### BEFORE THE

OFFICE OF THE SECRETARY

U.S. DEPARTMENT OF TRANSPORTATION

WASHINGTON D

. C

.

________________________________ ___ _ _ )

2012 C HICAGO

- C ANCUN ) Docket DOT

- OST

- 2012

- 0001

COMBINATION S ERVICE P ROCEEDING )

_________________________________ ___ _ )

_____________________________________ )

Application s of )

)

AIRTRAN AIRWAYS, INC ) Docket DOT

- OST

- 2011

- 0225

)

FRONTIER AIRLINES

, INC. ) Docket DOT

- OST

- 201 1

- 02 14

)

For an exemption pursuant to )

49 U.S.C. § 40109 )

_____________________________________ )

SUPPLEMENT TO APPLICATION OF AIRTRAN AIRWAYS, INC

.

Communications with respect to this document should be sent to:

Bob Jordan Robert W. Kneisley

President Associate General Counsel

AIRTRAN AIRWAYS, INC. Leslie C. Abbott

9955 AirTran Boulevard Senior Attorney

Orlando, FL 32827 SOUTHWEST AIRLINES CO.

1901 L Street, N.W. , Su ite 640

Washington, D.C. 20036

bob.kneisley@wnco.com

(202) 263

- 6284

J anuary 19, 2012

### 1 BEFORE THE

OFFICE OF THE SECRETARY

U.S. DEPARTMENT OF TRANSPORTATION

WASHINGTON D

. C

.

________ _____________________________ )

2012 C HICAGO

- CANCUN ) Docket DOT

- OST

- 2012

- 0001

COMBINATION SERVICE PROCEEDING )

_____________________________________ )

_________

____________________________ )

Application s of )

)

AIRTRAN AIRWAYS, INC ) Docket DOT

- OST

- 2011

- 0225

)

FRONTIER AIRLINES

, INC. ) Docket DOT

- OST

- 201 1

- 02 14

)

For an exemption pursuant to )

49 U.S.C. § 40109 )

___________________________________ _ _ )

SUPPLEMENT TO APPLICATION OF AIRTRAN AIRWAYS, INC.

On January 9, 2012, the Department of Transportation (“Department” or “DOT”)

issued Order 2012

- 1

- 4 establishing this proceeding to select one carrier to provide

direct carrier (own

- aircraft), scheduled combination air services between Chicago,

Illinois, and Cancun, Mexico. Th e third and last designation under the U.S.

- Mexico

bilateral agreement for scheduled services in the Chicago

– Cancun market will b ecome

available when USA3000 ends its current service (reportedly on January 30, 2012 )

.

AirTran Airways, Inc. (“AirTran”) and Frontier Airlines, Inc. (“Frontier”) have filed

competing applications seeking exemption authority for the one available designat ion in

this market

. 1

1 AirTran submitted an Application for Chicago

- Cancun service on December 6, 2011 ( Docket OST

- 2011

- 0 225), an

Answer to Frontier’s App lication on December 6, 2011 ( Docket OST

- 2011

- 0214), and a Reply to Frontier’s Answer on

December 22, 2011 ( Docket OST

- 2011

- 022 5 ).

### 2

Pursuant to Order 2012

- 1

- 4, AirTran is hereby provid ing additional information

requested by the Department to supplement its previously filed Application and related

pleadings

, including a more complete analysis that builds on the ma terials already

submitted to the docket . Th is supplemental filing address es all of the pertinent carrier

selection criteria referenced in Order 2012

- 1

- 4 and further demonstrate s the clear

superiority of AirTran ’s application over Frontier’s

.

I. AIRTRAN’S SE RVICE PROPOSAL WILL PUT THE CHICAGO

CANCUN DESIGNATION T O THE HIGHEST AND BE ST USE.

AirTran , a wholly

- owned subsidiary of Southwest Airlines (“Southwest”),

proposes to provide year

- round daily service between Chicago Midway Airport (MDW)

and Cancun, Mexic o (CUN ) beginning no later than March 11, 2012

. Specific proposed

schedules are show n on Exhibit FL

- 101

. Service will be provided with Boeing 737

- 700

aircraft configured for 137 seats, consisting of 12 Business Class and 125 Coach seats

.

The aircraft ne eded for this service are on

- hand in AirTran’s fleet; no cancellation of

existing service will be required to serve MDW

- CUN. There will be no reduction in

service in off

- peak periods under AirTran’s proposal. In fact, i n the future

AirTran/Southwest will have the ability to up

- gauge to 175

- seat B737

- 800 aircraft on this

route during the peak season, as Southwest will take delivery of over 30 B737

- 800’s in

2012 and additional such aircraft in succeeding years

. 2



### Other elements of AirTran’s service propos al, as required by the Department’s

evidence request on page 4 of Order 2012

- 1

- 4, are shown in Exhibits F L

- 102 (fuel

consumption / availability and other summary statistics o f AirTran’s proposal), and

2 In addition, Southwest recently announced that it will be re

- configuring all of its B737

- 700s to introduce new interiors

and an expanded seating capacity of 143 seats, an increase from the current 137

- seat configuration.

### 3

Exhibits FL

- 107

, - 108, and

- 109 ( nonstop connecting sched ules both southbound and

northbound). Details on current AirTran scheduled and charter services to Mexico are

shown in Exhibit FL

- 103.

