UNITED STATES OF AMERICA 

DEPARTMENT OF TRANSPORTATION 

OFFICE OF THE SECRETARY 

Washington, D.C. 

ALASKA AIRLINES, INC., et al., 

 v. 

LOS ANGELES WORLD AIRPORTS, LOS 

ANGELES BOARD OF AIRPORT 

COMMISSIONERS, and THE CITY OF LOS 

ANGELES, CALIFORNIA.

Docket No. 

OST-2007-27331 

COMPLAINANTS’ AND RESPONDENTS’ JOINT REPORT 

ON THE STATUS OF SETTLEMENT DISCUSSIONS 

M. Roy Goldberg 

SHEPPARD MULLIN 

 RICHTER & HAMPTON LLP 

1300 I Street, NW 

Suite 1100 East 

Washington, DC 20005-3314 

Phone: (202) 218-0007 

Fax: (202) 218-0020 

rgoldberg@sheppardmullin.com

Counsel for: 

Alaska Airlines, Inc. 

AirTran Airways, Inc. 

ATA Airlines, Inc. 

Frontier Airlines, Inc. 

Midwest Airlines, Inc. 

Southwest Airlines Co. 

US Airways Group, Inc. 

Steven S. Rosenthal 

Jeffery A. Tomasevich 

J.D. Taliaferro 

KAYE SCHOLER LLP

901 Fifteenth Street, NW 

Washington, DC 20005 

Phone (202) 682-3500 

Fax: (202) 682-3580 

email: srosenthal@kayescholer.com

 jtomasevich@kayescholer.com

 jtaliaferro@kayescholer.com

Carmen A. Trutanich 

 Los Angeles City Attorney 

Kelly Martin 

 General Counsel, Los Angeles World 

Airports 

Raymond S. Ilgunas 

 Assistant General Counsel 

Lynn Mayo 

 Deputy City Attorney 

LOS ANGELES CITY ATTORNEY’S OFFICE

Los Angeles World Airports 

One World Way 

Los Angeles, CA 90045 

Phone: (424) 646-5010 

Counsel for Respondents
COMPLAINANTS’ AND RESPONDENTS’ JOINT 

REPORT ON THE STATUS OF SETTLEMENT DISCUSSIONS

Robert W. Kneisley 

Associate General Counsel 

Leslie Abbott 

Attorney 

SOUTHWEST AIRLINES CO. 

1901 L Street, N.W. 

Suite 640 

Washington, DC 20036 

Howard Kass 

Vice President, Legal Affairs 

US AIRWAYS GROUP, INC. 

1401 H Street, N.W. 

Suite 1075 

Washington, DC 20005 

Thomas R. O’Grady 

Deputy General Counsel 

ALASKA AIRLINES, INC. 

19300 International Blvd. 

Seattle, Washington 98188-5303 

Jacqueline Peter 

Counsel 

FRONTIER AIRLINES, INC. 

7001 Tower Road 

Denver, Colorado 80249 

Richard P. Magurno 

Senior Vice President, General 

Counsel & Secretary 

AIRTRAN AIRWAYS, INC. 

9955 AirTran Boulevard 

Orlando, Florida 32827 

Edward P. Faberman 

WILEY REIN LLP 

1776 K Street, N.W. 

Washington, DC 20006 

Counsel for: 

Air Tran Airways 

Frontier Airlines, Inc.

DATED: May 17, 2010 
COMPLAINANTS’ AND RESPONDENTS’ JOINT 

REPORT ON THE STATUS OF SETTLEMENT DISCUSSIONS

1 

The T1/T3 Airlines1 and Los Angeles World Airports2 (“LAWA”) (collectively, 

the “Parties”) hereby jointly file a status report, in conformity with DOT’s “Order 

Granting an Interim Stay of Proceedings and Extending Deadline to File Procedural 

Comments,” Order 2010-01-14 (“January 21 Order”), regarding the settlement of certain 

procedural and evidentiary issues relating to the remanded issues as set forth in DOT’s 

Order 2009-11-24 (“November 24 Notice”) and Order 2009-12-17 (“December 22 

Order”). 

BACKGROUND 

On November 24, 2009, following remand of certain issues by the United States 

Court of Appeals for the District of Columbia Circuit (the “D.C. Circuit”), the 

Department of Transportation (“DOT”) issued the November 24 Notice in this case. 

DOT’s November 24 Notice directed the T1/T3 Airlines and LAWA “to advise the 

Department . . . whether there is a possibility of settlement on the issues remanded” by 

the D.C. Circuit. November 24 Notice at 5. The November 24 Notice further directed 

another submission on procedural issues at a later date. Id. 

