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Exhibit 10.6    
    


To:

Title:

Date:    February 26, 2004 


Dear        , 


        This
letter is being provided to you to explain the benefits you are eligible to receive, in the event that your employment is involuntarily terminated by Sabre Inc.  [include "or any of it's subsidiaries or affiliates" if
needed] ("Sabre" or the "Company") for any reason other than for "cause"
(as defined in Sabre Holdings most recent Long Term Incentive Plan) or for non-performance. In order to be eligible to receive the benefits provided for herein, you must agree to the
revocation of the January 29, 2003 letter provided to you regarding severance benefits, and acknowledge your agreement by signing below in the space provided and returning a copy of this letter
to Sondra Radigonda in Executive Compensation. 


        The
benefits are as follows: 



	•
	You
will be eligible to receive the following payments (collectively the "Termination Payments") upon involuntary termination: 
	a)
	52
weeks (or 12 months) of base salary (less applicable withholding) and 
	b)
	target
VCP at your most recently established incentive target or other similar bonus for which you may be eligible for the plan year in which you are involuntarily terminated (less
applicable withholding). If you are involuntarily terminated after the plan year ends, but before the payout date, you will also be eligible to receive your prior year's VCP award at the funded level
(less applicable withholding).






	•
	You
will be eligible for COBRA coverage following termination. Should you elect COBRA coverage, the Company will subsidize COBRA medical benefits at your active employee
rate for 52 weeks (the "COBRA subsidy").



	•
	In
order to receive the Termination Payments and COBRA subsidy, you must execute and comply with an Agreement and General Release ("AGR") in a form determined by the Company
that releases all causes of action and claims against Sabre and all related parties and that will include non-competition and non-solicitation provisions in addition to any
other provisions the Company deems necessary in its sole discretion. The non-compete period will extend for one year from your termination date. The non-solicitation period
will extend for two years from your termination date. If you breach or fail to comply with any of the terms of the AGR after receiving Termination Payments or COBRA subsidies, the Company will be
entitled to recoup any portion of the Termination Payments or COBRA subsidies previously paid, as well as cease any Termination Payments or COBRA subsidies being made to you or on your behalf.



	•
	Your
Termination Payments will be paid in installments, over a one-year period, no less frequently than quarterly, beginning as soon as administratively feasible
upon receipt of your signed AGR



	•
	In
the event of your death during the period in which Termination Payments are being paid, any remaining payments will be paid to your designated beneficiary for Basic Group
Life Insurance. 



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	•
	You
will not be eligible to receive the Termination Payments identified in this letter under the following conditions: 
	(1)
	In
the event of a Change in Control ("CIC") as defined by your current Executive Termination Benefits Agreement ("ETBA"), the terms of your ETBA will govern any compensation or
benefits you receive, and you will not be eligible for Termination Payments identified in this letter. 
	(2)
	If
you have an individual agreement with Sabre or any of its subsidiaries or affiliates that provides for any compensation or benefits (or provides for non-payment of
compensation) in the event of termination of your employment, your individual agreement will govern, and you will not be eligible for the Termination Payments identified in this letter. 
	(3)
	In
the event that you receive any severance benefits under the Sabre Inc. Severance Plan, you will not be eligible to receive the Termination Payments identified in this
letter.






	•
	The
Company may amend the benefits provided for in this letter to provide increased benefits at any time. The Company may reduce or eliminate the benefits provided for in
this letter after January 19, 2006, upon at least 6 months advance notice. 





Acknowledged
and accepted by:
                                         
               



Date:
                                         
               




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Exhibit 10.6