Finally, in response to paragraph 5 of the Department’s e vidence r equest,

AirTran states that its case for being sele cted as the primary carrier in the CHI

- CUN

market is overwhelming, but in the event the Department does not select AirTran, it is

willing to accept back

- up authority under the standard conditions specified in Order

2012

- 1

- 4.

II. AIRTRAN/SOUTHWEST ’S HUGE PRE SENCE IN CHICAGO WILL

STRONGLY SUPPORT ITS CANCUN SERVICE , WHILE FRONTIER

HAS VIRTUALLY NO CHICAGO SERVICE TO SUPPORT ITS

PROPOSAL

.

A s a combined carrier, AirTran/Southwest ha ve a massive presence at Chicago

that will strongly support new service to Cancu n. 3 

### AirTran/Southwest together currently

serve 57 destinations from MDW with nonstop service, and generate a 28% share of the

domestic Chicago O&D market. See Exhibits FL

- 104 and FL

- 110. This ranks second

behind United by just one percentage point

, while Frontier has only a 1% share of the

Chicago market (Exhibit FL

- 110 ). This is because Frontier serves just one Chicago

route: MDW

- DEN (Exhibit FL

- 114 ). As a consequence, AirTran/Southwest carr y over

41 times more Chicago

- originating domestic O&D traffic then Frontier (Exhibit FL

- 111 )

and provide the Chicago market nearly 70 times more seat capacity than Frontier

(Exhibit FL

- 112 ).

3 For purposes of the present proceeding, AirTran and Southwest should be considered essentially as one since they

will be operating as a single combined carrier during most of the period in question. See Answer of AirTran Airways,

filed December 6, 2011 in Docket OST

- 2011

- 0225, at p. 3 for additional details on the Southwest/AirTran integration.

### 4

With their huge presence at MDW, AirTran /S outhwest serve 27 cities with less

than 40% circuity that would provide additional passenger support for service to

Cancun. As shown on Exhibit FL

- 107

, based on current schedules 21 of the se 27

markets offer convenient connections with AirTran’s proposed Cancun service

. The

connecting flights are shown in Exhibits FL

- 108 (southbound) a nd FL

- 109 (northbound)

.

B y comparison, Frontier serves only a single destination from Chicago (DEN) and the

service is to MDW, not ORD. Therefore, Frontier would obtain no connecting traffic in

support of its proposed Cancun service at ORD (Exhibit FL

- 11 4 ).

With its extensive network of connections at MDW, AirTran/Southwest are

heavily committed to Chicago and ha ve the large market presence to ensure that

AirTran’s MDW

- CUN service is success ful and sustained

. Between the two applicants,

AirTran will un questionably deliver far greater public benefits to Chicago O&D

passengers as well as travelers in numerous connecting markets behind the Chicago

gateway.

III. AIRTRAN /SOUTHWEST ’S CANCUN SERVICE AT MIDWAY W ILL

GENERATE FAR GREATER PUBLIC BENEFITS THAN REDUNDA NT

SERVICE BY FRONTIER AT O’HARE

.

As AirTran stated in its previous filing s , t he best use o f the one available

C hicago

- Cancun scheduled designation is for the Department to authorize new

AirTran /Southwest competition and service from Chicago Midway Airpo rt. Today MDW

has no nonstop service to Cancun, while both United and American provide daily, year

round nonstop service to Cancun from ORD. United and American ’s service to Cancun

is an integral part of their ORD hub networks

, and co mbined the two carri ers offer 892

### 5

round

- trips per year in this market. 4 

### In addition, t he Department recently granted

Mexican carrier Aeromexico ’s application to provide nonstop ORD

- CUN service with

multiple weekly frequencies. 5 

### Accordingly, Aero mexico could add hundreds of

additi onal round

- t rips annually in the same airport

- pair.

In contrast to the existing concentration of service at O’Hare, AirTran proposes to

operate daily year

- round service to/from Cancun at Chicago’s Midway International

Airport. Therefore, awarding o ne of the three U.S. designations to AirTran at MDW

would create a geographical diversity of service that does not now exist and would

clearly benefit the region. Not surprisingly, Chicago leaders at the federal, state and

local level strongly support Air Tran’s new nonstop service proposal from MDW. For

example, Mayor Rahm Emanuel wrote in “strong support” of AirTran’s application:

I believe that the daily, year

- round nonstop scheduled service proposed by

AirTran offers the most sustainable option for en hanced scheduled air

service in the Chicago

- Cancun market. AirTran’s new low

- fare service

from Midway, supported, in part, by strong connecting feed traffic from

Southwest Airlines’ expansive network, will complement the current

scheduled services provide d by United Airlines and American Airlines from

Chicago’s O’Hare International Airport in this market. This will encourage

competition and provide the traveling public with a variety of service

options. 6



### By comparison

, Frontier’s proposal would waste a s cheduled service designation

and deny major portions of the Chicago market a more convenient low

- fare service at

Midway

. This outcome would be particularly perverse since Frontier’s contract with

4 Based on Official Airline Guide, YE 2Q 201 2

. 5 See Notice of Action Taken dated December 20, 2011 in Docket DOT

- OST

- 2011

- 0231, approving Aeromexico’s

application for exemption to serve Chicago

– Cancun; counsel for Aeromexico has verified that the carrier intends to

serve ORD.

