FIRST AMENDMENT TO THE DELTA AIR LINES, INC. 2007 PERFORMANCE COMPENSATION PLAN

EXHIBIT 10.12(b)

FIRST AMENDMENT TO THE

DELTA AIR LINES, INC. 2007 PERFORMANCE COMPENSATION PLAN

The first sentence of Section 5(a) of the Delta Air Lines, Inc. 2007 Performance Compensation Plan shall be deleted in its entirety and replaced by the following:

“(a) Shares Available and Certain Limitations. Subject to adjustment as provided below, the maximum number of Shares available for distribution under the Plan will not exceed:

(i) 30,000,000 Shares, plus

(ii) 126,581,428 Shares, being the number of Shares equal to 15% of the outstanding equity capitalization of the Company, determined on a “fully-diluted basis” (as defined below) at the Effective Time (as defined in the Agreement and Plan of Merger by and among the Company, Nautilus Merger Corporation (“ Merger Sub ”) and Northwest Airlines Corporation (“ NWA ”), dated as of April 14, 2008 (the “ Merger Agreement ”)). At least 50% of the Shares set forth in this subsection 5(a)(ii) shall be rese