lump sum.  8.3Death  If
a Participant dies prior to the complete distribution of his or her Account,
the balance of the Account shall be paid, or begin to be paid, within 90 days
following the Participants death to the Participants designated beneficiary
or beneficiaries, in the form elected by the Participant on his or her initial
Election Form.  5


For
deferrals made in Plan Years beginning on and after January 1, 2009, if a
Participant dies prior to the complete distribution of his or her Account, the
balance of the Account attributable to post-2008 deferrals shall be paid, or
begin to be paid, within 90 days following the Participants death to the
Participants designated beneficiary or beneficiaries, in the form and manner
as elected by the Participant under Section 4.2.  Any
designation of beneficiary shall be made by the Participant on an Election Form filed
with the Employee Benefits Committee and may be changed by the Participant at
any time by filing another Election Form. If no beneficiary is designated or no
designated beneficiary survives the Participant, payment shall be made to the
Participants surviving spouse, or, if none, to his or her issue per stirpes.
If no spouse or issue survives the Participant, payment shall be made to the
Participants estate.  8.4
Unforeseeable Emergency  In the event the
Participant establishes, to the satisfaction of the Employee Benefits
Committee, that he or she has suffered an Unforeseeable Emergency, the Employee
Benefits Committee may, in its sole discretion:  (a)Provide
that all or a portion of any previous deferrals by the Participant shall
immediately be paid in a lump-sum cash payment, provided that the distribution
is limited to the amount reasonably necessary to satisfy the emergency need
(including any amounts of income taxes or penalties reasonably anticipated to
result from such distribution); or  (b)Authorize
the cancellation of such Participants deferral elections as permitted under
Treas. Reg. Section 1.409A-3(j)(4)(viii).  The
severity of the unforeseeable emergency shall be judged by the Employee
Benefits Committee.  The Employee
Benefits Committees decision with respect to the severity of Unforeseeable
Emergency and the manner in which, if at all, the Participants future deferral
opportunities shall be ceased and/or the manner in which, if at all the payment
of deferred amounts to the Participant shall be altered or modified, shall be
final, conclusive, and not subject to appeal.  8.5 Income Inclusion Under Section 409A of the Code  If
the Internal Revenue Service or a court of competent jurisdiction determines
that Plan benefits are includible for federal income tax purposes in the gross
income of a Participant before his or her actual receipt of such benefits due
to a failure of the Plan to satisfy the requirements of Code Section 409A,
the Participants vested Account balance shall be distributed to the Participant
in a lump sum cash payment immediately following such determination or as soon
as administratively practicable thereafter; provided, however, that such
payment may not exceed the amount required to be included in income as a result
of the failure to satisfy the requirements of section 409A of the Code.  ARTICLE 9- PLAN ADMINISTRATOR  9.1 Plan Administration and Interpretation  The
Company shall be the administrator of the Plan within the meaning of Section (3)(16)(A) of
ERISA and the named fiduciary of the Plan under Section 402 of ERISA.  The administration of the Plan shall be the
responsibility of the Company except to the extent such responsibilities are
designated to the Employee Benefits Committee, provided that the Company
reserves the right to appoint from time to time another person or entity other
than the Employee Benefits Committee to serve in such capacity.  If another person or entity is so appointed
by the Company, references in this document or in the Summary Plan Description,
if any, to the Employee Benefits Committee shall be construed as references to
such person or entity.  6


The
Employee Benefits Committee shall have complete discretion to interpret the
Plan and to decide all matters under the Plan. Such interpretation and decision
shall be final, conclusive and binding on all Participants and any person
claiming under or through any Participant, in the absence of clear and
convincing evidence that the Employee Benefits Committee acted arbitrarily and
capriciously. When making a determination or calculation, the Employee Benefits
Committee shall be entitled to rely on information furnished by a Participant,
a beneficiary, the Employer or the Trustee.  If
and while there is no Employee Benefits Committee, either because none is
designated or no one or more individuals are at the time in question actively
serving as members thereof, the responsibilities, rights, powers, authority and
functions of the Employee Benefits Committee shall be vested in the
Company.  In such event, all references
to the Employee Benefits Committee shall be construed to be references to the
Company, and the Employee Benefits Committee and the Company need not furnish
information, directions, instructions or notices, or make reports or demands,
one to the other.  9.2 Powers, Duties, Procedures, Etc.  The
Employee Benefits Committee shall have such powers and duties, may adopt such rules and
tables, may act in accordance with such procedures, may appoint such officers or
agents, may delegate such powers and duties, may receive such reimbursements
and compensation, and shall follow such claims and appeal procedures with
respect to the Plan as it may establish.  9.3
Information  To
enable the Employee Benefits Committee to perform its functions, the Employer
shall supply full and timely information to the Employee Benefits Committee on
all matters relating to the compensation of Participants, their employment,
retirement, death, termination of employment, and such other pertinent facts as
the Employee Benefits Committee may require.  9.4Indemnification
of Employee Benefits Committee  The
Employer agrees to indemnify and to defend to the fullest extent permitted by
law any officer(s) or employee(s) who serve on the Employee Benefits
Committee against all liabilities, damages, costs and expenses (including
attorneys fees and amounts paid in settlement of any claims approved by the
Employer) occasioned by any act or omission to act in connection with the Plan,
if such act or omission is in good faith.  ARTICLE10-AMENDMENT AND TERMINATION  10.1Amendments  The
Company shall have the right to amend the Plan from time to time, subject to Section 10.3,
by an instrument in writing which has been executed on the Employers behalf by
its duly authorized officer.  10.2Termination
of Plan  This
Plan is strictly a voluntary undertaking on the part of the Company and shall
not be deemed to constitute a contract between the Company and any Eligible
Employee (or any other employee) or a consideration for, or an inducement or
condition of employment for, the performance of the services by any Eligible
Employee (or other employee). The Company reserves the right to terminate the
Plan at any time, subject to Section 10.3, by an instrument in writing
which has been executed on the Companys behalf by its duly authorized officer.
Upon termination, the Company may elect (a) to continue to maintain the
Trust to pay benefits hereunder as they become due as if the Plan had not
terminated or (b) in compliance with Treas. Reg. Section 1.409A-3(j)(4)(ix),
direct the Trustee to pay promptly to Participants (or their beneficiaries) the
vested balance of their Accounts in a lump sum.  7