6 Letter of Mayor Rahm Emanu e l to S ecretary Ray LaHood, December 22, 2011, filed in Dockets DOT

- OST

- 2011

-

0225 and

- 0214.

### 6

Apple Vacations could be satisfied using its charter author ity in the ORD

- CUN market

(Exhibit FL

- 10 6 ). 7



### Frontier previously advanced a theory that the Chicago

- Cancun market is

primarily located at ORD and not MDW. 8 

### However, this simply reflects the reality that all

of the current nonstop service to Cancun is at ORD (Exhibit FL

- 116)

. As the examples

below from Southwest’s history at MDW illustrate , it has been demonstrated time and

again that where nonstop services are comparable between MDW and ORD, the traffic

divides almost equally (Exhibit FL

- 117 ). In large part this is because the close

- in

resident population is about equal in size for both Chicago airports

– 8.3 million within

60 minutes of MDW and 8.8 million for ORD (Exhibit FL

- 105 ).

For example, b efore Southwest served the MDW

- IAD market, ORD had 41 t imes

more originating traffic than MDW. Today, MDW is 22% larger than ORD in terms of

Chicago originating IAD passengers (Exhibit FL

- 118 ) despite the large United Airlines

hub operations at both ORD and IAD . The same equalization of traffic occurred afte r

Southwest began MDW

- BUF service. Before entry, the ORD

- BUF traffic was 34 times

the MDW

- BUF originating traffic. After entry by Southwest the MDW

- BUF originating

passengers were 73% as great as the ORD

- BUF traffic volume (Exhibit FL

- 119 ). With

Southwe st’s extensive network at MDW and strong presence in Chicago, its proposed

Midway

- Cancun service will no doubt follow the same pattern , generating new

passengers and creating additional intra

- Chicago competition at MDW

.

7 See section VI, infra

. 8 Frontier Reply and Answer, December 15, 2011 at p. 5.

### 7

IV. HISTORY SHOWS THAT ALL CHICAGO PASSENGERS WILL

BENEFIT FROM ADDITIONAL COMPETITION AT MIDWA Y

.

History has shown repeatedly and conclusively that air s ervice at Midway

compete s vigorously with air service at O’Hare . This is not surprising, since the resident

population within a 60

- min ute drive from MDW is 94% as large as the 60

- minute drive

contour around ORD (Exhibit FL

- 105 ). In fact, most of the Chicago population overlaps

,

i.e., it resides within the 60 minute contour of both ORD and MDW.

Several examples prove this point. Southw est’s entry into the MDW

- LGA market

in June 2009 caused average fares to decline from $142 to $110 and annual traffic at

MDW to increase from 172,230 to 435,120, or by 153%. At the same time, the ORD

LGA average fare declined from $154 to $129 and O’Hare’ s LGA traffic increased by

more than 200,000 annual O&D passengers (Exhibit FL

- 120 ). The same phenomenon

occurred after Southwest’s March 2009 entry in the MDW

- MSP market : average fares

dropped at both MDW and ORD, by 42% and 45% respectively

, while total Chicago

MSP traffic increased by 173,000 annual O&D passengers (Exhibit FL

- 123).

The point is that, contrary to Frontier’s unsupported claims, the Chicago market

has benefitted enormously from competition between MDW and ORD in a host of

domestic market s, and the same will be true internationally if AirTran/Southwest is

authorized to serve MDW

– CUN. This will not only provide a new and needed travel

option for Chicago residents, but will ensure that the carriers serving ORD

– CUN must

compete vigorousl y for business with the nation’s largest low

- fare carrier at nearby

MDW.

### 8

V. IN CONTRAST TO FRONTIER ’S DUBIOUS SERVICE RECORD TO

MEXICO

, AIRTRAN/SOUTHWEST WILL UN QUESTIONABLY

PROVID E STRONG AND SUSTAINED COMPETITION IN THE

CHICAGO

- CANCUN MARKET

.

O ne of th e Department’s important carrier selection criteria is the likelihood of

maintaining the proposed service over the long term . Once again the

AirTran/Southwest proposal is far superior . T here is no doubt

, based on a host of

objective factors

, that AirTran /Southwest is far more l ikely than Frontier t o maintain its

proposed service and competition for the indefinite future

.

To begin with, Southwest ha s a n unmatched history of service stability in

Chicago and across its system . In the case of Chicago Midway in particular

, Southwest

began service in 1985 with a single route to/from STL. Over the past 27 years it has

expanded its MDW service to 57 routes

, and has never discontinued service on a route

in which it offered daily service (Exhibit FL

- 113 ). 9 

### This is a remarkable record

considering all of the adverse economic cycles, significant exogenous events ( including

the 9/11 attacks ), and the enormous increase in fuel cost s since 1985. Nevertheless,

Southwest has not only maintained its Midway service , but h as expanded it greatly.

Currently AirTran/Southwest serve 57 nonstop destinations to and from Midway

, with

1,689 weekly departures and 228,588 seat

- departures (Exhibit FL

- 104 ).

Frontier’s service history to Mexico , on the other hand, reveals what can fa irly be

characterized as a pattern of trial and error. As shown in Exhibit FL

- 115 , Frontier has

entered 26 U.S.

- Mexico routes beginning in 2003. Of the 26 routes attempted, Frontier

abandoned 13 and provided interrupted service in another 10. Frontier h as provided

continuous service on o nly three of its 26 routes since it began. Significantly, all of

9 The only MDW markets in which Southwest dropped service are BUR and PBI, both of whic h Southwest served for

brief periods on Saturdays only. See Exhibit FL

- 113.

