UNITED STATES OF AMERICA DEPARTMENT OF TRANSPORTATION OFFICE OF THE SECRETARY WASHINGTON, D.C. Issued by the Department of Transportation on April 19 , 20 1 2


### NOTICE OF ACTION TAKEN

– DOCKET S DOT

- OST

- 20 0 0

- 7708, DOT

- OST

- 1997

- 3289, DOT

- OST

- 2001

- 10833, and DOT

- OST

- 2008

- 0305 This serves as notice to the public of the action described below, taken by the Department official indicated (no additional confirming order will be issued in this matter).

Joint Application of Delta Air L ines, Inc. (Delta), ExpressJet Airlines, Inc. (ExpressJet), Comair, Inc. (Comair), Pinnacle Airlines, Inc. (Pinnacle), SkyWest Airlines, Inc. (SkyWest), Aerovias de Mexico, S.A. de C.V. (Aeromexico) , and Aerolitoral, S.A. de C.V. d/b/a Aeromexico Connect ( Aerolitoral) , filed April 12 , 201 2 , for:

XX Renewal and amendment of e xemption for Delta under 49 U.S.C. 40109 to provide the following service: Delta requests renewal of its exemption to engage in s cheduled foreign air transportation of
persons, proper ty, and mail between points in the United States and points within Mexico beyond Delta’s authorized Mexican gateway points for transborder services , for the purpose of blind

- sector code sharing services operated between the Mexican gateway points and other points within Mexico on services operated by Aeromexico or Aerolitoral.

Delta also requests amendment of that authority to engage in scheduled foreign air transportation of persons, property, and mail between points in the United States and points worl dwide beyond/behind Delta’s authorized Mexican gateway points for transborder services, for the purpose of blind

- sector code sharing services operated between the Mexican gateway points and points worldwide on services operated by Aeromexico or Aerolitoral

.

XX Amended s tat ement s of authorization for Delta, Comair, ExpressJet, Pinnacle, and SkyWest under 14 CFR Part 212 to engage in the f ollowing code

- share service : Delta, Comair, ExpressJet, Pinnacle, and SkyWest request amended statement s of authorizati on to permit them to display Aeromexico’s “AM” designator code on Delta/Delta Connection flights between any point or points in the United States and any point or points in third countries on a blind

- sector basis for the carriage of Aeromexico’s traffic be tween Mexico and third countries

. 1

1 Delta, ExpressJet, and Comair currently hold statements of authorization permitting them to display the “AM” code on Delta/Delta Connection flig hts between any point or points in the United States and any point or points in Canada (blind

sector) (s ee Department approval dated April 9, 2002, in Dockets DOT

- OST

- 2000

- 7708 and DOT

- OST

- 1997

- 3289 ). Pinnacle currently holds a statement of authorization permitting it to display the “AM” code on Delta Connection flights on a blind

- sector basis between Aeromexico’s U.S. gateway points and other points in the U.S. served by Pinnacle, and on a blind

- sector basis between Aeromexico’s U.S. gateway points and po ints in Canada served by Pinnacle ( see Notice of Action Taken dated February 25, 2011, in Dockets DOT

- OST

- 2000

- 7708 and DOT

- OST

- 1997

- 3289). SkyWest currently holds a statement of authorization permitting it to display the “AM” code on Delta Connection fli ghts between Aeromexico’s U.S. gateway points and other points within the United States ( see Notice of Action Taken dated December 19, 2008, in Docket DOT

- OST

- 2008

- 0305). The applicants request amendment of their respective authorities to permit them to d isplay Aeromexico’s “AM” code on flights to and from points in any country beyond/behind the United States.XX Special authorization for Aeromexico under 14 CFR Part 216:

Aeromexico requests a special authorization under 14 CFR Part 216 to permit Aeromexico to commingle traffic between Mexico and third countries (that is, t raffic not in foreign air transportation) on the same services that carry traffic that is in foreign air transportation between Mexico and the United States and between the United States and third countries, in conjunction with third

- country code

- sharing s ervices with Delta/Delta Connection. Aeromexico requests this special authorization be granted for an indefinite period.

