Terms of Bankruptcy Protection Agreement

 

AMR Restructuring Participation Agreement
March 31, 2003

Terms of Bankruptcy Protection Agreement

 

1. American Airlines and AMR (“the Company”) and the Association of Professional Flight Attendants (the “Parties”) expressly acknowledge and agree that the modifications to the APFA Agreement described have been negotiated in good faith by the Company and the APFA on the basis of the best information currently known to the company, with the intent and goal of avoiding reorganization under Chapter 11 of the United States Bankruptcy Code (the “Bankruptcy Code”). The Parties currently hope that this goal can be achieved through, among other things, (1) the non-labor cost reductions identified and implemented by the Company to date and (2) the labor cost reductions provided in the AMR Restructuring Participation Agreements by all of the Company’s union-represented labor groups, as well as by its management and non-union employees. The commitments in this letter shall not become effective unless and until all of the AMR Restructuring Participation Agreements have been ratified and become effective. Nonetheless, the Company agrees to the foresaid commitments during the ratification process, provided tentative agreements between the Company and the APFA on a restructuring agreement, are reached, and the APFA agrees to submit the tentative APFA Agreement to ratification by the membership, with the final ratification voted to be counted no later than 11:00 a.m. CDT on April 15, 2003.
2. The company agrees that if a petition for bankruptcy is filed with respect to either American Airlines or AMR Corporation, that neither the Company nor any affiliate will file or support any motion pursuant to 11 U.S.C. Section 1113, seeking rejection or modifications of, or relief or interim relief from, the AMR Restructuring Participation Agreement (a “Motion”) unless the Company’s financial condition materially deteriorates, subsequent to the date of this agreement, from the financial condition projected in the company’s business plan provided to the APFA and to the other unions on February 19, 2003, during the negotiations of the AMR Restructuring Participation Agreement, whether because of general economic conditions or otherwise. The Company and its affiliates further agree to actively oppose any such Motion if filed by another party subject to the same conditions as outlined about in this paragraph.
3. The AMR Restructuring Participation Agreement shall not terminate upon the filing by the Company of a bankruptcy proceeding. However, it is expressly recognized and agreed that if for any other reason the AMR Restructuring Participation Agreements re not completely and unconditionally ratified and effective, the above two paragraphs are inapplicable and shall have no force or effect, and the Company may make or refrain from opposing any such Motion with regard to the APFA’s Agreement.
4. Upon the AMR Restructuring Participation Agreement becoming ratified and effective, the terms and conditions set forth in paragraphs 2 and 3 above shall remain in effect and apply.
5. In the event the Company determines that it is necessary to consider modifications to the AMR Restructuring Participation Agreement, or issues which may arise in the event of the Company’s inability to implement other elements of the restructuring plan, or the status of the Company’s current pension obligations, the Company and the APFA will meet promptly for this purpose.
6. In the even a petition for bankruptcy under the Bankruptcy code is filed by or against AMR and/or American Airlines:
   1. The Company will not object to the appointment of a APFA representative to the official committee of unsecured creditors.
   2. AMR and/or American airlines will endeavor, subject to the applicable provisions of the Bankruptcy Code, to purpose a Chapter 11 bankruptcy plan of reorganization
      which provides APFA with;
      1. Equity securities in the reorganized AMR in the same proportion compared to those received by the other unions in the Chapter 11 bankruptcy plan of reorganization as the proportion of the total union equity securities the APFA was to receive in the APFA Stock Option Plan described in Attachment C to the AMR Restructuring Participation Agreement and;
      2. The corporate information review rights described in the AMR Restructuring Participation Agreement.

 

John Ward President
Association of Professional Flight Attendants

Lorraine Mase-Hecker
Director, Employee Relations American Airlines, Inc.