### 9

t hose three markets are from its Denver hub where Frontier can support the Mexico

flights with flow traffic over multiple connecting segments. The value o f a connecting

network to support service to Mexico is therefore abundantly clear from Frontier’s own

checkered experience. In Chicago, where Frontier lacks any behind

- gateway support

,

Frontier’s history raises serious doubts about both its ability and co mmitment to sustain

the service that its current application promises.

Beyond this, at ORD Frontier would be competing against established network

service from United and American with no passenger feed and little name recognition,

raising further d oubts whether it would have the necessary staying power in this market.

AirTran/Southwest, on the other hand, will un questionably be able to provide strong

,

sustained , and likely growing compe t ition in the Chicago

- Cancun market

, supported by

its enormous base o f operations at MDW.

VI. THE PUBLIC INTER E ST WILL BE BEST SERVED IF AIRTRAN IS

AWARDED THE SCHEDULED DESIGNATION, WHILE FRONTIER

CAN SERVE THE MARKET VIA CHARTERS.

As AirTran has stated before, the Department has available to it a n unusual “ win

win ” resol ution to the carrier selection dispute in this proceeding. AirTran/Southwest

ha ve demonstrated beyond doubt their superiority over Frontier with respect to all the

Department’s important carrier selection criteria, and thus should be awarded the single

sc heduled service designation that is available in the Chicago

- Cancun market. But at

the same time, an award to AirTran need not exclude Frontier from this market. Frontier

has repeatedly made clear that its motivation for seeking Chicago

- Cancun authority is to

step into the shoes of USA3000, by providing lift to Apple Vacations in its bulk tour

operator business. See, e.g., Frontier Application at pp. 2

- 4

. Frontier can easily meet

### 10

this objective under the liberal provisions of the US

– Mexico bilateral fo r charter

services. Indeed, AirTran’s own experience with charters to Mexico (on behalf of Apple

Vacations as well as other tour operators ) demonstrates that bulk contract tour services

can easily be , and often are, operated as charter flights. AirTran h as provided lift for

many such charter operations to Cancun and other Mexico destinations, and continues

to do so from various U.S. cities. See Exhibit FL

- 103. These services are in fact classic

charter operations, where the tour operator handles all sal es and advertising

, while the

carrier simply provides lift

. This is the kind of business that Apple Vacations is in, and

Frontier has given no valid reason why it cannot adequately service Apple’s business in

Chicago as charters. An award of scheduled au thority to Frontier, on the other hand,

would squander the one available U.S. designation and needlessly block AirTran

- and

Midway

- from the market.

VII. AIRTRAN’S APPLICATION HAS RECEIVED

ENORMOUS POLITICAL AND COMMUNITY SUPPORT

AirTran’s application to provide MDW

- CUN service has received extraordinary

support from Chicago elected officials and community leaders. As noted above, Mayor

Emanuel has written in strong support of AirTran’s application, and Congressman Dan

Lipinski (D

- IL) has as well, statin g that:

MDW offers my constituents, and the millions living and working in

northeast Illinois, hundreds of daily domestic flight options. While

domestic service at MDW has grown over the years and is very strong

today, international service has not kept p ace....Given the potential public

benefits to my constituents and all air travelers across the country, I

support AirTran’s efforts to provide service between MDW and CUN. 10

10 Letter of Representative Dan Lipinski to Secretary Ray LaHood, December 19, 2011, filed in Docket DOT

- OST

2011

- 0225.

### 11

Similarly, Rosemarie Andolino, Commissioner of the Chicago Department of Aviation,

wrote specifically in support of the “win

- win” resolution that AirTran has advocat ed

,

stating that:

[I] n the narrow Chicago

- Cancun scheduled market at issue in this

proceeding, Frontier’s lack of existing scheduled service at O’Hare, and

limited presence i n the Chicago market in general, makes Frontier a more

appropriate candidate for providing new service in this market under the

unlimited

- entry charter provisions of the U.S.

- Mexico bilateral

agreement. 11



### AirTran ’s proposal has also received support from numerous other Chicago leaders

and organizations, including the following: 12



### Michael Madigan, Speaker of the Illinois House

Jerry Roper, President and CEO of the Chicagoland Chamber of Commerce

Patrice Brooks, EVP of the Chicago Southland Chamber of Commer ce

Carlos Tortolero, President and Founder, National Museum of Mexican Art

Dr. Vincent Allocco, CEO of El Valor

John Bournan, Sargent Shriver National Center on Poverty Law

Beyond this, AirTran’s proposal is supported by the pilot unions of both companie s, the

Southwest Airlines Pilot s’ Association (SWAPA) and the AirTran Ma s ter Executive

Council (MEC) of the Air Line Pilots Association , International

. 13



### This outpouring of support for AirTran’s application reflects the enormous public

benefits that the A irTran/Southwest MDW

- CUN service will generate for the Chicago

economy and its citizens , and AirTran urges the Department to fully credit this

impressive display of community support.

11 Letter of Commissioner Rosemarie S. Andolino to Secretary Ray LaHood, December 23. 2011, filed in Dockets

OST

- 2011

- 0225 and

- 0214.

12 All the support letters referenced herein have been filed in Docket OST

- 2011

- 0225.