XX Amended stat ement of authorization for Aeromexico under 14 CFR Part 212 to engage in the following code

- share service:

Aeromexi co requests an amended statement of authorization to permit Aeromexico to display Delta’s “DL” designator code on Aeromexico flights between any point or points in Mexico and any point or points in third countries on a blind

- sector basis for the carriage o f Delta’s traffic between the United States and third countries

. 2

XX Amended stat ement of authorization for Aerolitoral under 14 CFR Part 212 to engage in the following code

- share service:

Aero litoral requests an amended statement of authorization to pe rmit Aero litoral to display Delta’s “DL” designator code on Aero litoral flights between any point or points in Mexico and any point or points in third countries on a blind

- sector basis for the carriage of Delta’s traffic between the United States and third countries

. 3

Applicant reps: Alexander Van der Bellen (Delta and Comair ) (202) 842

- 4184 , Gerald F. Murphy (ExpressJet and SkyWest) (202) 624

- 2500, Brian T. Hunt (Pinnacle) (901) 346

- 6145, and John R. Mietus, Jr. (Aeromexico and Aerolitoral ) ( 202 ) 7 47

- 5212

DOT Analyst: Brett D. Kruger (202) 366

- 8025

D I S P O S I T I O N

XX Approved , renewal and amendment of exemption authority to Delta ( subject to conditions, s ee below).

XX Approved , a mended stat ements of authorization for Delta, Comair, Ex pressJet, Pinnacle, and SkyWest ( subject to conditions, s ee below).

XX Approved in part , spe cial authorization under 14 CFR Part 216 for Aeromexico (subject to conditions) , remainder (request for longer

- term authority) dismissed

. 4

XX Approved, a mended stat ement of authorization for Aeromexico (subject to conditions, see below).

XX Approved, a mended stat ement of authorization for Aerolitoral (subject to conditions, see below).

2 Aeromexico currently holds a statement of authorization permitting it to display the “DL” code on all flights operated by Aeromexico within Mexico beyond Delta’s authorized Mexican gateways for the carriage of Delta’s authorized U.S.

- Mexico traffic ( see Order 99

- 6

- 6). Aeromexico requests amendment of that authority to permit it to display Delta’s “DL” code on flights to and from points in any count ry beyond/behind Mexico.
3 Aerolitoral currently holds a statement of authorization permitting it to display the “DL” code on flights operated by Aerolitoral between Delta’s authorized Mexican gateway points and other points within Mexico on a blanket basi s, for the carriage of Delta’s authorized U.S.

- Mexico traffic ( see Department approval dated October 30, 2001, as amended March 19, 2009, in Docket DOT

- OST

- 2001

- 10833).
4 Consistent with our standard policy, we grant the special authorization to Aeromexico for a one

- year period, and dismiss the request for longer

- term authority.The above action granting renewed and amended exemption authority to Delta was effective when taken: April 19 , 20 1 2 , through April 19 , 201 4

. The above action granting a mended statement s of authorization to Delta, Comair, ExpressJet, Pinnacle, and SkyWest was effective: April 19 , 2012 , and will remain in effect indefinitely, subjec t to conditions.

The above action granting a special authorization under 14 CFR Part 216 to Aeromexico was effective: April 19 , 2012

, through April 19 , 2013

. The above action granting an amended statement of authorization to Aeromexico was effective: Apr il 19 , 2012

, and will remain in effect indefinitely, subject to conditions.

The above action granting an amended statement of authorization to Aerolitoral was effective: April 19 , 2012

, and will remain in effect indefinitely, subject to conditions.

Acti on taken by: Paul L. Gretch, Director Office of International Aviation

XX The authority granted is consistent with the aviation agreement between the United States and Mexico.

