UNITED STATES OF AMERICA DEPARTMENT OF TRANSPORTATION OFFICE OF THE SECRETARY WASHINGTON, DC Issued by the Department of Transportation on September 9 , 2010 NOTICE OF ACTION TAKEN -- DOCKET S DOT - OST - 2005 - 20122 and DOT - OST - 2010 - 0 206

_______________________________________________________________________________________________________ ____________ __ This serves as notice to the public of the action described below, taken by the Department official indicated (no addit ional confirming order will be issued in this matter). 1. Docket DOT - OST - 2005 - 20122 Appl ication of CONTINENTAL AIRLINES, INC. (Continental), filed 8/13 /20 10 for: XX Amendment of exemption under 49 U.S.C. 40109 to the extent necessary to permit Continental to display its designator code on flights operated by its foreign code - share partners on the following services: Scheduled foreign air transportation of persons, property, and mail between points in 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. 1 2 2. Docket DOT - OST - 2010 - 0 206 Joint Application of CON TINENTAL , C ONTINENTAL MICRONESIA , I NC . (Continental Micronesia), COLGAN AIR, INC. (Colgan) and TAP Portugal (TAP) , filed 8/13 /20 10 for: Blanket statements of authorization to permit Continental to display the ( TP *) designator code of TAP on Continental ’s flights and TAP to display the (CO*) designator code of Continental on TAP ’ s flights in conjunction with foreign air transportation of persons, property, and mail on flights : ( 1) between any point or points in the United States and any point or points in the European Union (EU) (e ither nonstop or via intermedia te Open Skies points); ( 2) between any point or points in the U.S. and any other point or points in the European Common Aviation Area where an Open Skies agreement is being applied;

1 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 Regi onal); Deutsche Lufthansa AG (Lufthansa); Lufthansa Cityline GmbH (Lufthansa Cityline); Air Dolomiti S.p.A. LARE (Air Dolomiti); Augsburg Airways GmbH (Augsburg); PrivatAir GmbH; PrivatAir S.A.; Contact Air Flugdienst GmbH & Co. (Contact Air); Eurowings Lu ftverkehrs AG (Eurowings); Cirrus Airlines Luftfahrtgesellschaft mbH (Cirrus Airlines) ; Asiana Airlines, Inc. (Asiana); Air New Zealand; Scandinavian Airlines System (SAS); Brussels Airlines N.V./S.A. (Brussels Airlines); and Aegean Airlines Societe Anonyme d/b/a Aegean Airlines S.A. (Aegean Airlines) . See Notice s of Action Taken on October 21, 2009, in Dockets 2005 - 20122, DOT - OST - 2009 - 0173, DOT - OST 2009 - 0174, and DOT - OST - 2009 - 0175 ; November 20, 2009, in Dockets 2005 - 20122 and DOT - OST - 2009 - 0277; Janu ary 26, 2010, in Dockets DOT - OST - 2005 - 20122 and DOT - OST - 2009 - 0340; March 11, 2010, in Dockets DOT - OST - 2005 - 20122 and DOT - OST - 2010 - 0020; June 9, 2010, in Dockets DOT - OST - 2005 - 20122 and DOT - OST - 2010 - 0111 ; and June 23, 2010, in Dockets DOT - OST - 2005 - 20122 and DOT - OST - 2010 - 0132. 2 Continental requests that its blanket code - share exemption authority be amended to the extent necessary to permit it to also place its designator code on flights operated by TAP, including flights operated for TAP by its affil iate Portugalia - Companhia Portuguesa de Transportes Aereos, S.A. (PGA), and/or other foreign TAP wet lessors including White Airways, S.A. (White). Continental further requests that its amended blanket code - share exemption be granted through March 5, 2011 , coextensive with its existing exemption authority in Docket DOT - OST - 2005 - 20122. Continental notes that PGA, White, and any other foreign TAP wet lessors will secure any additional authority required from the Department, and Continental will complete saf ety audits of the carriers before they conduct operations displaying the (CO*) designator code.( 3) between U.S. points; ( 4) between EU points; ( 5 ) beyond the EU to any point or points; and ( 6 ) beyond the U nited States to any point or points. 3 Applicant rep s : Lorraine B. Halloway (202) 624 - 2 500 (Continental and Continental Micronesia) , Brian T. Hunt (901) 346 - 6145 (Colgan), and William Karas ( 2 0 2 ) 429 - 3000 ( TAP ) DOT Analyst: Robert J. Finamore (2 02) 366 - 2405 D I S P O S I T I O N XX Granted (subject to conditions, see below) The above action granting amended exemption authority is effective when taken : September 9 , 2010 , through March 5 , 2011 . The above action granting blanket statements of authorization to the referenced carriers is effective: September 9 , 2010 , and will remain in effect indefinitely, subject to conditions. Action taken by: Paul L. Gretch, Director Office of Inte rnational Aviation XX The authority granted is consist ent with the U.S. - EU Air Transport Agreement. Except to the extent exempted or waived, this authority is subject to the terms, conditions, and limitations indicated: XX Continental ’s certificates of public convenience and necessity XX Standard U.S. carrier exemption conditions (attached as Appendix A ) XX C onditions for statements of authorization granted here (attached as Appendix B ) XX Conditions attached to previously gran ted blanket statements of authorization 4