13 See the SWAPA brief and AirTran MEC letter filed in Docket OST

- 2011

- 0225.

### 12

WHEREFORE, for the reasons stated above and in its prior submissions, A irTran

r equests that the Department grant its application for exemption authority and designate

AirTran to provide scheduled foreign air transportation of persons, property and mail

between MDW and CUN

.

Respectfully submitted,

_________ _____________ Robert W. Kneisley

January 19, 2012

### 13 CERTIFICATE OF SERVI CE

I hereby certify that on January 19, 2012, a copy of the foregoing was served via

e

- mail on the following persons:

msin ick@ssd.com (Alaska Airlines)

carl.nelson@aa.com (American Airlines)

sascha.vanderbellen@delta.com (Delta Air Lines)

jeff. morgan@delta.com (Delta Air Lines)

robert.cohn@hoganlovells.com (Frontier Airlines)

patrick.rizzi@hoganlovells.com (Frontier Airlines

jhill@dowlohnes.com (JetBlue Airways)

dkirstein@yklaw.com (Spirit Airlines)

jyoung@yklaw.com (Spirit Airlines)

John.Fredericksen@suncountry.com (Sun Country Airlines)

dan.weiss@united.com (United Air Lines)

howard_kass@usairways.com (US Airways)

pmurphy@lopmurphy.com (USA3000)

barbara.russell@virginamerica.com (Virgin America)

susan.kurland@dot.gov

paul.gretch@dot.gov

brian.hedberg@dot.gov

brett.kruger@dot.gov

todd.homan@dot.gov

esta.rosenberg@dot.gov

john.allen@faa.gov

ursk@dos.gov

Rosemarie S. Andolino

Commissioner

City of Chicago Department of Aviation

rosemarie.sandolino@cityofchicago.org

Erin O’Donnell

Managing Deputy Commissioner

City of Chicago Department of Aviation, Midway Airport

Erin@cityofchicago.org

__________________________ Leslie C. Abbott

# AirTran’s MDW

- CUN B737

- 700 Nonstop Service Proposal 1

Summer

3:40



## 0915

1255 

## Chicago

(MDW)



## Cancun

(CUN) Summer

3:45



## 1735

1350 Winter

3:40 Winter

3:45



## 1735

1350 FL 97

Daily FL 98

Daily



## 0915

1255

. 

### Season

Elapsed Time Flight

Freq / Wk

1 AirTran/Southwest will have the ability in the future to up

- gauge to the 175

- seat B737

- 800 during the peak season. Southwest will take

delivery of over 30 B737

- 800’s in 2012. All times shown are local. Proposed flight times are subject to availability of compat ible time slots in

CUN and may require slight modification on certain days. Docket DOT

- OST

- 2012

- 0001

Exhibit FL

- 101

# Summary Statistics for AirTran’s MDW

- CUN Proposal

Based on Forecast Year



# Statement on Fuel Availability: AirTran anticipates no difficulty

in obtaining fuel from suppliers at MDW or CUN. Aircraft B737

- 700 /1



# Departures 730

Segment Miles ( statute miles) 1,431

Total Annual Aircraft Miles ( statute miles) 1,044,630

Annual ASMs 143,114,310

Fuel Consumption (gallons) 1.1 million

1 AirTran/Southwest will have the ability in the future to up

- gauge to the 175

- seat B737

- 800 during the peak season. Southwest will take delivery of over

30 B737

- 800’s in 2012. Docket DOT

- OST

- 2012

- 0001

Exhibit FL

- 102

# AirTran’s Current Services to Mexico Docket DOT

- OST

- 2012

- 0001

Exhibit FL

- 103



## Roundtrip

Flights per

Week Market

ATL

- CUN

BWI

- CUN



## MKE

- CUN 15

8



## 1 Scheduled Service

Roundtrip

Flights per

Week Market

DTW

- CUN

PIT

- CUN

MKE

- CUN



## MKE

- CZM

MKE

- PVR

MKE

- ZIH 2

2

5



## 1

1

1 Charter Service



## All services shown are current as of January 2012. The scheduled services are offered

year

- round, the charter services are offered only during peak season. Charters are

operated for bulk tour operators Apple Vacations and Funjet , which handle advertising

and sales; AirTran provides lift only.

# AirTran/Southwest’s Huge Presence in Chicago

Will Support Its Proposed MDW

- CUN Service

Current FL/WN MDW Service

Destinations 57

Weekly Departures 1,689

Weekly Seat Departures 228,588

Current FL/WN Markets

Proposed FL/WN Market

Source: OAG schedule for the week of March 12, 2012. Docket DOT

- OST

- 2012

- 0001

Exhibit FL

- 104

# The MDW Population within a 60 minute Drive is 94%

of the ORD Population within a 60 minute Drive

Source: Targetpro , via MapInfo, 2009 population estimates. 

## MDW

MDW

60 Minute Drive ORD

60 Minute Drive MDW ( )

ORD ( )

MDW % of ORD



### = 100 residents 

## ORD 8.3 million

8.8 million

94% Population

Within 60 Minutes Docket DOT

- OST

- 2012

- 0001

Exhibit FL

- 105

# The AirTran/Southwest Proposal Would Bring First Competitive Service to MDW

While Frontier Could Serve Apple Vacations with Charter Authority

AirTran/Southwest Proposal Docket DOT

- OST

- 2012

- 0001

Exhibit FL

- 106

AA 

### Annual

Roundtrips

UA F9 FL/WN



### ORD Service MDW

Service 

### Frontier Proposal

AA UA F9 FL/WN 

### ORD Service MDW

Service



# C



# H

A

R

T

E

R Annual

Roundtrips

1 / AM has indicated that it plans multiple weekly nonstop flights (See APPLICATION OF AEROVIAS DE MEXICO, S.A. DE C.V.