Except to the extent exempted or waived, this authority is subject to the terms, conditions, and limitations indicated: XX Delta and Delta Connection carriers’ certificates of public convenience and necessity XX Standard e xemption c onditions (attached as Appendix A ) XX Conditions for statement s of authorizati on (attached as Appendix B)

Conditions: Delta’s exemption authority to hold out blind

- sector service between its Mexican gateway points and other points within Mexico and beyond/behind Mexico is limited to operations conducted on a code

- share basis only.

With regard to Aerome xico’s request for authorization to carry blind sector traffic, our action will authorize the blind sector service proposed between Aeromexico’s authorized U.S. gateways and beyond to points in third countries for the carriage of Aeromexico’s authorized Me xico

- U.S. traffic in combination with Mexico

- third country traffic (no local traffic rights between the United States and third countries).

Remarks : We note that Delta has conducted safety audit s of Aeromexico and Aerolitoral under the Department’s Code

- Share Safety Audit Program, and the FAA has advised us that it has reviewed the relevant audit report s and found them to be acceptable.

We acted on this application without awaiting expiration of the 15

- day answer period with the consent of all parties served with the application.

On the basis of data officially noticeable under Rule 24(g) of the Department's regulations, we found Delta qualified to provide the exemption services authorized.

Under authority assigned by the Department in its regulati ons, 14 CFR Part 385, we found that (1) our action was consistent with Department policy; (2) grant of the authority was consistent with the public interest; and (3) grant of the authority would not constitute a major regulatory action under the Energy Pol icy and Conservation Act of 1975. To the extent not granted, we denied all requests in the referenced Docket. We may amend, modify, or revoke the authority granted in this Notice at any time without hearing at our discretion.Persons entitled to petiti on the Department for review of the action set forth in this Notice under the Department’s regulations, 14 CFR §385.30, may file their petitions within seven (7) days after the date of issuance of this Notice. This action was effective when taken, and the filing of a petition for review will not alter such effectiveness.

An electronic version of this document is available on the World Wide Web at: http://www.regulations.gov

### A ppendix A U.S. Carrier Exempti on Conditions

In the conduct of the operations authorized, the U.S. carrier applicant(s) shall:

(1) Hold at all times effective operating authority from the government of each country served;

(2) Comply with applicable requirements concerning oversale s contained in 14 CFR 250 (for scheduled operations, if authorized);

(3) Comply with the requirements for reporting data contained in 14 CFR 241;

(4) Comply with requirements for minimum insurance coverage, and for certifying that coverage to the Depar tment, contained in 14 CFR 205;

(5) Except as specifically exempted or otherwise provided for in a Department Order, comply with the requirements of 14 CFR 203, concerning waiver of Warsaw Convention liability limits and defenses;

(6) Comply with all a pplicable requirements of the Federal Aviation Administration, the Transportation Security Administration, and with all applicable U.S. Government requirements concerning security, including, but not limited to, 49 CFR Part 1544. To assure compliance with all applicable U.S. Government requirements concerning security, the holder shall, before commencing any new service (including charter flights) to or from a foreign airport, contact its Principal Security Inspector (PSI) to advise the PSI of its plans an d to find out whether the Transportation Security Administration has determined that security is adequate to allow such airport(s) to be served;

(7) Comply with such other reasonable terms, conditions, and limitations required by the public interest as m ay be prescribed by the Department of Transportation, with all applicable orders and regulations of other U.S. agencies and courts, and with all applicable laws of the United States.

The authority granted shall be effective only during the period when the holder is in compliance with the conditions imposed above.

1/2008

### Appendix B

The code

- share operations authorized here are subject to the following conditions:

(a) The statement s of authorization will remain in effect only as long as (i) Delta , ExpressJet, Comair, Pinnacle, SkyWest, Aeromexico , and Aerolitoral continue to hold the necessary underlying authority to operate the code

share services at issue, and (ii) the code

- share agreement providing for the code

- share operations rema ins in effect.

