### UNITED STATES OF AMERICA DEPARTMENT OF TRANSPORTATION OFFICE OF THE SECRETARY WASHINGTON, DC 

### Issued by the Department of Transportation on February 17 , 2011 NOTICE OF ACTION TAKEN -- DOCKET S DOT - OST - 200 4 - 19 148 a nd DOT - OST - 2005 - 20122

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### 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 a pplication of UNITED AIR LINES, INC. ( U nited) and CONTINENTAL AIRLINES , INC. (Continental) filed 1/3/1 1 for : Docket DOT - OST - 2004 - 19148 XX Renewal of e xemption for two years under 49 U.S.C. 40109 to permit United to provide the following services: Scheduled foreign air transportation of persons, property and mail between the United States and points worldwide on a third - country code - share basis pursuan t to blanket code - sharing statements of authorization previously approved by the Department, under which United’s “ UA ” designator code is displayed on flights operated by its foreign code - share partners, as well as on flights operated by foreign carriers t hat are currently authorized, or that in the future become authorized, to operate flights on behalf of United’s blanket code - share foreign partners. 1 

### Docket DOT - OST - 2005 - 20122 XX Renewal and amendment o f exemption for two years under 49 U.S.C. 40109 to permit Continental to provide the following services: 2 Scheduled foreign air transportation of persons, property and mail between the United States and points worldwide on a third - country code - share basi s pursuant to blanket code - sharing statements of authorization previously approved by the Department, under which Continental ’s “ CO ” designator code is displayed on flights operated by its foreign code - share partners, as well as on flights operated by fore ign carriers that are currently authorized, or that in the future become authorized, to operate flights on behalf of Continental ’s blanket code - share foreign partners. 3 1 The authorized foreign carriers are: Deutsche Lufthansa AG (Lufthansa), and other carriers that operate flights on Lufthansa’s behalf (Lufthansa CityLine, Air Dolomiti, Condor Flugdienst, and PrivatAir GmbH); Air New Zealand Limited (ANZ); All Nippon Airw ays Co. Ltd. (ANA); Asiana Airlines, Inc. (Asiana); Austrian Airlines, Osterreichische Luftverkehrs AG (Austrian); Lauda Air Luftfahrt GmbH (Lauda); Polskie Linie Lotnicze LOT S.A. (LOT); Scandinavian Airlines System (SAS); Singapore Airlines Limited (Sing apore); Tyrolean Airways, Tiroler Luftfahrt GmbH d/b/a Austrian Arrows (Tyrolean); TAP Air Portugal (TAP); Swiss Air International Air Lines Ltd. d/b/a Swiss (Swiss); Qatar Airways Q.C.S.C. (Qatar Airways); Turkish Airlines (Turkish); Aer Lingus Limited (A er Lingus); Jet Airways; Brussels Airlines N.V./S.A. (Brussels Airlines); and Spanair, S.A. (Spanair). 2 Continental seeks amendment of its ex emption authority so that, like United, the Continental code can be displayed on flights operated by foreign carr iers that o perate flights (now or in the future) on behalf of Continental’s blanket code - share foreign partners named in Docket DOT - OST - 2005 - 20122. 3 The authorized foreign carriers are: Compania Panamena de Aviacion, S. A. (COPA); Air Canada; Jazz Air LP d /b/a Air Canada Jazz (Air Canada Jazz); British Midland Airways Limited d/b/a bmi (bmi); British Midland Regional Limited d/b/a bmi Regional (bmi Regional); Lufthansa; Lufthansa Cityline; Air Dolomiti; Augsburg Airways GmbH (Augsburg); PrivatAir GmbH; Priv atAir S.A.; Contact Air Flugdienst GmbH & Co. (Contact Air);

### The joint applicants also request that their exemption authorities be amended to be issued in the name of United and/or Continental. Applicant rep: Hershel I. Kamen (202 ) 647 - 2617 DOT Analyst: Robert J. Finamore (202) 366 - 5423 DISPOSITION XX Approved in part , subject to conditions (renewal of United’s exemption and renewal and ame ndment of Continental’s exemption), remainder (request of the joint a pplicants that their renewed authority be amended to be issued in the name United and/or Continental) dismissed . ( S ee remarks below) . The above action granting renewal of United’s exemp tion authority and renewal and amendment of Continental’s e 

### xemption authority was effective when taken : February 17 , 2011 , through February 17 , 2013 . The above action dismissing the request of the joint applicants that 

### their authorities be amended to be issued in the name United and/or Continental was effective when taken : February 17 , 2011. 