FOR EXEMPTION AUTHORITY , December 15 ,2011. AirTran assumes daily service for this case.

Source : F9 frequencies calculated from page 7 of Frontier’s Reply and Answer. AA and UA frequencies from OAG, YE Q2 2012. 

### None

AM /1 AM /1

# AirTran/Southwest Would Connect 21 Markets

At MDW With Less Than 40% Circuity

Proposed FL/WN Market

Actual FL/WN Connections Based on March 2012 Schedule (21 Markets)

Potential FL/WN Connections (6 Markets) Current FL/WN Service (<40% Circuity )

Destinations 27

Weekly Departures 786

Weekly Seat Departures 106,947

Source: OAG schedule for the week of March 12, 2012. Docket DOT

- OST

- 2012

- 0001

Exhibit FL

- 107

# AirTran Nonstop

- to

- Nonstop Connections

- Southbound

Note: All times local

.

Source : FL/WN proposed schedules

. 0915

Flight Origin MDW

Arrival MDW

Depart Flight

Destination

1255 FL

- 97 CMH

IND

BUF

STL

EWR

DTW

EWR

CLE

LGA

MCI

MSP

OMA

CLE

BUF

STL

ALB

BOS

ISP

MHT

PIT

DTW

OMA

ALB

BDL

BOS

MHT

PIT

PVD

CMH

CMH

LGA

IND

STL

STL

PVD 0605

0625

0600

0600

0600

0710

0605

0655

0600

0600

0600

0605

0705

0650

0640

0635

0600

0625

0615

0725

0745

0630

0640

0630

0610

0630

0730

0625

0750

0750

0640

0820

0715

0720

0655 WN

- 1904

WN

- 2567

WN

- 465

WN

- 275

WN

- 1694

WN

- 1200

WN

- 950

WN

- 2564

WN

- 3566

WN

- 454

WN

- 2088

WN

- 1480

WN

- 747

WN

- 949

WN

- 2168

WN

- 2848

WN

- 290

WN

- 703

WN

- 731

WN

- 652

WN

- 25

WN

- 583

WN

- 2581

WN

- 2146

WN

- 2479

WN

- 1957

WN

- 1323

WN

- 3438

WN

- 2432

WN

- 2438

WN

- 1944

WN

- 168

WN

- 976

WN

- 716

WN

- 197 73G

73G

73G

73G

73G

73G

73G

73G

73G

73G

73G

73G

73G

73G

73G

73G

73G

73G

73G

73G

733

73G

73G

73G

73G

73G

73G

73G

733

73G

73G

73G

733

73G

73G

73G Elapsed

Time

7:50

7:30

7:55

6:55

7:55

6:45

7:50

7:00

7:55

6:55

6:55

6:50

6:50

7:05

6:15

7:20

7:55

7:30

7:40

6:30

6:10

6:25

7:15

7:25

7:45

7:25

6:25

7:30

6:05

6:05

7:15

5:35

5:40

5:35

7:00

3:40 Destination

Arrive

0615

0620

0650

0700

0715

0720

0720

0725

0725

0725

0725

0730

0735

0740

0740

0750

0750

0750

0750

0750

0755

0755

0800

0800

0800

0800

0800

0800

0805

0805

0805

0815

0820

0820

0830 Departure

Time

CUN Eqpt Days of

Operation

12345..

12345..

12345..

12345..

.....6.

.....6.

12345..

.....6.

12345..

12345..

12345..

12345..

12345..

......7

12345..

12345.7

12345..

12345.7

12345..

12345.7

12345..

.....6.

.....6.

12345..

.....6.

.....6.

.....6.

.....6.

.....6.

12345.7

.....6.

......7

.....6.

......7

12345

..

