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  As Of               Filer                 Filing     As/For/On Docs:Pgs              Issuer               Agent

11/24/06  Air France-Klm/FI                 6-K        11/24/06    1:125                                    RR Donnelley/FA

Document/Exhibit                   Description                      Pages   Size 

 1: 6-K         Report of a Foreign Private Issuer                  HTML    643K 

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 6-K

Report of Foreign Private Issuer

Pursuant to Rule 13a-16 or 15d-16 of

the Securities Exchange Act of 1934

For the month of November, 2006

AIR FRANCE–KLM

(translation of registrant’s name into English)

45, rue de Paris, 95747 Roissy-CDG Cedex. France

(Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F:
Form 20-F  x    Form 40-F  ¨

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):    ¨

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):    ¨

Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.    Yes  ¨    No  x

23^rd November 2006

FINANCIAL YEAR 2006-07

AN EXCELLENT PERFORMANCE IN THE FIRST HALF

Ø   Operating income up 30.5% to 979 million Euros

Ø   Adjusted operating margin¹ of 9.1%, up 1.2 points

Ø   Free cash flow of 0.5 billion Euros

VERY GOOD RESULTS IN Q2

Ø   Operating income up 7.8% to 568 million Euros

Ø   Adjusted operating margin¹ of over 10%

OBJECTIVE FOR FULL YEAR 2006-07 MAINTAINED

The board of Directors of Air France-KLM, at a meeting on 22^nd November 2006 chaired by Jean-Cyril Spinetta, examined the accounts for the First Half of Financial Year 2006-07.

Jean-Cyril Spinetta made the following comment on the results: “Thanks to the merger Air France-KLM is a market leader and benefits from a unique competitive position, which is contributing to the continued improvement in our results. During the First Half, we have further improved our profitability while continuing to strengthen our financial position. Based on current positive trends, I am confident that we will achieve our target for the full year of a significant rise in operating income relative to last year.”

Consolidated figures

(1) Includes gross capital gain in respect of Amadeus of 504 million Euros

(2) Includes net capital gain in respect of Amadeus of 419 million Euros

¹ Operating income adjusted for the portion of operating leases corresponding to financial charges (34%).

Internet site: www.airfranceklm-finance.com

Investor contact: Dominique Barbarin – +33 (0)1 41 56 88 60 – dobarbarin@airfrance.fr

Analyst contact: Fabrice Andriveau – +33 (0)1 41 56 72 59 – faandriveau@airfrance.fr

1/12

Second quarter to 30^th September 2006: operating income up 7.8% to 568 million euros, with an adjusted operating margin¹ of 10.1%

Passenger transport for Air France-KLM remained extremely dynamic during the second quarter, in line with the trend since the beginning of the year. The Cargo activity developed in an increasingly competitive environment which resulted in pressure on unit revenues.

Group turnover rose 8.8% to 6.13 billion Euros, for production measured in equivalent available seat kilometres (EASK) up by 4.7%. Unit revenue per EASK was up 3.6% and by 4.5% excluding the currency impact. Operating costs rose by 8.9% to 5.56 billion Euros. Excluding fuel, the rise would have been 4.6%. Unit costs per EASK were up 3.9% but declined 1.1% on a constant currency and fuel price basis.

The main changes in operating costs were as follows:

Operating income for the quarter rose 7.8% to 568 million Euros, from 527 million Euros at 30^th September 2005. The adjusted operating margin¹ stood at 10.1% versus 10.3% a year earlier.

Income from operating activities stood at 566 million Euros versus 1.06 billion Euros at 30^th September 2005; the latter included the 504 million Euro capital gain generated by the disposal of Amadeus shares.

Pre-tax income of fully integrated companies amounted to 520 million Euros versus 1.01 billion Euros at 30^th September 2005. The tax charge was 151 million Euros (240 million Euros at 30^th September 2005). The contribution from associates was 15 million Euros (versus a negative contribution of 47 million Euros at 30^th September 2005, which was negatively impacted by an asset impairment test in respect of Martinair). Net income, Group share, amounted to 374 million Euros, compared with 717 million Euros at 30^th September 2005. Excluding the net capital gain on the Amadeus operation, net income rose by 25.5%.

Information by business

Passenger

For the three months to 30^th September 2006, both traffic and capacity rose by 5.2%, giving a stable load factor at the very high level of 84.2%. The group carried a total of 19.6 million passengers, a rise of 4.9%.

Total passenger turnover was up 8.7% to 4.87 billion Euros. Operating income amounted to 505 million Euros, a rise of 18.8%.

¹ Operating income adjusted for the portion of operating leases corresponding to financial charges (34%).