10.3Existing
Rights  No
amendment or termination of the Plan shall adversely affect the rights of any
Participant with respect to amounts that have been credited to his or her
Account prior to the date of such amendment or termination.  ARTICLE11 MISCELLANEOUS  11.1No
Funding  The
Plan constitutes a mere promise by the Employer to make payments in accordance
with the terms of the Plan and Participants and beneficiaries shall have the
status of general unsecured creditors of the Employer. Nothing in the Plan will
be construed to give any employee or any other person rights to any specific
assets of the Employer or of any other person. In all events, it is the intent
of the Employer that the Plan be treated as unfunded for tax purposes and for
purposes of Title I of ERISA.  11.2 Non-Assignability  None of the benefits, payments, proceeds or claims of any Participant
or beneficiary shall be subject to any claim of any creditor of any Participant
or beneficiary and, in particular, the same shall not be subject to attachment
or garnishment or other legal process by any creditor of such Participant or
beneficiary, nor shall any Participant or beneficiary have any right to
alienate, anticipate, commute, pledge, encumber or assign any of the benefits
or payments or proceeds which he or she may expect to receive, contingently or
otherwise under the Plan.  11.3Limitation  of Participants Rights  Nothing contained in the Plan shall confer upon any person a right to
be employed or to continue in the employ of the Employer, or interfere in any
way with the right of the Employer to terminate the employment of a Participant
in the Plan at any time, with or without cause.  11.4Participants
Bound  Any
action with respect to the Plan taken by the Employee Benefits Committee, the
Employer or the Trustee or any action authorized by or taken at the direction
of the Employee Benefits Committee, the Employee Benefits Committee, the
Employer or the Trustee shall be conclusive upon all Participants and
beneficiaries entitled to benefits under the Plan.  11.5 Taxes  (a)It
is the intention of the Company that this Plan comply with the requirements of Section 409A
of the Code and any guidance issued thereunder, and the Plan shall be
interpreted, operated and administered accordingly.  If, at the time of a Participants Separation
from Service, the Participant is a specified employee or key employee of a
public company, within the meaning of Section 409A of the Code, payments
under this Plan will be delayed (or will not be made in the case of a lump sum
payment) until the earlier of the date that is six months following the
Participants Separation from Service or, the Participant date of death, at
which time all delayed payments will be paid and installment payments will be
payable thereafter as if the six month delay had not occurred.  Notwithstanding anything in this Plan to the
contrary, the Company does not guarantee the tax treatment of any payments or
benefits under this Plan, whether pursuant to the Code, federal, state or local
tax laws or regulations.  (b)All federal, state or local taxes that the
Employee Benefits Committee determines are required to be withheld from any
payments made under the terms to the Plan shall be withheld.  8


11.6 Receipt and Release  Any
payment to any Participant or beneficiary in accordance with the provisions of
the Plan shall, to the extent thereof, be in full satisfaction of all claims
against the Employer, the Company and the Trustee under the Plan, and the
Company may require such Participant or beneficiary, as a condition precedent
to such payment, to execute a receipt and release to such effect.  If
any Participant or beneficiary is determined by the Company to be incompetent
by reason of physical or mental disability (including minority) to give a valid
receipt and release, the Company may cause the payment or payments becoming due
to such person to be made to another person for his or her benefit without
responsibility on the part of the Company, the Employer or the Trustee to
follow the application of such funds.  A
signed release must be returned to the Company no sooner than the Participants
date of termination, but no later than 5:00 p.m. on the 60th day following receipt of the
release or the Participant shall irrevocably lose the opportunity to receive
any payments under the Plan.  11.7 Governing Law  The
Plan shall be construed, administered, and governed in all respects under and
by the laws of the state of New York, without effect to conflicts of laws provisions
thereof that would direct the application of the law of any other state. If any
provision shall be held by a court of competent jurisdiction to be invalid or
unenforceable, the remaining provisions hereof shall continue to be fully
effective.  11.8 Headings and Subheadings  Headings
and subheadings in this Plan are inserted for convenience only and are not to
be considered in the construction of the provisions hereof.  11.9 Offset to Benefits  The
Company shall have the right to offset amounts payable to a Participant under
the Plan to reimburse the Company for liabilities or obligations of the
Participant to the Company incurred in the ordinary course of business between
the Company and the Participant, provided, that, the entire amount of the offset
in any of the Companys fiscal years does not exceed $5,000 and the offset is
made at the same time and in the same amount as the debt otherwise would have
been due and collected from the Participant.  Travelport Americas, LLC   By:
  /s/ Jo-Anne KruseName:
  Jo-Anne KruseTitle:
  EVP, HRDate:
  12/31/08  9