\\DC - 036787/000001 - 4762606 v1 BEFORE THE DEPARTMENT OF TRANSPORTATION

WASHINGTON, D.C.

Application of FRONTIER AIRLINES, INC. for an exemption under 49 U.S.C. § 40109 (Lansing, Michigan – Puerto Vallarta/Cancun, Mexico) (St. Louis, Missouri – San Jose del Cabo, Mexico) ) ) ) ) ) ) ) ) ) Docket DOT-OST-2013-_______

APPLICATION OF FRONTIER AIRLINES, INC. FOR EXEMPTION
Communications with respect to this document should be addressed to: Daniel Shurz Vice President, Planning and Strategy FRONTIER AIRLINES, INC. Frontier Center One 7001 Tower Road Denver, CO 80249 Robert E. Cohn Patrick R. Rizzi HOGAN LOVELLS US LLP Columbia Square 555 Thirteenth Street, NW Washington, DC 20004 +1 202 637 4999/5659 robert.cohn@hoganlovells.com patrick.rizzi@hoganlovells.com Counsel for FRONTIER AIRLINES, INC.

July 22, 2013
NOTE: Frontier will be polling on this Application and will provide the results of

that polling to the Department as soon as it is completed.\\DC - 036787/000001 - 4762606 v1 BEFORE THE DEPARTMENT OF TRANSPORTATION

WASHINGTON, D.C.

Application of FRONTIER AIRLINES, INC. for an exemption under 49 U.S.C. § 40109 (Lansing, Michigan – Puerto Vallarta/Cancun, Mexico) (St. Louis, Missouri – San Jose del Cabo, Mexico) ) ) ) ) ) ) ) ) ) Docket DOT-OST-2013-_______ July 22, 2013

APPLICATION OF FRONTIER AIRLINES, INC. FOR EXEMPTION Pursuant to Subpart C of the Department’s Rules of Practice, Frontier Airlines, Inc. (“Frontier”) hereby applies under 49 U.S.C. § 40109 for an exemption and related designation authorizing it to engage in scheduled foreign air transportation of persons, property, and mail between (i) Lansing (LAN), Michigan and Puerto Vallarta (PVR), Mexico, (ii) Lansing (LAN), Michigan, and Cancun (CUN), Mexico, and (iii) St. Louis (STL), Missouri, and San Jose del Cabo (SJD), Mexico. Frontier will poll on this Application and report the polling results to the Department as soon as possible. In support of this Application, Frontier states as follows: 1. Frontier holds a certificate of public convenience and necessity authorizing it to engage in scheduled foreign air transportation of persons, property, and mail on certain U.S.–Mexico routes. See DOT Order 2011-6-12 (Route 904). 1 Frontier also holds exemption authority for various additional U.S.-Mexico routes. 2 Frontier’s

1 The routes are: Denver-Cancun, Denver-Cozumel, Denver-Ixtapa/Zihuatanejo, DenverMazatlan, Denver-Puerto Vallarta, Denver-San Jose del Cabo, Indianapolis-Cancun, Kansas CityCancun, Kansas City-Puerto Vallarta, Kansas City-San Jose del Cabo, Milwaukee-Cancun, St. Louis-Cancun, St. Louis-Puerto Vallarta, and Salt Lake City-Cancun. 2 See Notices of Action Taken, dated November 28, 2011 (Docket DOT-OST-2011-0209); December 9, 2011 (Docket DOT-OST-2011-0214); February 28, 2012 (Docket DOT-OST-2012- 0027); June 13, 2013 (Docket DOT-OST-2013-0116).Application of Frontier Airlines, Inc. Page 2

