AMENDED AND RESTATED EMPLOYMENT AGREEMENT

Exhibit 10.29

EXECUTION COPY

AMENDED AND RESTATED EMPLOYMENT AGREEMENT

          This AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this “Agreement”) is dated as of December 5, 2008 by and among Orbitz Worldwide, Inc. (the “Company”) and Marsha Williams (“Executive”).

          WHEREAS, the Company and Executive entered into an Employment Agreement dated July 11, 2007 (the “Prior Agreement”);

          WHEREAS, the Company and Executive desires to amend and restate the Prior Agreement;

          NOW, THEREFORE, in consideration of the premises and mutual covenants herein and for other good and valuable consideration, the sufficiency of which is acknowledged, the parties agree as follows:

          1. Term of Employment . Subject to the provisions of Section 7 of this Agreement, Executive shall continue to be employed by the Company or one of its subsidiaries for a period commencing on July 9, 2007 and ending on July 9, 2010 (the “Employment Term”) on the terms and subject to the conditions set forth in this Agreement; provided , however , that commencing with July 9, 2010 and on each July 9 thereafter (each an “Extension Date”), the Employment Term shall be automatically extended for an additional one-year period, unless the Company or Executive provides the other party hereto 120 days prior written notice before the next Extension Date that the Employment Term shall not be so extended.

          2. Position .

          (a) During the Employment Term, Executive shall serve as the Chief Financial Officer of the Company. In such position, Executive shall have such duties and authority as shall be determined from time to time by the Board of Directors of the Company (the “Board”) and the Chief Executive Officer of the Company. If requested, Executive shall also serve as a member of the Board without additional compensation.

          (b) During the Employment Term, Executive will devote Executive’s full business time and best efforts to the performance of Executive’s duties hereunder and will not engage in any other business, profession or occupation for compensation or otherwise which would conflict or interfere with the rendition of such services either directly or indirectly, without the prior written consent of the Board; provided that nothing herein shall preclude Executive, subject to the prior approval of the Chairman of the Board or the Compensation Committee (or a similar functioning committee) of the Board (which is hereby given for the boards listed on the Exhibit A attached hereto), from accepting appointment to or continuing to serve on any board of directors or trustees of any business corporation or any charitable organization; provided in each case, and in

the aggregate, that such activities do not conflict or interfere with the performance of Executive’s duties hereunder or conflict with Section 8 of this Agreement.

          3. Base Salary . During the Employment Term, the Company shall pay Executive a base salary at the annual rate of $462,000, payable in regular installments in accordance with the Company’s usual payment practices. Executive shall be entitled to such increases in Executive’s base salary, if any, as may be determined from time to time in the sole discretion of the Board. Executive’s annual base salary, as in effect from time to time, is hereinafter referred to as the “Base Salary.”

          4. Bonus . Executive shall be eligible to participate in the Company’s incentive bonus plan (currently, the Orbitz Worldwide, Inc. 2008 Bonus Plan (the “Bonus Plan”), subject to the terms, conditions and eligibility requirements of the Bonus Plan. For purposes of the Bonus Plan, Executive’s target bonus (the “Target Bonus”) shall be equal to eighty percent (80%) of Executive’s eligible earnings (as defined in the Bonus Plan).

          5. Employee Benefits . During the Employment Term, Executive shall be entitled to participate in the Company’s employee health and welfare benefit plans as in effect from time to time (collectively “Employee Benefits”), on the same basis as those benefits are generally made available to other executives of the Company.

          6. Business Expenses . During the Employment Term, reasonable business expenses incurred by Executive in the performance of Executive’s duties hereunder shall be reimbursed by the Company in accordance with Company policies.

          7. Termination . The Employment Term and Executive’s employment hereunder may be terminated by either party at any time and for any reason; provided that Executive will be required to give the Company at least 30 days advance written notice of any resignation of Executive’s employment. Notwithstanding any other provision of this Agreement, the provisions of this Section 7 shall exclusively govern Executive’s rights upon termination of employment with the Company and its affiliates.

          (a) By the Company For Cause or By Executive Other Than as a Result of a Constructive Termination .

          (i) The Employment Term and Executive’s employment hereunder may be terminated by the Company for Cause (as defined below) and shall terminate automatically upon Executive’s resignation other than as a result of a Constructive Termination (as defined in Section 7(c) of this Agreement); provided that Executive will be required to give the Company at least 30 days advance written notice of a resignation other than as a result of a Constructive Termination.