1234567 Seats

137

137

137

137

137

137

137

137

137

137

137

137

137

137

137

137

137

137

137

137

137

137

137

137

137

137

137

137

137

137

137

137

137

137

137

137 Docket DOT

- OST

- 2012

- 0001

Exhibit FL

- 108

# AirTran Nonstop

- Nonstop Connections

- Northbound

1905

1905

1905

1905

1910

1910

1925

1930

1935

1935

1940

1940

1945

1950

2000

2000

2000

2015

2015

2025

2025

2025

2025

2025

2025

2030

2035

2045

2045

2045

2045

2045

2050

2050

2110

2115

2115

2120

2145

2155

2155 Flight Origin MDW

Arrival MDW

Depart Flight

Destination

2050

2050

2030

2010

2210

2020

2050

2135

2110

2230

2250

2230

2245

2140

2225

2205

2250

2320

2315

2310

2335

2325

2150

2240

2335

2220

2240

2335

2355

2345

2300

2355

2215

2215

2315

2340

2250

2245

2245

0005

2330 WN

- 744

WN

- 240

WN

- 2200

WN

- 3353

WN

- 2243

WN

- 679

WN

- 850

WN

- 1622

WN

- 2364

WN

- 816

WN

- 1807

WN

- 683

WN

- 1281

WN

- 253

WN

- 485

WN

- 3023

WN

- 2222

WN

- 37

WN

- 393

WN

- 2004

WN

- 1978

WN

- 1070

WN

- 2424

WN

- 3887

WN

- 1274

WN

- 1334

WN

- 1827

WN

- 662

WN

- 606

WN

- 1499

WN

- 192

WN

- 627

WN

- 1713

WN

- 1713

WN

- 250

WN

- 1338

WN

- 189

WN

- 355

WN

- 3882

WN

- 1278

WN

- 637 CUN 1350

FL

- 98 73G

73G

73G

733

73G

73G

733

73G

733

73G

73G

73G

73G

73G

733

733

733

73G

73G

73G

73G

73G

73G

73G

73G

73G

733

73G

73G

73G

73G

73G

73G

733

73G

73G

733

73G

733

733

73G

735 Elapsed

Time

3:45

8:00

8:00

6:40

6:20

7:20

6:30

7:00

6:45

8:20

7:40

8:00

10:40

10:55

6:50

7:35

7:15

11:00

8:30

8:25

8:20

8:45

8:35

8:00

7:50

8:45

7:30

7:50

8:45

9:05

8:55

8:10

9:05

8:25

8:25

8:25

8:50

10:00

8:55

8:55

9:15

10:40 Destination

Arrive

1735 Departure

Time

DEN

DEN

MCI

STL

BDL

STL

MSP

DTW

DEN

EWR

ISP

SFO

SFO

IND

BUF

DTW

OAK

BDL

LGA

ALB

BOS

MHT

OMA

PIT

PVD

IND

CMH

ALB

BOS

MHT

PIT

PVD

MCI

MCI

CMH

BUF

DEN

OMA

STL

CLE

DEN Eqpt Days of

Operation

1234567

......7

12345..

.....6.

.....6.

.....6.

12345.7

.....6.

12345.7

.....6.

12345.7

12345.7

12345.7

.....6.

12345.7

.....6.

.....6.

.....6.

12345.7

12345.7

.....6.

.....6.

.....6.

.....6.

.....6.

.....6.

.....6.

.....6.

12345.7

12345.7

12345.7

12345.7

12345.7

......7

12345..

12345.7

12345.7

12345.7

12345.7

12345.7

12345.7

12345.7 Seats

137

137

137

137

137

137

137

137

137

137

137

137

137

137

137

137

137

137

137

137

137

137

137

137

137

137

137

137

137

137

137

137

137

137

137

137

137

137

137

137

137

122

Note: All times local

.

Source: FL/WN proposed schedules

. Docket DOT

- OST

- 2012

- 0001

Exhibit FL

- 109

# AirTran/Southwest Carries The Second Largest

Number of O&D Passengers In Chicago

Note: Frontier includes Midwest and Frontier data, United includes United and Continental data.

Source : U.S. DOT O&D Survey data, YE Q2 2011. 

### Domestic O&D Passenger Share Docket DOT

- OST

- 2012

- 0001

Exhibit FL

- 110

# AirTran/Southwest Carries Over 41 Times More

Originating Passengers Than Frontier From Chicago

41.3 Times 

### Chicago Domestic Originating O&D Passengers

Note: Frontier includes Midwest and Frontier data.

Source : DOT, Origin

- Destination Passenger Survey, YE Q2 2011. AirTran/Southwest Frontier Docket DOT

- OST

- 2012

- 0001

Exhibit FL

- 111

### 69.5 Times

Note: Frontier includes Midwest and Frontier data.

Source : OAG, November 2011. AirTran/Southwest Frontier



# AirTran/Southwest Operates Nearly 70 Times As Much

Capacity As Frontier In Chicago

Weekly Seat Departures Docket DOT

- OST

- 2012

- 0001

Exhibit FL

- 112Jan 1991 Jan 1989 Jan 1987 Jan 1985



### Period of Service Suspension

Service Period for Current Route

Service Period for Discontinued

Route Jan 1999 Jan 1997 Jan 1995 Jan 1993 Jan 2007 Jan 2005 Jan 2003 Jan 2001

Jan 2011 Jan 2009 Jan 2012

STL

MCI

BNA

DTW/DET

IND

CLE

CMH

SDF

BWI

OMA

LIT

BHM

PVD

JAN

MHT

ISP

PHX

HOU

RDU

LAS

MCO

BDL

TPA

ABQ

FLL

SEA

OAK

LAX

SAN

PBI

SLC

PHL

ORF

PDX

SJC

PIT

MSY

AUS

BUF

TUS

ALB

SMF

BUR

SAT

RSW

DEN

SNA

RNO

IAD

SFO

MSP

LGA

BOS

ONT

GSP

EWR

CHS Docket DOT

- OST

- 2012

- 0001

Exhibit FL

- 113

1 Both MDW

- PBI and MDW

- BUR were short

- term experimental markets with Saturday only service.

Source : Southwest Internal data. 

# In 27 Years Southwest Has Abandoned Only Two 1 

# of Its 57 MDW Routes

# Frontier Would Not Connect Any Markets at ORD

to Support Its Proposed Cancun Service

Current Frontier Market

Proposed Frontier Market Current Frontier MDW Capacity

Destinations 1

Weekly Departures 23

Weekly Seat Departures 2,994

Source: OAG schedule for the week of November 14, 2011. Docket DOT

- OST

- 2012

- 0001

Exhibit FL

- 114Source: US DOT T

- 100 Data, OAG Schedules. 

