TERMS OF 2012 RESTRICTED STOCK AWARD1

Restricted Stock, as defined and granted under the Delta 2007 Performance Compensation Plan (the “2007 Plan”).

June 15, 2012

The number of shares of Restricted Stock granted to each Non-Employee Director shall equal the result of the following formula: $115,000 divided by Y, where

Any partial shares resulting from the above formula will be ignored and the aggregate shares of Restricted Stock for each Non-Employee Director will be rounded up to the nearest whole ten shares.

Each grant awarded to a Non-Employee Director under the terms of this Exhibit 1 (a “2012 Grant”) will vest (the “Vesting Date”) on the earlier of (1) June 15, 2013 and (2) the date of Delta's 2013 Annual Meeting of Stockholders, subject to such Non-Employee Director's continued service as a member of the Board on the Vesting Date.

Notwithstanding the forgoing, accelerated vesting will occur prior to the Vesting Date as follows: individual 2012 Grants shall immediately vest on the date such Non-Employee Director ceases to be a member of the Board due to death or Disability. For purposes of the 2012 Grant, “Disability” shall mean the Non-Employee Director's inability to perform his or her duties as a member of the Board for a period of 180 or more days as a result of a demonstrable injury or disease.

Except as expressly set forth above, a Non-Employee Director shall immediately forfeit any unvested Restricted Stock on the date such Non-Employee Director ceases to be a member of the Board for any reason, other than due to death or Disability.