          (ii) For purposes of this Agreement, “Cause” shall mean (A) Executive’s failure substantially to perform Executive’s duties to the Company (other than as a result of total or partial incapacity due to Disability) for a period of 10 days following receipt of written notice from the Company by Executive of such failure; provided that it is understood that this clause (A) shall not apply if the Company terminates Executive’s

employment because of dissatisfaction with actions taken by Executive in the good faith performance of Executive’s duties to the Company, (B) theft or embezzlement of property of the Company or dishonesty in the performance of Executive’s duties to the Company, other than de minimis conduct that would not typically result in sanction by an employer of an executive in similar circumstances, (C) conviction which is not subject to routine appeals of right or a plea of “no contest” for (x) a felony under the laws of the United States or any state thereof or (y) a crime involving moral turpitude for which the potential penalty includes imprisonment of at least one year, (D) Executive’s willful malfeasance or willful misconduct in connection with Executive’s duties or any act or omission which is materially injurious to the financial condition or business reputation of the Company or its affiliates, or (E) Executive’s breach of the provisions of Sections 8 or 9 of this Agreement (excluding a breach of Section 9(a) of this Agreement by a statement made by Executive in good faith in Executive’s employment capacity); provided , however, that Executive’s refusal to provide a certification in her capacity as the Company’s Chief Financial Officer in connection with any periodic report or other documentation filed by the Company under any applicable law, rule or regulation, shall not provide any basis for Cause hereunder so long as the Executive reasonably and in good faith believed that she could not provide such a certification.

          (iii) If Executive’s employment is terminated by the Company for Cause, or if Executive resigns other than as a result of a Constructive Termination, Executive shall be entitled to receive:

     (A) the Base Salary through the date of Executive’s termination;

     (B) any amounts earned under the Bonus Plan, but unpaid, as of the date of Executive’s termination for the immediately preceding fiscal year (except to the extent payment is otherwise deferred pursuant to any applicable deferred compensation arrangement with the Company);

     (C) reimbursement, within 60 days following submission by Executive to the Company of appropriate supporting documentation, for any unreimbursed business expenses properly incurred by Executive in accordance with Company policy prior to the date of Executive’s termination; provided that claims for such reimbursement (accompanied by appropriate supporting documentation) are submitted to the Company within 90 days following the date of Executive’s termination; and

     (D) such Employee Benefits, if any, as to which Executive may be entitled under the employee health and welfare benefit plans of the Company (the amounts described in clauses (A) through (D) hereof being referred to as the “Accrued Rights”).

Following such termination of Executive’s employment by the Company for Cause or resignation by Executive other than as a result of a Constructive Termination, except as set forth in this Section 7(a)(iii), Executive shall have no further rights to any compensation or any other benefits under this Agreement.

          (b) Disability or Death .

          (i) The Employment Term and Executive’s employment hereunder shall terminate upon Executive’s death and may be terminated by the Company if Executive becomes physically or mentally incapacitated and is therefore unable for a period of nine (9) consecutive months or for an aggregate of twelve (12) months in any eighteen (18) consecutive month period to perform Executive’s duties (such incapacity is hereinafter referred to as “Disability”). Any question as to the existence of the Disability of Executive as to which Executive and the Company cannot agree shall be determined in writing by a qualified independent physician mutually acceptable to Executive and the Company. If Executive and the Company cannot agree as to a qualified independent physician, each shall appoint such a physician and those two physicians shall select a third who shall make such determination in writing. The determination of Disability made in writing to the Company and Executive shall be final and conclusive for all purposes of the Agreement and any other agreement between any Company and Executive that incorporates the definition of “Disability”.

          (ii) Upon termination of Executive’s employment hereunder for either Disability or death, Executive or Executive’s estate (as the case may be) shall be entitled to receive:

     (A) the Accrued Rights;

     (B) the pro rata portion of any such amount, if any, that Executive would have been entitled to receive under the Bonus Plan during the year of the date of Executive’s termination of employment based upon the number of days of such year that shall have elapsed and for which Executive had not otherwise received any amounts under the Bonus Plan in respect of such year through the date of Executive’s termination of employment, payable when such amounts would have otherwise been payable to Executive pursuant to the Bonus Plan had Executive’s employment not terminated; and

     (C) vesting of any equity-based awards then held by Executive with respect to the Company or its affiliates as, and to the extent, described in the definitive documentation related to such awards.