# Frontier’s Mexico Service Has Been Spotty

DEN

- MZT

DEN

- CUN

DEN

- SJD

DEN

- PVR

DEN

- ZIH

SLC

- CUN

MCI

- CUN

AUS

- CUN

BNA

- CUN

STL

- CUN

MCI

- PVR

DEN

- CZM

DEN

- ACA



### IND

- CUN

SAN

- CUN

MCI

- SJD

LAX

- SJD

DEN

- GDL

SMF

- SJD

SJC

- SJD



### DFW

- MZT

SMF

- PVR

SJC

- PVR

MKE

- CUN

ABQ

- PVR

STL

- PVR Docket DOT

- OST

- 2012

- 0001

Exhibit FL

- 115



### Period of Service Suspension Service Period for Current Route

Service Period for Discontinued

Route Period of Service Suspension Service Period for Current Route

Service Period for Discontinued

Route

# O&D Traffic to Cancun is Much Higher at ORD than MDW

Because ORD Has Much Better Service to Cancun than MDW

Nonstop Flights Connecting Options

Note: Includes only intra

- alliance connections and uses a minimum connect time of 1 hour and a maximum connect time of 3 hours.

Source : Official Airline Guide schedules for December 17, 2011; Appendices A

- D. ORD MDW ORD MDW



### Best Roundtrip Elasped Time at ORD = 7:25

Best Roundtrip Elasped Time at MDW =12:07 Daily Roundtrip

Nonstops Average Online

Roundtrip Flights per Day Docket DOT

- OST

- 2012

- 0001

Exhibit FL

- 116

# In Large Markets With Similar Nonstop Service MDW Originates



# 99.4% As Many Chicago Passengers As ORD

Domestic Chicago Originating O&D Passengers

MDW ORD



### Average Daily

Departures per Market 5.8 6.5

Note: Includes all markets that had 3 or more roundtrip daily nonstops from both MDW and ORD and had similar total departures (plus or minus 2).

Source : DOT, Origin

- Destination Passenger Survey, YE Q2 2011; Official Airline Guide, schedules for YE Q2 2011. Docket DOT

- OST

- 2012

- 0001

Exhibit FL

- 117

# Before Southwest Served MDW

- IAD The ORD Originating Passengers

Were 41 Times The MDW Originating Passengers But

Today MDW Is 22% Larger Than ORD Traffic

41 Times 

### IAD Chicago

Originating O&D Passengers

2003

MDW ORD 

### MDW=

1.22 Times

ORD

MDW ORD 

### IAD Chicago

Originating O&D Passengers

YE Q2 2011

Source : DOT, Origin

- Destination Passenger Survey. Docket DOT

- OST

- 2012

- 0001

Exhibit FL

- 118

# Before Southwest Served MDW

- BUF The ORD Originating Passengers

Were 34 Times The MDW Originating Passengers But

Today MDW Is 73% the Size of ORD Traffic

34 Times 

### BUF Chicago

Originating O&D Passengers

2003

MDW ORD MDW =

0.73 x

ORD

MDW ORD 

### BUF Chicago

Originating O&D Passengers

YE Q2 2011

Source : DOT, Origin

- Destination Passenger Survey. Docket DOT

- OST

- 2012

- 0001

Exhibit FL

- 119

# Southwest’s Entry in MDW

- LGA Stimulated Total Chicago Traffic

And Lowered Fares at Both ORD and MDW

Before

WN

Nonstop ORD

Note: Before Period = YE Q2 2009. After Period = YE Q2 2010.

Source : DOT, Origin

- Destination Passenger Survey. MDW Average Fare

After

WN

Nonstop Before

WN

Nonstop After

WN

Nonstop Before

WN

Nonstop ORD MDW O&D Passengers

After

WN

Nonstop Before

WN

Nonstop After

WN

Nonstop $0 Docket DOT

- OST

- 2012

- 0001

Exhibit FL

- 120

# Southwest’s Entry in MDW

- MSP Stimulated Total Chicago

Traffic And Lowered Fares at Both ORD and MDW

Before

WN

Nonstop ORD

Note: Before Period = CY 2008. After Period = YE Q1 2010.

Source : DOT, Origin

- Destination Passenger Survey. MDW Average Fare

After

WN

Nonstop Before

WN

Nonstop After

WN

Nonstop Before

WN

Nonstop ORD MDW O&D Passengers

After

WN

Nonstop Before

WN

Nonstop After

WN

Nonstop Docket DOT

- OST

- 2012

- 0001

Exhibit FL

- 121

# Southwest’s Entry in MDW

- BWI Stimulated Total Chicago

Traffic And Lowered Fares at Both ORD and MDW

Before

WN

Nonstop ORD

Note: Before Period = YE Q2 1993. After Period = YE Q3 1994.

Source: DOT, Origin

- Destination Passenger Survey. MDW Average Fare

After

WN

Nonstop Before

WN

Nonstop After

WN

Nonstop Before

WN

Nonstop ORD MDW O&D Passengers

After

WN

Nonstop Before

WN

Nonstop After

WN

Nonstop Docket DOT

- OST

- 2012

- 0001

Exhibit FL

- 122