BEFORE THE DEPARTMENT OF TRANSPORTATION

WASHINGTON, D.C.

Application of
Meridiana fly, S.p.A.
for Foreign Air Carrier Permit pursuant to 49 U.S.C. § 41302 and for Renewal of Exemption from 49 U.S.C. § 41301 (U.S./Italy Scheduled Air Transportation) Docket DOT-OST-2005-20571



### APPLICATION OF 

### M ERIDIANA FLY 

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### FOREIGN 

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### CARRIER 

### P ERMIT

AND FOR 

### R ENEWAL OF 

### EXEMPTION

Communications concerning this document may be served upon: Moffett B. Roller ROLLER & BAUER, PLLC 45005 Aviation Drive; Suite 200 Dulles, VA 20166 Tel: 202-331-3300 Fax: 202-331-3322 E-mail: mroller@rollerbauer.com Attorneys for Meridiana fly, S.p.A.
May 18, 2012BEFORE THE DEPARTMENT OF TRANSPORTATION

WASHINGTON, D.C.

Application of
Meridiana fly, S.p.A.
for Foreign Air Carrier Permit pursuant to 49 U.S.C. § 41302 and for Renewal of Exemption from 49 U.S.C. § 41301 (U.S./Italy Scheduled Air Transportation) Docket DOT-OST-2005-20571



### APPLICATION OF 

### M ERIDIANA FLY 

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### .A. FOR 

### FOREIGN 

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### CARRIER 

### P ERMIT

AND FOR 

### R ENEWAL OF 

### EXEMPTION May 18, 2012 Meridiana fly, S.p.A. (“Meridiana fly”), a foreign air carrier from Italy, hereby applies (a) for a foreign air carrier permit pursuant to 49 U.S.C. § 41302 and (b), pursuant to 49 U.S.C. § 40109, for the renewal of its exemption from 49 U.S.C. § 41301, in order to engage in the scheduled foreign air transportation of persons, property, and mail to the full extent permitted by the United States - European Union Air Transport Agreement as set forth below. This Application is being filed under the provisions of the U.S.-EU Reciprocal Recognition
Procedures.

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1 / Meridiana fly submits all of the information in this Application in support of its request for a foreign air carrier permit and for renewal of its exemption, as well as for the information of the Department, even though some of the information provided is optional pursuant to the Notice, “Application Procedures for Foreign Air Carriers of the European Union,” that the Department issued on February 9, 2009.y a. Foreign scheduled and charter air transportation of persons, property and mail from any point or points behind any Member State of the European Union via any point or points in any Member State and via intermediate points to any point or points in the United States and beyond; b. Foreign scheduled and charter air transportation of persons, property and mail between any point or points in the United States and any point or points in any member of the European Common Aviation Area; c. Foreign scheduled and charter all-cargo air transportation between any point or points in the United States and any other point or points; and d. Transportation authorized by any additional route rights made available to European Community carriers in the future. Meridiana fly submits the following information in support of this Application: 1 / 1. Name, Address, and Incorporation . The full name and address of the Applicant is: Meridiana fly, S.p.A.

Aeroporto Olbia Costa Smeralda 07026 Olbia (SS), Italy Meridiana fly, S.p.A. is a corporation organized and existing under the laws of the Republic of Italy. 2. Italian Air Transport Authority . The name and official address of the Italian air transport authority that has regulatory jurisdiction over Meridiana fly is:

Ente Nazionale Per l’Aviazione Civile (ENAC) Viale Castro Pretorio 118 00185 Rome, Italy

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9. Italian Operating Authority . Meridiana holds authority issued by ENAC, the Italian air transport authority, to conduct scheduled air transportation to and from the United States. A copy of Meridiana fly’s Air Operators Certificate (AOC)
is attached as Exhibit A. 7. Relationship with Government of Italy . The relationship between Meridiana fly and the Government of Italy is solely regulatory in that Meridiana fly is subject to the applicable government regulations and restrictions for Italian air carriers. The Government of Italy has no participation in the management, ownership, or operations of Meridiana fly. 8. Insurance . Meridiana fly has filed a Form 6410 with the FAA showing that the company”s insurance coverage meets or exceeds the liability limits of 14 CFR 205. 3. Operations . In 2012 Meridiana fly plans to continue its pattern of operating seasonal scheduled service between (a) New York/JFK and Naples, Italy, and (b) between New York/JFK and Palermo, Italy, during the summer travel season. Meridiana fly will operate two weekly flights on each route from late June 2012 through the first week of September and one weekly flight on each route for the remainder of September.

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4. Key Management Personnel

. Name Position City of Residence Business Address Marco Rigotti Chairman Milan, Italy c/o Studio Rigotti Via G. Boccaccio 39 Milano (20123) Italy Giuseppe Gentile Chief Executive Officer

& Accountable Mngr. Gallarate (VA), Italy

Meridiana fly S.p.A.