2/12

Yield (RRPK) and unit revenue per available seat kilometer (RASK) both rose 4.7% on a constant currency basis. Unit costs per available seat kilometer were down 1.1% on a constant currency and fuel price basis.

Cargo

In an environment which remains highly competitive, Cargo traffic rose by 3.2%, on capacity up by 2.2%. The load factor remained at a modest level of 63.5%. The rise in unit revenue slowed during the quarter under the impact of competition, notably in the Asian region. In addition, high fuel prices are weighing on this business, which operates, on average, an older fleet.

Turnover amounted to 724 million Euros, up 3.7%, while operating income was a negative 6 million Euros compared with a profit of 34 million Euros at 30^th September 2005.

On a constant currency basis, unit revenue per revenue tonne kilometre (RRTK) was up 2.5%, and unit revenue per available tonne kilometre (RATK) rose by 3.6%. Unit costs rose by 0.8% on a constant currency and fuel price basis.

Maintenance

Third-party turnover at the Maintenance business stood at 249 million Euros versus 198 million Euros a year earlier. Operating income was 11 million Euros against 26 million Euros at 30^th September 2005. It was strongly ahead during the First Quarter of this Financial Year.

Other activities

Turnover of the Group’s other activities amounted to 285 million Euros, up 10.9%, while operating income stood at 58 million Euros, compared with 42 million Euros a year earlier.

Six months to 30^th September 2006: operating income of 979 million Euros, adjusted operating margin¹ of 9.1%

Turnover rose 10.3% to 11.93 billion Euros, for production measured in EASK up 4.7%. Unit revenues per EASK rose 5.4% (5.1% on a constant currency basis). Operating charges were up 8.8% to 10.95 billion Euros over the same period. Excluding the fuel charge, they rose by 5.0%.

¹ Operating income adjusted for the portion of operating leases corresponding to financial charges (34%).

3/12

Unit costs per EASK rose by 3.9%, but were down 0.8% on a constant currency and exchange rate basis.

The main change in operating costs was the rise in the fuel bill (+27%) to 2.18 billion Euros, reflecting the combination of a volume effect of 3% and a price impact after hedging of 24%. Commercial and distribution costs fell 2.5% to 620 million Euros and employee costs were up 5.4% to 3.30 billion Euros. The latter was due in part to a rise of 10.6% in social security charges linked to Air France’s contribution to the general unemployment insurance scheme. This limited the reduction in unit costs per EASK by 0.7percentage points. Headcount remained almost stable at 103,347 employees.

Operating income amounted to 979 million Euros up 30.5%, versus 750 million Euros a year earlier. The adjusted operating margin¹ progressed strongly, from 7.9% at 30^th September 2005 to 9.1% at 30^th September 2006.

Income from operating activities amounted to 954 million Euros against 1.29 billion Euros at 30^th September 2005. Pre-tax income of fully integrated companies was 830 million Euros, compared with 1.16 billion Euros a year earlier. Results at 30^th September 2005 included the capital gain of 504 million Euros in respect of the Amadeus operation.

After a tax charge of 238 million Euros (against 292 million Euros at 30^th September 2005) and a positive contribution from associates of 15 million Euros (compared with a negative contribution of 30 million Euros a year earlier), net income, Group share amounted to 618 million Euros, compared with 829 million Euros at 30^th September 2005, which had included a net capital gain of 419 million Euros in respect of the Amadeus operation. Excluding this, net income rose by 50.7%.

Net diluted earnings per share stood at 2.16 Euros compared with 2.97 Euros at 30^th September 2005.

Information by business

Passenger

Passenger activity in the first half was up 6.4% on capacity up by 5.1% leading to a 0.9 point improvement in the load factor to 82.8%. The Group carried a total of 38.7 million passengers during the period, a rise of 5.5%.

Total passenger turnover rose by 10.3% to 9.49 billion Euros. Operating income was strongly ahead, rising 44.4% to 868 million Euros at 30^th September 2006.

The yield (RRPK) was up 3.9%, and revenue per available seat kilometer (RASK) rose 5.1% on a constant currency basis. Unit costs per available seat kilometer were down 1.0% on a constant currency and fuel price basis.

¹ Operating income adjusted for the portion of operating leases corresponding to financial charges (34%).

4/12

Cargo

For the six months to 30^th September 2006, Cargo traffic rose by 3.5% on capacity growth of 2.4%, leading to a 0.7 point rise in the load factor to 64.8%, a level which nonetheless remains too low in an environment of stiff competition and high fuel prices.

