UNITED STATES OF AMERICA

DEPARTMENT OF TRANSPORTATION

OFFICE OF THE SECRETARY WASHINGTON, DC



### Issued by the Department of Transportation on March 2, 2010

NOTICE OF ACTION TAKEN -- DOCKETS DOT-OST-2004-19148 and DOT-OST-2010-0024

_____________________________________________________________________________________________________________________ This serves as notice to the public of the action d escribed below, taken by the Department official indicated (no additional confirming orde r will be issued in this matter).

1. Docket DOT-OST-2004-19148

Application of UNITED AIR LINES, INC. (United) filed 1/26/10 for:

XX Amendment of exemption under 49 U.S.C. 4 0109 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 pursuant to blanket code-sharing statements of authorization previously approved by the Department, under which Unit ed’s “UA” designator code is displayed on flights operated by it s foreign code-share partners, as we ll as on flights operated by foreign carriers that are currently authoriz ed, or that in the future become authorized, to operate flights on

behalf of United’s blanket code-s hare foreign partners. 1 2

2. Docket DOT-OST-2010-0024

Joint Application of United and BRUSSELS AIRLINES N.V./S.A. (Brussels Airlines)

, filed 1/26/2010, for blanket statements of authorization to permit:

United to display the (SN*) designator code of Brussels Airlines on flights operated by United between: (1) any point in the United States and any point in the European Union (EU) or an Open Skies European Common Aviation Area (ECAA) co untry (either nonstop or via third-country intermediate points); (2) any points within the Un ited States in conjunction with services held out by Brussels Airlines to or from the United States (either nonstop or via third-country intermediate points); and (3) any point in the United States or the EU and any point in any third country.

Brussels Airlines to display the (UA*) designator code of United on flights operated by Brussels Airlines between: (1) any point in the EU or an Open Skies ECAA country and any point in the United States (either nonstop or via third-country intermediate points); (2) any points within the EU in conjunction with services held out by Unit ed between the United States and the EU (either

1 The authorized foreign carriers are: Deutsche Lufthansa AG (Lufthansa), and other carri ers that operate flights on Lufthansa’s behalf (Lufthansa CityLine, Air Dolomiti, Condor Flugdienst, and PrivatAir); Air New Zealand Limited (ANZ); All Nippon Airways Co. Ltd. (ANA); Asiana Airlin es, 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 (Singapore); 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); Air One, S.p.A. (Air One); Tu rkish Airlines (Turkish); Aer Lingus Limited (Aer Lingus); and Jet Airways (India) Ltd. (Jet Airways).

2 United requests that its exemption authority be amended to the extent necessary to permit it to also place its designator code on flights operated by Brussels Airlines N.V./S.A. (Bru ssels Airlines).nonstop or via third-country intermediate points); and (3) any point in the EU or the United States and any point in any third country.

Applicant representatives: Julie Oettinger and Jeffrey A. Manley (301) 229-8571 (United) and Evelyn D. Sahr (202) 659-6622 (Brussels Airlines)

DOT Analyst: Robert J. Finamore (202) 366-5423

DISPOSITION

XX Approved, subject to conditions

The above action granting amended exemption au thority to United is effective when taken : March 2, 2010 , through June 15, 2011

. 3 The above action granting blanket statements of authorization

to the referenced carriers is effective: March 2, 2010 , and will remain in effect indefinitely, subject to

conditions.

Action 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 the European Union.

Except to the extent exempted or waived, this authorit y is subject to the terms, conditions, and limitations

indicated:

XX United’s certificates of public convenience and necessity

XX Standard U.S. carrier exemption conditions (attached as Appendix A)

XX Conditions for statements of authoriza tion granted here (attached as Appendix B)

XX Conditions attached to previously granted statements of authorization 4

Remarks: We note that United has conducted a safety audit of Brussels Airlines under the Department’s Code-Share Safety Audit Program, and the FAA has a dvised us that it has reviewed the relevant audit program and found the program to be acceptable.

United’s exemption authority to support code-share operations whereby United would display its “UA” designator code on flights operated by current and future foreign carriers that operate flights on behalf of United’s authorized foreign blanket code-share part ners remains 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 must conduct and

3 We are approving United’s request coextensive with the ex piration date of its current exemption authority in this

Docket.

4 See 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); March 13, 2000 (Docket DOT-OT-OST-2000-6803, UnitedAustrian); 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); March 14, 2008 (Docket DOT-OST-2008-0001, United-Air One); 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).keep current an FAA-approved safety audit of the applicable foreign carriers under the Department’s Code-Share Safety Audit Program.