_____________________________________________________________________________________________________________________ Remarks / Conditions : We note that Continental has conducted safety audit s of TAP and PGA u nder the Department’s Code - Share Safety Audit Program, and the FAA has advised us that it has reviewed the relevant audit report and found it to be acceptable. The exemption authority granted here is for operations with the foreign code - share partners and affiliates named above , to include TAP , PGA , White , and other foreign air carriers that wet lease to TAP . Should Continental and any additional code - share partner be granted statements of authorization, Continental will need to apply for exemption aut hority to the extent necessary to permit Continental to display its code on flights operated by the new code - share partner and will need to have conducted code - share safety audits of its foreign partners prior to receipt of authority for such code - share se rvices. Our action with respect to approval of Continental’s request for amended exemption authority to support code - share operations whereby Contin ental would display its “ CO* ” designator code on flights operated by PGA, White , and other foreign air car riers that wet lease to TAP is subject to the following conditions: 1) the foreign carriers must have the requisite permit or exemption authority and statement of authorization from the 3 The joint applicants state that unless the context of their application requires otherwise, the term “Continental” includes Continental Micronesia and Colga n . The joint applicants note that Continental Micronesia and Colgan will not place their codes on flights operated by TAP, but TAP will place its code on flights operated by Continental Micronesia and Colgan. 4 See Notices of Action Taken dated July 9, 19 98 (98 - 65 , undocketed, Continental - 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 , L ufthansa 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, Continental - 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 Airlines); and June 23, 2010 (Dock ets DOT - OST - 2005 - 20122 and DOT - OST - 2010 - 0132, Continental - Aegean Airlines).Department to perform the proposed services; 5 and 2) Continental must conduct and 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 Co ntinental qualified to provide the exemption 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) grant of the authority was consistent with the public interest; and (3) grant of the authority would not constitute a major regulatory action under the Energy Policy and Conservation Act of 1975. To the extent not granted, we denied all requests in the referenced Docket s . We may amend, modi fy, 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 th eir petitions within seven (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 Wor ld Wide Web at: www.regulations.gov

5 We note that PGA and White have pending before the Department applications for underlying exemption authority and/or statements of authorization to permit them to display the (CO*) designator code of Continental on certain flights . See Dockets DOT - OST - 2008 - 0155 and DOT - OST - 2010 - 0209, respectively. We will act concurrently on those applications.

### Appendix A 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 CF R 241; (4) Comply with requirements for minimum 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 requir ements of 14 CFR 203, concerning waiver of Warsaw 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. Gover nment requirements concerning security, including, 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 flig hts) 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 serv ed; (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 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.

1/2008

### Appendix B The code - share operations authorized here are subject to the following conditions: (a) The statements of authorization will remain in effect only as long as (i) Continental, Continental Micronesia, Colgan, and TAP 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 operations remains in effect. (b) Continental, Continental Micronesia, Colgan, and/or TAP , as a ppropriate, must notify the Department no later than 30 days before they begin any new code - share 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 - share market added, and the date on which the service will begin. 1 Such notice should be filed in Docket DOT - OST - 200 5 - 20122 . (c) Continental, Continental Micronesia, Colgan, and/or TAP , as appropriate, must promptly notify the Department 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. Such notice should be filed in Docket DOT - OST 200 5 - 20122 . 2 (d) The co de - sharing operations conducted under this authority must comply with 14 CFR 257 and with any amendments to the Department’s regulations concerning code - share arrangements that may be adopted. Notwithstanding any provisions in the contract between the car riers, our approval 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 operating carrier be unaffected; and that the operating carrier shall not permit the code of its U.S. code - sharing partner to be ca rried on any flight that enters, departs, or transits the airspace of any area for whose airspace the Federal Aviation Administration has issued a flight prohibition. (e) The authority to operate to third countries is subject to the condition that any ser vice provided under the statement of authorization shall be consistent with all applicable agreements between the United States and the foreign countries involved. Furthermore, (i) nothing in the award of this blanket statement of authorization should be construed as conferring upon Continental , C ontinental Micronesia , or Colgan rights (including code - share , fifth freedom intermediate and/or beyond rights) to serve markets where U.S. carrier entry is limited unless Continental , Continental Micronesia , or C olgan notifies the Department of their intent to serve such a market and unless and until the Department has completed any necessary carrier selection procedures to determine which carrier(s) should be authorized to exercise such rights; and (ii) should th ere be a request by any carrier to use the limited - entry route rights that are included in the authority of Continental , Continental Micronesia , or Colgan by virtue of the blanket statement of authorization granted here, but that are not then being used by Continental , Continental Micronesia, or Colgan, the holding of such authority will not be considered as providing any preference for Continental , Continental Micronesia , or Colgan in a competitive carrier selection proceeding to determine which carrier(s) should be entitled to use the authority at issue. 3 (f) The authority granted here is specifically conditioned so that neither Continental, Continental Micronesia , Colgan nor TAP shall give any force or effect to any contractual provisions between themsel ves that are contrary to these conditions. We may amend, modify, or revoke the authority granted at any time without hearing at our discretion.

1 Pursuant to the Department’s Notice In the Matter of Blanket Notification of C ode - Share Service to Open Skies Partners and Points dated February 9, 2009, the joint applicants have provided notification of their intent to engage in reciprocal code - share services, beginning on or about September 30, 2010, between Open Skies points as outlined in their application. The joint applicants also provided notice that, on or about September 30, 2010, the (TP*) code of TAP will be displayed on Contin ental flights in the Newark - Mexico City and Newark - Cancun markets, and the (CO*) code of Cont inental will be displayed on TAP flights in the Lisbon - Bissau, Lisbon - Luanda, Lisbon - Maputo, and Lisbon - Sao Tome/Principe markets. 2 We expect this notification to be received within ten (10) days after such non - effectiveness or of such decision. 3 The not ice in paragraph (b) above can be used for this notification.