Following LAWA’s and the T1/T3 Airlines’ initial submissions on December 2, 

2009 and December 4, 2009, respectively, the Parties held a conference call with DOT on 

December 16, 2009. During that call, the Parties discussed additional procedural issues, 

and DOT subsequently issued the December 22 Order, directing the Parties to file, no 

 1

 The T1/T3 Airlines are the seven air carriers that on February 16, 2007, filed with 

the Office of the Secretary of the United States Department of Transportation a “Joint 

Complaint in Opposition to New Terminal Charges at Los Angeles International 

Airport.” 

2

 Respondents in this case are the LAWA, the Los Angeles Board Of Airport 

Commissioners (“BOAC”), and the City Of Los Angeles, California (“City”). As used 

herein, LAWA refers to all Respondents. 
COMPLAINANTS’ AND RESPONDENTS’ JOINT 

REPORT ON THE STATUS OF SETTLEMENT DISCUSSIONS

2 

later than January 18, 2010, additional comments with regard to the five issues remanded 

by the D.C. Circuit as set forth in the November 24 Notice. 

On January 11, 2010, the T1/T3 Airlines and LAWA filed a joint motion to 

extend deadlines in this proceeding in order to attempt to reach agreement on the issues 

identified in the Notice. In its January 21 Order, DOT granted the Parties’ motion to 

extend the deadline to provide written submissions on remaining written and evidentiary 

issues from January 18, 2010 to October 18, 2010, but directed the Parties to file periodic 

reports regarding the status of settlement negotiations. The first such report was due 

March 18, 2010, with successive reports to be filed approximately every 60 days 

thereafter. 

DESCRIPTION OF SETTLEMENT DISCUSSIONS 

SINCE THE PARTIES’ MARCH 18, 2010 JOINT STATUS REPORT 

By the time of DOT’s January 21 Order, the T1/T3 Airlines and LAWA had 

already reached agreement on one of the five remanded issue identified by the November 

24 Notice — the “[t]imeliness of [the] T1 Airlines’ objection to fair market valuation” 

used by LAWA in setting base rent (also known as the “Base Charge”) at LAX 

Terminal 1. November 24 Notice at 2. DOT’s November 24 Notice identified four 

additional issues for consideration on remand. Since January 11, 2010, the T1/T3 

Airlines and LAWA have undertaken the following steps towards resolving those four 

issues. 

The Parties’ March 18, 2010 Status Report notified DOT that the airline members 

of the Airport-Airline Affairs Committee3

 (a.k.a. the Airline-Airport Affairs Committee) 

(“AAAC”) have created a “Subcommittee for Finance” consisting of airlines that have an 

 3

 Every air carrier and foreign air carrier operating at LAX is a member of the AAAC. 
COMPLAINANTS’ AND RESPONDENTS’ JOINT 

REPORT ON THE STATUS OF SETTLEMENT DISCUSSIONS

3 

interest in issues relating to rates and charges at LAX. Airlines that are members of that 

Subcommittee include airlines with long-term leases, airlines that have recently signed 

leases, and airlines that are operating at LAX pursuant to the existing Tariff (portions of 

which the T1/T3 Airlines challenged). The T1/T3 Airlines on the Subcommittee for 

Finance include Alaska Airlines, Inc, Southwest Airlines Co. and US Airways Group. 

The Subcommittee for Finance reports to the AAAC. 

The Parties’ March 18, 2010 Joint Status Report described the first meeting 

between the Subcommittee for Finance and LAWA, and described a framework for 

ongoing discussions between the Subcommittee and LAWA. The Parties’ March 18, 

2010 Joint Status Report also described ongoing discussions between LAWA and several 

of the T1/T3 Airlines that were conducted on an individual basis. 

Since March 18, 2010, LAWA has continued its one-on-one discussions with 

several of the T1/T3 Airlines. These discussions are ongoing: LAWA management is 

scheduled to meet with the Chair of the Subcommittee for Finance on May 24, 2010. The 

Parties remain interested in trying to resolve the four remaining remand issues on or 

before October 18, 2010. 
COMPLAINANTS' AND RESPONDENTS' JOINT 

REPORT ON THE STATUS OF SETTLEMENT DlSCUSSlONS 

Dated: May 17,2010 Respectfully subm' ed, 

/A?& 

Steven S. Rosenthal 

Jeffery A. Tomasevich 

RICHTER & HAMPTON LLP J.D. Taliaferro 

1300 I Street, NW KAYE SCHOLER LLP 

Suite 1 100 East 901 Fifteenth Street, NW 

Washington, DC 20005-33 14 Washington, DC 20005 

Phone: (202) 2 18-0007 Phone (202) 682-3500 

Fax: (202) 2 18-0020 Fax: (202) 682-3580 

rgoldber~@sheppardmullin.com email: srosenthal@,kayescholer.com 

j tomasevich@,ka~escholer.com - 

Counsel for: j taliaferro@,ka~escholer.com 

Alaska Airlines, Inc. 