\\DC - 036787/000001 - 4762606 v1 scheduled services are provided using a fleet of Airbus A-318, A-319, and A-320 aircraft.2. On or about January 24, 2014, Frontier plans to introduce weekly scheduled service between Lansing, Michigan, and Puerto Vallarta, Mexico, using 138-seat Airbus A-319 aircraft. On or about January 25, 2014, Frontier plans to introduce twice weekly scheduled service between Lansing, Michigan, and Cancun, Mexico, using 138-seat Airbus A-319 aircraft. On or about February 15, 2014, Frontier plans to introduce weekly scheduled service between St. Louis, Missouri, and San Jose del Cabo, Mexico, using 168-seat Airbus A-320 aircraft. Each of these three services (LAN-PVR, LAN-CUN, STL-SJD) will be operated on a seasonal basis. 3. Frontier is fully qualified to perform the proposed services, which are similar in length and type to Frontier’s other U.S.-Mexico services. Frontier requests that the Department take official notice, pursuant to Rule 24 of the Department’s Rules of Practice, of all other data on file with the Department necessary to establish its fitness. 4. Frontier’s proposed services are fully consistent with the Air Transport Agreement between the United States and Mexico. Three carriers of each country may be designated to provide scheduled nonstop combination service between any given U.S. gateway and each of Puerto Vallarta, Cancun, and San Jose del Cabo. See United States–Mexico Air Transport Agreement, Annex I(B)(5), as amended. Based on information and belief, unused U.S. airline designations are available for Frontier’s proposed services between Lansing and Puerto Vallarta, Lansing and Cancun, and St. Louis and San Jose del Cabo. 5. Grant of this Application is in the public interest. The proposed LAN-PVR and LAN-CUN services will benefit consumers by enabling Frontier to enhanceApplication of Frontier Airlines, Inc. Page 3

\\DC - 036787/000001 - 4762606 v1 competitive service offerings to Mexico, by expanding Mexico service for Lansing and its surrounding regions, and by bringing scheduled nonstop Puerto Vallarta and Cancun service to Lansing. Similarly, the proposed STL-SJD services will benefit consumers by enabling Frontier to enhance competitive service offerings to Mexico, by expanding Mexico service for St. Louis and its surrounding regions, and by bringing scheduled nonstop San Jose del Cabo service to St. Louis. 6. The environmental impacts of Frontier’s proposed aircraft operations on this route are de minimis, and Frontier does not anticipate that the roundtrip LAN-PVR, LAN-CUN, and STL-SJD flights contemplated herein will cause a near-term net annual change in aircraft fuel consumption of 10 million gallons or more. Frontier anticipates that it will have no difficulty obtaining adequate supplies of fuel for these services. WHEREFORE, Frontier respectfully requests that the Department promptly grant Frontier an exemption and designation authorizing it to engage in scheduled foreign air transportation of persons, property, and mail between (i) Lansing, Michigan, and Puerto Vallarta, Mexico, (ii) Lansing, Michigan, and Cancun, Mexico, and (iii) St. Louis, Missouri, and San Jose del Cabo, Mexico. Respectfully submitted,

______________________________________ Robert E. Cohn Patrick R. Rizzi HOGAN LOVELLS US LLP 555 Thirteenth Street, NW Washington, DC 20004 +1 202 637 4999/5659 Counsel for FRONTIER AIRLINES, INC.\\DC - 036787/000001 - 4762606 v1 CERTIFICATE OF SERVICE I hereby certify that a copy of the foregoing Application of Frontier Airlines, Inc. for an Exemption has been served this 22nd day of July 2013, upon each of the following addressees: bob.kneisley@wnco.com; marshall.sinick@squiresanders.com; robert.wirick@aa.com; francis.heil@aa.com; sascha.vanderbellen@delta.com; chris.walker@delta.com; jhill@dowlohnes.com; perkmann@dowlohnes.com; jyoung@yklaw.com; dkirstein@yklaw.com; Thomas.Ting@suncountry.com; dan.weiss@united.com; steve.morrissey@united.com; howard_kass@usairways.com; benjamin.slocum@usairways.com; barbara.russell@virginamerica.com; brian.hedberg@dot.gov; esta.rosenberg@dot.gov; brett.kruger@dot.gov; urskr@state.gov; info@airlineinfo.com

Jonathan Echmalian