Centro Direzionale Aeroporto Costa Smeralda Olbia (07026) Italy Franco Trivi Vice President Olbia (OT), Italy Alessandro Notari Chief Commercial

Officer Rome, Italy Luigi Vallero Network, Planning &

Alliance Olbia (OT), Italy
Maurizio Cancellieri Chief Financial

Officer/Controller Milan, Italy
Stefano Biffi Chief Operations

Officer Bergamo, Italy Dario Faltracco Quality Milan, Italy Gaetano Catania Security Olbia (OT), Italy 5. Ownership Company Name Registration Address/location Shareholding/Ownership Meridiana fly, S.p.A. Italian company with offices at

Centro Direzionale Aeroporto Costa Smeralda Olbia (07026) Italy Meridiana, S.p.A. holds 78.05% of the share capital of Meridiana fly, S.p.A. The remaining 21.95% of the shares of Meridiana fly, S.p.A., are publically traded on the Italian Stock Exchange, and no other entity holds a stake greater than five percent.. Meridiana, S.p.A. Italian company with offices at

Centro Direzionale Aeroporto Costa Smeralda Olbia (07026) Italy Akfed, S.A., holds 75.78% of the share capital of Meridiana, S.p.A.. No other entity holds an ownership interest greater than five percent of the share capital of Meridiana. S.p.A. Akfed S.A. (Société Anonyme) Company with offices at

Geneva Avenue de la Paix 1-3 Geneva, Switzerland His Highness Karim Aga Kahn, a British citizen, holds 100% of the share capital of Akfed, S.A. His Highness Aga Kahn Shah Karim Al-Husseini Aiglemont

60270 Gouvieux France Meridiana fly has 5,576,346 shares, all of which are voting shares.

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6. Aviation-Related Ownership Interests . The following chart sets forth the ownership interests that Meridiana fly and its parent company, Meridiana, S.p.A., hold in other aviation-related enterprises.

On October 14, 2011, Meridiana fly acquired 100% of the share capital of Air Italy, S.p.A. Air Italy holds a foreign air carrier permit issued by DOT Order 2009-10-1 on August 5, 2009. Companies in which Meridiana fly holds ownership interests are listed in the following table:

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Company Name Ownership Percentage Services
Air Italy S.p.A. 100% Airline Meridiana Maintenance 16.38% Maintenance and Repair Wokita S.r.l. 100% Tour Operator Same Italy S.r.l. 100% General Sales Agent Meridiana Express S.r.l. 100% Airline EF-USA, Inc. 100% General Sales Agent
10. Fleet . Meridiana fly continues to use its A330 and A320 aircraft to conduct its operations between the United States and Italy. The company’s fleet of 28 aircraft currently includes three A330 and twelve A320 aircraft. 12. Wet Lease Arrangements . Meridiana fly may from time to time wet lease aircraft from its subsidiary, Air Italy, to conduct operations on Meridiana fly’s U.S.-Italy routes. In the event of any such operations, Meridiana fly and/or Air Italy, as appropriate, will timely obtain any authorizations that may be required from the Department of Transportation and the Federal Aviation Administration. 15. Fuel Consumption . Pursuant to 14 C.F.R. §313.5(a), Meridiana fly hereby states that its service under the authority requested in this Application will not cause a near-term net annual change in aircraft fuel consumption of 10 million gallons or more. Approval of this Application will not therefore constitute a major regulatory action that requires an energy statement under Part 313 of the Department's Procedural Regulations.

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2/ Meridiana fly invokes the automatic extension provisions of the Administrative Procedure Act, 5 U.S.C. §558(c), as implemented by 14 C.F.R. Part 377, to maintain its exemption authority in effect pending a final Department determination on this Application seeking renewal of its authority. WHEREFORE, Meridiana fly, S.p.A., respectfully requests issuance of a foreign air carrier permit and renewal of its exemption to engage in scheduled and charter foreign air transportation of passengers and property to the full extent permitted by the United States - European Union Air Transport Agreement, and for such other relief as may be in the public interest. Meridiana fly requests that the Department renew its exemption authority for a period of two years or until the effective date of a foreign air carrier permit, whichever is earlier. 2/
Respectfully submitted,

Moffett B. Roller ROLLER & BAUER, PLLC Attorneys for Meridiana fly, S.p.A. May 18, 2012CERTIFICATE OF SERVICE I hereby certify that a copy of the foregoing Application of Meridiana fly, S.p.A. for a Foreign Air Carrier Permit and for Renewal of Exemption was this day served by email upon all parties on the following Service List. No indication was received that any transmission by facsimile or electronic mail had failed.

_______________________________ Moffett Roller May 18, 2012 SERVICE LIST AMERICAN AIRLINES Carl B. Nelson, Jr. Associate General Counsel carl.nelson@aa.com DELTA AIR LINES, INC. Alexander Van der Bellen Managing Director – Government Affairs & Associate General Counsel sascha.vanderbellen@delta.com UNITED AIR LINES, INC. Hershel I. Kamen Senior Vice President - Alliances, Regulatory & Policy hershel.kamen@united.com Stephen Morrissey Managing Director - Regulatory & Policy steve.morrissey@united.com USAIRWAYS Howard Kass Associate General Counsel howard_kass@usairways.com FEDERAL EXPRESS Nancy Sparks Managing Director - Regulatory and Industry Affairs nssparks@fedex.com Courtney E. Felts Senior Attorney – Regulatory Affairs cefelts@fedex.com UNITED PARCEL SERVICE Jennifer M. Nowak jennifer.nowak@hklaw.com