Following Executive’s termination of employment due to death or Disability, except as set forth in this Section 7(b)(ii), Executive shall have no further rights to any compensation or any other benefits under this Agreement.

          (c) By the Company Without Cause or Resignation by Executive as a result of Constructive Termination .

          (i) The Employment Term and Executive’s employment hereunder may be terminated by the Company without Cause or by Executive’s as a result of a Constructive Termination.

          (ii) For purposes of this Agreement, a “Constructive Termination” shall be deemed to have occurred upon (A) any material reduction in Executive’s Base Salary or Target Bonus (excluding any change in value of equity incentives or a reduction affecting substantially all similarly-situated executives), (B) failure of the Company or its affiliates to pay compensation or benefits when due, (C) the primary business office for Executive being relocated by more than 50 miles, (D) the Company’s election not to renew the initial Employment Term or any subsequent extension thereof (except as a result of Executive’s reaching retirement age, as determined by Company policy), or not to assign this contract pursuant to Section 11(e) of this Agreement, or (E) a material and sustained diminution to Executive’s duties and responsibilities as of the date of this Agreement; provided that any of the events described in clauses (A)-(E) of this Section 7(c)(ii) shall constitute a Constructive Termination only if the Company fails to cure such event within 30 days after receipt from Executive of written notice of the event which constitutes a Constructive Termination; provided , further , that a “Constructive Termination” shall cease to exist for an event on the 60 ^th day following the later of its occurrence or Executive’s knowledge thereof, unless Executive has given the Company written notice thereof prior to such date.

          (iii) If Executive’s employment is terminated by the Company without Cause (other than by reason of death or Disability) or if Executive resigns as a result of a Constructive Termination, Executive shall be entitled to receive:

     (A) the Accrued Rights;

     (B) the pro rata portion of such amounts, if any, that Executive would have been entitled to receive under the Bonus Plan during the year of the date of Executive’s termination of employment based upon the number of days of such year that shall have elapsed and for which Executive had not otherwise received any amounts under the Bonus Plan in respect of such year through the date of Executive’s termination of employment, payable when such amounts would have otherwise been payable to Executive pursuant to the Bonus Plan had Executive’s employment not terminated;

     (C) subject to Executive’s continued compliance with the provisions of Sections 8 and 9 of this Agreement, continued payment of the Base Salary and Target Bonus in accordance with the Company’s normal payroll practices, as in effect on the date of termination of Executive’s employment, for twelve months after the date of such termination; provided that the aggregate amount described in this clause (C) shall be reduced by the present value of any other cash severance benefits payable to Executive under any other severance plans, programs or arrangements of the Company or its affiliates; provided further , that such reduction shall not include any payments made to Executive under any equity-based award program; and

     (D) vesting of any equity-based awards then held by Executive with respect to the Company or its affiliates as, and to the extent, described in the definitive documentation related to such awards.

Following Executive’s termination of employment by the Company without Cause (other than by reason of Executive’s death or Disability) or by Executive’s resignation as a result of a Constructive Termination, except as set forth in this Section 7(c) (iii), Executive shall have no further rights to any compensation or any other benefits under this Agreement.

          (d) Expiration of Employment Term .

          (i) Election Not to Extend the Employment Term . In the event either party elects not to extend the Employment Term pursuant to Section 1 of this Agreement, unless Executive’s employment is earlier terminated pursuant to paragraphs (a), (b) or (c) of this Section 7, Executive’s termination of employment hereunder (whether or not Executive continues as an employee of the Company or its subsidiaries thereafter) shall be deemed to occur on the close of business on the day immediately preceding the next scheduled Extension Date and Executive shall be entitled to receive the Accrued Rights. Following such termination of Executive’s employment hereunder as a result of either party’s election not to extend the Employment Term, except as set forth in this Section 7(d)(i), Executive shall have no further rights to any compensation or any other benefits under this Agreement.

          (ii) Continued Employment Beyond the Expiration of the Employment Term . Unless the parties otherwise agree in writing, continuation of Executive’s employment with the Company or its subsidiaries beyond the expiration of the Employment Term shall be deemed an employment at-will and shall not be deemed to extend any of the provisions of this Agreement and Executive’s employment may thereafter be terminated at will by either Executive or the Company; provided that the provisions of Sections 8, 9 and 10 of this Agreement shall survive any termination of this Agreement or Executive’s termination of employment hereunder.

          (e) Notice of Termination . Any purported termination of employment