A ir Tran Airways, Inc. Carmen A. Trutanich 

ATA Airlines, Inc. Los Angeles City Attorney 

Frontier Airlines, Inc. Kelly Martin 

Midwest Airlines, Inc. General Counsel, LAWA 

Southwest Airlines Co. Raymond L. Ilgunas 

US Airways Group, Inc Assistant General Counsel 

Lynn Mayo 

Deputy City Attorney 

Los Angeles City Attorney's Office & &/IcI~/& One World Way 

Robert W. Kneisley Los Angeles, CA 90045 

Associate General Counsel Phone: (424) 646-5010 

Leslie Abbott 

Attorney Counsel for Respondents 

SOUTHWEST AIRLINES CO. 

1901 L Street, N.W. 

Suite 640 

Washington, DC 20036 

4 
COMPLAINANTS' AND RESPONDENTS' JOINT 

REPORT ON THE STATUS OF SETTLEMENT DISCUSSIONS 

,&ww tfi$/4~ 

Howard Kass 

Vice President, Legal Affairs 

US AIRWAYS GROUP, INC. 

1401 H Street, N.W. 

Suite 1075 

Washington, DC 20005 

k? d%pp*/- - 

Thomas R. O7Grady 

Deputy General Counsel 

ALASKA AIRLINES, INC. 

19300 International Blvd. 

Seattle, Washington 98 188-5303 

Jacqueline Peter 

Counsel 

FRONTIER AIRLINES, INC. 

7001 Tower Road 

Denver, Colorado 80249 

-4 A 4-/- 

Richard P. Magurno 

Senior Vice President, General 

Counsel & Secretary 

AIRTRAN AIRWAYS, INC. 

9955 AirTran Boulevard 

Orlando, Florida 32827 

Pa 

Edward P. Faberman 

WILEY REIN LLP 

1776 K Street, N.W. 

Washington, DC 20006 

Counsel for: 

Air Tran Airways 

Frontier Airlines, Inc. 

5 
CERTIFICATE OF SERVICE FOR COMPLAINANTS’ AND RESPONDENTS’ 

JOINT REPORT ON THE STATUS OF SETTLEMENT DISCUSSIONS

CERTIFICATE OF SERVICE 

I, John David Taliaferro, hereby certify that on May 17, 2010, I caused to be 

served by email, a true and correct copy of the foregoing COMPLAINANTS’ AND 

RESPONDENTS’ JOINT REPORT ON THE STATUS OF SETTLEMENT 

NEGOTIATIONS on the following: 

M. Roy Goldberg, Esq. 

SHEPPARD MULLIN 

 RICHTER & HAMPTON LLP 

1300 I Street, NW 

Suite 1100 East 

Washington, DC 20005-3314 

Phone: (202) 218-0007 

Fax: (202) 218-0020 

rgoldberg@sheppardmullin.com

Counsel for: 

Alaska Airlines, Inc. 

AirTran Airways, Inc. 

ATA Airlines, Inc. 

Frontier Airlines, Inc. 

Midwest Airlines, Inc. 

Southwest Airlines Co. 

US Airways Group, Inc. 

David A. Berg, Esq. 

AIR TRANSPORT ASSOCIATION 

OF AMERICA 

1301 Pennsylvania Ave., NW 

Washington, DC 20004 

Phone: (202) 626-4234 

Fax: (202) 626-4139 

dberg@airlines.org

Robert P. Silverberg, Esq. 

SILVERBERG, GOLDMAN & 

BIKOFF, LLP 

1101 30th Street, NW, Suite 120 

Washington, DC 20007 

Phone: (202) 944-3304 

Fax: (202) 944-3306 

rsilverberg@sgbdc.com

Counsel for ATA 

Scott P. Lewis, Esq. 

ANDERSON & KREIGER LLP

One Canal Park 

Suite 200 

Cambridge, MA 02141 

Phone: (617) 621-6560 

Fax: (617) 621-6660 

slewis@andersonkreiger.com

Monica Hargrove Kemp, Esq. 

AIRPORTS COUNCIL INTERNATIONAL 

 - NORTH AMERICA

1775 K Street, NW 

Washington, DC 20006 

Phone: (202) 293-8500 

Fax: (202) 331-1362

mkemp@aci-na.org

Counsel for ACI-NA
CERTIFICATE OF SERVICE FOR COMPLAINANTS' AND RESPONDENTS' 

JOINT REPORT ON THE STATUS OF SETTLEMENT DISCUSSIONS 

In addition, I caused a true and correct copy of the foregoing COMPLAINANTS AND 

RESPONDENTS9 JOINT REPORT ON THE STATUS OF SETTLEMENT 

NEGOTIATIONS to be ernailed to Mary F. Withum, Esq., Office of the General Counsel, 

Department of Transportation, at mary.withum@dot.gov. 

In addition, I caused to be filed electronically one copy of the foregoing 

COMPLAINANTS AND RESPONDENTS' JOINT REPORT ON THE STATUS OF 

SETTLEMENT NEGOTIATIONS in Docket Number DOT-OST-2007-2733 1 in the Federal