____________________________________________________________________________________ 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 authority assigned by the Department in its regulations, 14 CFR Part 385, we found that (1) our action was consistent with Department policy; (2) gr ant 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 ex tent 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 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 with in seven (7) days after the date of

issuance of this Notice. This action was effective wh en 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

### Appendix A

U.S. Carrier Exemption Conditions

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

(1) Hold at all times effectiv e operating authority from the govern ment of each country served;

(2) Comply with applicable requirements c oncerning oversales contained in 14 CFR 250 (for scheduled operations, if authorized);

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

(4) Comply with requirements for minimum insu rance coverage, and for certifying that coverage to the Department, contained in 14 CFR 205;

(5) Except as specifically exempted or otherwis e 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 applicable requirement s of the Federal Aviati on Administration, the Transportation Security Administ ration, and with all ap plicable 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 co ncerning security, the holder shall, before commencing any new service (includi ng charter flights) to or from a foreign airport, contact its Principal Security Inspector (PSI) to advise th e PSI of its plans and to find out whether the Transportation Security Administra tion 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 may be prescribed by the Department of Transportation, with all applicab le orders and regulations of other U.S. agencies and courts, a nd with all applicable laws of the United States.

The authority granted shall be e ffective only during the period wh en the holder is in compliance with the conditions imposed above.

1/2008Appendix B

The code-share operations authorized here a re subject to the following conditions:

(a) The statements of authorization will remain in effect onl y as long as (i) United and Brussel s Airlines 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 ope rations remains in effect.

(b) United and/or Brussels Airlines must notify the Department no later than 30 days before they begin any new codeshare 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-sha re market added, and the da te on which the service will begin. 1 Such notices should be filed in Docket DOT-OST-2010-0024.

(c) United and Brussels Airlines must promptly notify the Depart ment (Office of International Aviation) if the code-share agreement providing for the code-share operations is no longer effective or if the carriers decide to cease operating all or a portion of the approved code-share services. Su ch notices should be filed in Docket DOT-OST-2010-0024. 2

(d) The code-sharing operations conducted under this authority must comply with 14 CFR 257 and with any amendments to the Department’s regulations con cerning code-share arrangements that ma y be adopted. Notwithstanding any provisions in the contract between the carriers, our approva l here is expressly conditioned 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 operati ng carrier be unaffected; and that the operating carrier shall not permit the code of its U.S. code-sha ring partner to be carried on any flight that enters, departs, or transits the airspace of any area for whose airspace the Federal Av iation Administration has issued a flight prohibition.

(e) Any service provided shall be consiste nt with all applicable agreements be tween the United States and the European Union, and all applicable agreements wi th other foreign countries involved. Fu rthermore, (i) nothing in the award of

this blanket statement of authoriza tion should be construed as conferring up on United rights (including code-share, fifth-freedom intermediate and/or beyond rights) to serve markets where U.S. carrier rights are limited unless United

notifies us of its intent to serve such market and unle ss and until the Department has completed any necessary carrier selection procedures to determine which carrier(s) should be authorized to exercise such rights; 3 and (ii) should there be a request by any carrier to use the lim ited-entry route rights that are included in United’s authority by virtue of the blanket statement of authorization granted here, but that ar e not being used by United, the holding of such authority will not be considered as providing any preference for Un ited in a carrier selection proceeding to determine which carrier(s) should be entitled to use the authority at issue.

(f) The authority granted here is specifically conditioned so th at neither United nor Brussels Airlines shall give any force or effect to any contractual provisions between themselves that are contrary to these conditions.

(g) We may amend, modify, or revoke the authority gr anted at any time without hearing at our discretion.

1 Pursuant to the Department’s Notice In the Matter of Blanket Notification of Code-Share Service to Open Skies Partners and Poi nts dated February 9, 2009, the joint applicants have provided blanket notification of their intent to engage in reciprocal code-sh are services, beginning on or about March 30, 2010, between Open Skie s points as outlined in their application. The joint applican ts also provided notice that, on or about March 30, 2010, the (UA*) code of United will be displayed on Brussels’ Airlines flights betw een Brussels and Abidjan, Côte d’Ivoire; Bujumbura, Burundi; Conakry, Guinea; Freetown, Sierra Leone; Kinshasa, Democratic Republic of Congo; Lomé, Togo; and Luanda, Angola.

2 We expect this notificatio n to be received within 10 days of such non-effectiven ess or of such decision.

3 The notice referenced in condition (b) above may be used for this notification.