Total revenues amounted to 1.45 billion Euros against 1.36 billion Euros a year earlier, up 7.0%. Operating income amounted to 22 million Euros, versus 45 million Euros a year earlier.

On a constant currency basis, the yield (RRTK) rose 3.3%, and unit revenues per available tonne kilometre (RATK) by 4.2%. On a constant currency and fuel price basis, unit costs were stable.

Maintenance

The Maintenance activity in the First Half was affected by contract postponements and logistics problems. Third-party revenues amounted to 480 million Euros, up 16.8% compared with 411 million Euros a year earlier. Operating income amounted to 14 million Euros versus 40 million Euros at 30^th September 2005.

Other activities

Other activities are mainly composed of the catering business and the charter activity of KLM, operated by its subsidiary, transavia.com. Revenues from the other activities amounted to 514 million Euros, up 13.5% year-on-year. Of these, the catering activity accounted for 95 million Euros, and the charter activity for 375 million Euros (+22.1%). Operating income of the division was 75 million Euros, up 17.2%.

Financial structure: a 24% rise in operating cash flow and a further reduction in net debt

Capital expenditure amounted to 1.11 billion Euros during the six months to 30^th September 2006, down from 1.37 billion Euros during the same period last year. It was financed by operating cash flow of 1.63 billion Euros (up 24% on last year) and proceeds from asset disposals of 60 million Euros (147 million Euros at 30^th September 2005). The Group’s cash position stood at 4.6 billion Euros, an increase of 0.9 billion Euros, after the successful bond issue of 550 million Euros launched at the beginning of September. In addition, available credit facilities remain at 1.7 billion Euros.

The balance sheet structure was further strengthened, with net debt of 3.85 billion Euros, down 530 million Euros versus 31^st March 2006. Shareholders’ Equity stood at 8.01 billion Euros, versus 7.85 billion Euros at 31^st March 2006. The change in the value of hedging instruments was a negative 420 million Euros compared to 31^st March 2006.

The gearing ratio was thus reduced from 0.56 at 31^st March 2006 to 0.48 at 30^th September 2006.

5/12

Objective for full year 2006-07 maintained

On the basis of current robust traffic levels and forward bookings for the coming months, Air France-KLM maintains its objective for the Full Year to generate a significant increase in operating income compared to 2005-06.

Agenda

Thursday 23rd November:

Presentation of the First Half results at 3.00 (CET) at the Westin Hotel

3, avenue de Castiglione – 75001 Paris, France

to view the presentation connect to the following internet address:

http://airfranceklm.viewontv.com (password: AKHH1)

6/12

Forward-looking statements

The information herein contains forward-looking statements about Air France-KLM and its business. These forward looking statements. which include. but are not limited to. statements concerning the financial condition. results of operations and business of Air France KLM are based on management’s current expectations and estimates.

These forward-looking statements involve known and unknown risks. uncertainties and other factors. many of which are outside of Air France-KLM’s control and are difficult to predict. that may cause actual results to differ materially from any future results expressed or implied from the forward-looking statements. These statements are not guarantees of future performance and involve risks and uncertainties including. among others: the expected synergies and cost savings between Air France and KLM may not be achieved; unanticipated expenditures; changing relationships with customers. suppliers and strategic partners; increases in aircraft fuel prices; and other economic. business. competitive and/or regulatory factors affecting the businesses of Air France and KLM generally. Additional information regarding the factors and events that could cause differences between forward-looking statements and actual results in the future is contained in Air France-KLM’s Securities and Exchange Commission filings. including its Annual Reports on Form 20-F for the year ended March 31, 2006. Air France-KLM undertakes no obligation to update or revise any forward-looking statement. whether as a result of new information. future events or otherwise.

THIS FORM 6-K REPORT IS HEREBY INCORPORATED BY REFERENCE INTO THE PROSPECTUS CONTAINED IN AIR FRANCE KLM'S REGISTRATION STATEMENT ON FORM F-3 (REGISTRATION STATEMENT NO. 333-114188). AND SHALL BE A PART THEREOF FROM THE DATE ON WHICH THIS REPORT IS FURNISHED. TO THE EXTENT NOT SUPERSEDED BY DOCUMENTS OR REPORTS SUBSEQUENTLY FILED OR FURNISHED.

7/12

FLEET AS OF 30 SEPTEMBER 2006

AIR FRANCE FLEET

8/12

FLEET AS OF 30 SEPTEMBER 2006
KLM AND TRANSAVIA FLEET

9/12

AIR FRANCE KLM GROUP

INCOME STATEMENT

10/12

CONSOLIDATED BALANCE SHEET

in millions of euros