ITEM
4.01 Changes in Registrant’s Certifying Accountants
The
Audit
Committee of the Board of Directors of Delta Air Lines, Inc. annually considers
the selection of Delta’s independent registered public accounting firm.
Following a competitive bid process, which included proposals from large
accounting firms, Delta’s Audit Committee on January 30, 2006 decided to engage
Ernst & Young LLP (“Ernst
& Young”)
to
serve as Delta’s independent registered public accounting firm for the fiscal
year ending December 31, 2006, replacing Deloitte & Touche LLP
(“Deloitte
& Touche”),
Delta’s current independent registered public accounting firm. The engagement of
Ernst & Young as Delta’s independent registered public accounting firm is
subject to approval by the United States Bankruptcy Court for the Southern
District of New York.
Deloitte
& Touche’s reports on Delta’s consolidated financial statements for the
years ended December 31, 2004 and 2003 did not contain an adverse opinion
or disclaimer of opinion but included explanatory paragraphs relating to
(1) the
ability of Delta to continue as a going concern and (2) a change in method
of
accounting for goodwill and other intangible assets, effective January 1,
2002,
to conform to Statement of Financial Accounting Standards No. 142. Deloitte
& Touche’s report on Delta’s consolidated financial statements for the
fiscal year ended December 31, 2005 has not yet been issued and Delta’s Annual
Report on Form 10-K for the fiscal year ended December 31, 2005 is not yet
due.
In
connection with the audits of Delta’s financial statements for each of the
fiscal years ended December 31, 2004 and December 31, 2003 and through
the date of this Form 8-K, there were no disagreements between Delta and
Deloitte & Touche on any matters of accounting principles or practices,
financial statement disclosure, or auditing scope or procedure, which, if
not
resolved to the satisfaction of Deloitte & Touche, would have caused
Deloitte & Touche to make reference to the matter in their report on Delta’s
consolidated financial statements for such years.
Delta
has
requested Deloitte & Touche to furnish Delta with a letter addressed to the
Securities and Exchange Commission stating whether Deloitte & Touche agrees
with the above statements. A copy of Deloitte & Touche’s letter is included
as Exhibit 16 to this Form 8-K.
During
the fiscal years ended December 31, 2004 and 2003 and through the date of
this Form 8-K, neither Delta nor anyone acting on its behalf consulted Ernst
& Young regarding either (1) the application of accounting principles
to a specified transaction, either completed or proposed, or the type of
audit
opinion that might be rendered on Delta’s consolidated financial statements or
(2) any matter that was (a) either the subject of a disagreement with
Deloitte & Touche on accounting principles or practices, financial statement
disclosure, or auditing scope or procedures, which, if not resolved to the
satisfaction of Deloitte & Touche, would have caused Deloitte & Touche
to make reference to the matter in their report, or (b) a reportable event
as
defined in Item 304(a)(1)(v) of Regulation S-K of the Securities and
Exchange Commission. Delta provided Ernst & Young with this Form 8-K prior
to filing it with the Securities and Exchange Commission.
Item
9.01 Financial Statements and Exhibits.
(c)
Exhibits.
|
Exhibit
16
|
Letter
from Deloitte & Touche LLP to the Securities and Exchange Commission
dated February 3, 2006
|
|
|
|
|
Exhibit
99
|
Press
Release dated February 3, 2006, titled “Delta Air Lines Names Ernst &
Young as Auditor for Fiscal 2006”
|
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant
has
duly caused this report to be signed on its behalf by the undersigned hereunto
duly authorized.
|
DELTA
AIR LINES, INC.
|
|
|
|
By:
/s/
Edward H.
Bastian
|
Date:
February 3, 2006
|
Edward
H. Bastian
Executive Vice President and Chief Financial
Officer
|
EXHIBIT
INDEX
Exhibit
Number
|
Description
|
|
|
Exhibit
16
|
Letter
from Deloitte & Touche LLP to the Securities and Exchange Commission
dated February 3, 2006
|
|
|
Exhibit
99
|
Press
Release dated February 3, 2006, titled “Delta Air Lines Names Ernst &
Young as Auditor for Fiscal 2006”
|
|
|
|
|