( b ) Delta, ExpressJet, Comair, Pinnacle, SkyWest, Aeromexico, and/or Aerolitoral must notify the Department no later than 30 days before they begin any new code

- share service under the code

- share services authorized here. Such notice shall identify the market(s) to be served, which carrier will be operating the aircraft in the code

- share market added, and the date on which the service will begin. Such notice should be filed in Docket s DOT

- OST

- 2000

- 7708, DOT

- OST

- 1997

- 3289, DOT

- OST

- 2001

- 1083 3, and DOT

- OST

- 2008

- 0305

. 5

( c ) Delta, ExpressJet, Comair, Pinnacle, SkyWest, Aeromexico, and/or Aerolitoral must promptly notify the Department if the code

- share agreement providing for the code

- share operations is no longer effective or if the carriers d ecide to cease operating all or a portion of the approved code

- share services. Such notice should be filed in Dockets DOT

- OST

- 2000

- 7708, DOT

- OST

- 1997

- 3289, DOT

- OST

- 2001

- 10833, and DOT

- OST

- 2008

- 0305

. 6

( d ) The code

- sharing operations conducted under this a uthority must comply with 14 CFR 257 and with any amendments to the Department’s regulations concerning code

- share arrangements that may be adopted. Notwithstanding any provisions in the contract between the carriers, our approval here is expressly condit ioned upon the requirements that the subject foreign air transportation be sold in the name of the carrier holding out such service in the computer reservation systems and elsewhere; that the carrier selling such transportation ( i.e., the carrier shown on the ticket) accept responsibility for the entirety of the code

- share journey for all obligations established in its contract of carriage with the passenger; that the passenger liability of the operating carrier be unaffected; and that the operating carrier shall not permit the code of its U.S. code

- sharing partner to be carried on any flight that enters, departs, or transits the airspace of any area for whose airspace the Federal Aviation Administration has issued a flight prohibition.
(e) The authority to operate to third countries is subject to the condition that any service provided under the statement of authorization shall be consistent with all applicable agreements between the United States and the foreign countries involved. Furthermore, (i) nothin g in the award of this blanket statement of authorization should be construed as conferring upon Delta /Delta Connection rights (including code

- share, fifth freedom intermediate and/or beyond rights) to serve markets where U.S. carrier entry is limited unle ss Delta /Delta Connection notifies the Department of its intent to serve such a market and unless and until the Department has completed any necessary carrier selection procedures to determine which carrier(s) should be authorized to exercise such rights; and (ii) should there be a request by any carrier to use the limited

- entry route rights that are included in the authority of Delta /Delta Connection by virtue of the blanket statement of authorization granted here, but that are not then being used by Delta /Delta Connection , the holding of such authority will not be considered as providing any preference for Delta /Delta Connection in a competitive carrier selection proceeding to determine which carrier(s) should be entitled to use the authority at issue. 7

( f

) The authority granted here is specifically conditioned so that neither Delta, ExpressJet, Comair, Pinnacle, SkyWest, Aeromexico, nor Aerolitoral shall give any force or effect to any contractual provisions between themselves that are contrary to these c onditions.
We may amend, modify, or revoke the authority granted at any time without hearing at our discretion.

5 See Appendix C for a list of third country code

- share points already authorized by the Department. The applicants state that they will rely on the established practice whereby an y notice given for one Delta/Delta Connection carrier is deemed notice given for all Delta carriers, a notice given for Aeromexico or Aerolitoral is deemed notice for both Mexican operating carriers, and any notice for a beyond

- gateway point is deemed noti ce given for that point via all authorized gateways. 6 We expect this notification to be received within ten (10) days after such non

- effectiveness or of such decision

7 The notice in paragraph (b) above can be used for this notification.

### Appendix C

Already Approved Behind/Beyond Third Country Code

- S hare Points

Delta Code on Aeromexico

Lima, Peru

Aeromexico Code on Delta

Ba rcelona, Spain Frankfurt, Germany London, United Kingdom Madrid, Spain Milan, Italy Nice, France Paris, France Rome, Italy Tokyo, Japan Nagoya, Japan

Aeromexico Code on Delta/ExpressJet/Comair/Pinnacle

Points in Canada (previous notices have been given f or Toronto, Montreal, and Ottawa)

Note: All code sharing listed above is conducted on a blind

- sector basis.