### Action taken by: Paul L. Gretch, Director Office of International Aviation XX The authority granted is consistent with the aviation agreement s b etween the U nited States and the homelands of United ’s and Continental’s foreign code - share partners listed in this Notice. Except to the extent exempted or waived, this authority is subject to the terms, conditions, and limitations indicated: XX Holder’s certificates of public convenience and necessity XX Standard exemption conditions (attached) XX R elevant blanket statements of authorization and attached conditions 4 Eurowings Luftverkehrs AG (Eurowings); Cirrus Airlines Luftfahrtgesellschaft mbH (Cirrus Airlines); Asiana; ANZ; SAS; Brussels Airlines; Aegean Airlines Societe Anonyme d/b/a Aegean Airlines S.A. (Aegean Airlines); TAP; Blue 1 Ltd. (Blue1); and Spanair. 4 For United, s ee Order 98 - 4 - 8, issued April 9, 1998 (Undocketed, United - Lufthansa) and Department actions dated August 6, 1999 (Docket DOT - OST - 1999 - 6013, United - ANZ); August 7, 1998 (Undocketed, United - ANA); December 19, 2002 (Docket DOT - OST - 2002 - 13320, United - Asiana); Ma rch 13, 2000 (Docket DOT - OT - OST 2000 - 6803, United - Austrian); March 22, 2001 (Docket DOT - OST - 2000 - 7751, United - Lauda and United - Tyrolean); April 19, 2004 (Docket DOT - OST - 2004 - 17468, United - LOT); May 24, 1999 (Docket DOT - OST - 1999 - 5251 , United - SAS); October 17, 2000 (Docket DOT - OST - 2000 - 7696, United - Singapore); August 11, 2005 (Docket DOT OST - 2005 - 21686, United - TAP); October 19, 2005 (Docket DOT - OST - 2005 - 22464, United - Swiss); July 19, 2007 (Docket DOT - OST - 2007 - 28628, United - Qatar); April 17, 2008 (Docket DOT - OST - 2008 - 0102, United - Turkish); July 25, 2008 (Docket DOT - OST - 2008 - 0176, United - Aer Lingus); and November 10, 2009 (Docket DOT - OST 2008 - 0164, United - Jet Airways). For Continental, s ee Notices of Action Taken dated July 9, 1998 (98 - 65, undocketed, Continen tal - COPA); October 21, 2009 (Dockets DOT - OST - 2005 - 20122, DOT - OST - 2009 - 0173, DOT OST - 2009 - 0174, and DOT - OST - 2009 - 0175, Continental. - Air Canada and Air Canada Jazz, Continental - bmi and bmi Regional, and Continental - Lufthansa, Lufthansa Cityline, Air Dolomiti , Augsburg, PrivatAir GmbH, PrivatAir S.A., Contact Air, Eurowings, and Cirrus Airlines); November 20, 2009 (Dockets DOT - OST - 2005 - 20122 and DOT OST - 2009 - 0277, Continental - Asiana); January 26, 2010 (Dockets DOT - OST - 2005 - 20122 and DOT - OST - 2009 - 0340, Continen tal - Air New Zealand); March 11, 2010 (Dockets DOT - OST - 2005 - 20122 and DOT - OST - 2010 - 0020, Continental - SAS); June 9, 2010 (Dockets DOT - OST - 2005 - 20122 and DOT - OST - 2010 - 0111, Continental - Brussels

### Special conditions/ Remarks: Renewal of Uni ted’s exemption authority and renewal and amendment of Continental’s exemption authority to support code - share operations whereby United and Continental would display their designator code s on flights operated by current and future foreign carriers that operate flights on behalf of United’s and Continental’s authorized foreign blanket code - share partners is subject to the following conditions: 1) the foreign carriers must have the requisite permit or exemption authority and statement of authorization from the Department to perform the proposed services; and 2) United and/or Continental, as appropriate, must conduct and keep current an FAA - appro ved safety audit of the applicable foreign carriers under the Department’s Code - Share Safety Audit Program. With respect to our dismissal of the joint applicants ’ request that their authorities in the two referenced Dockets be amended to be i ssued in the name United and/or Continental , we note that this request is encompassed in the joint applicants’ route transfer application that is p ending before the Department in Docket DOT - OST - 2010 - 0163 and we will address that matter in our action in that Docket .

____________________________________________________________________________________ On the basis of data officially noticeable under Rule 24(g) of the Department's regulations, we found the applicant qualified to provide the services authorized. Under a uthority assigned by the Department in its regulations, 14 CFR Part 385, we found that (1) our action was consistent with Department policy; (2) grant of the exemption authority was consistent with the public interest; and (3) grant of the authority would not constitute a major federal action under the Energy Policy and Conservation Act of 1975. To the extent not granted or dismissed , we denied all requests in the referenced Docket. We may amend, modify, or revoke the authority granted in this Notice at a ny time without hearing at our discretion. Persons entitled to petition 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 sev en ( 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

Airlines); June 23, 2010 (Dockets DOT - OST - 2005 - 20122 and DOT - OST - 2010 - 0132, Continental - Aegean Airlines); September 9, 2010 (Dockets DOT - OST - 2005 - 20122 and DOT - OST - 2010 - 0206, Continental - TAP); October 1, 2010 (Dockets DOT - OST - 2005 - 20122 and DOT - OST - 2010 - 0171 (Continental - Blue1); and October 22, 2010, (Dockets DOT - OST - 20 05 - 20122 and DOT - OST - 2010 - 0180) Continental - Spanair.

### Attachment U.S. Carrier Exemption 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 oversales 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 mini mum insurance coverage, and for certifying that coverage to the Department, 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 War saw Convention liability limits and defenses; (6) Comply with all applicable requirements of the Federal Aviation Administration, the Transportation Security Administration, and with all applicable U.S. Government requirements concerning security, includ ing, 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 and 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 te rms, conditions, and limitations required by the public interest as may 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.

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