BEFORE THE DEPARTMENT OF TRANSPORTATION

WASHINGTON, D.C.

Ninety Day Notice of ATLANTIC SOUTHEAST AIRLINES, INC. of termination of service at Greenbrier/White Sulphur Springs, WV Pursuant to 14 C.F.R. Party 323 Docket DOT-OST-2003-15553

Objection to Termination, Suspension, or Reduction of Air Service Communications with respect to this document should be addressed to: Paul E. Sullivan Kyle Melloan Frost Brown Todd LLC 250 West Main Street, Suite 2800 Lexington, KY 40507-1749 psullivan@fbtlaw.com kmelloan@fbtlaw.com Phone: (859) 231-0000 Facsimile: (859) 231-0011
Date: January 4, 20122

Greenbrier—Objection to Termination by ASA BEFORE THE DEPARTMENT OF TRANSPORTATION

WASHINGTON, D.C.

Ninety Day Notice of ATLANTIC SOUTHEAST AIRLINES, INC. of termination of service at Greenbrier/White Sulphur Springs, WV Pursuant to 14 C.F.R. Party 323 Docket DOT-OST-2003-15553

Objection to Termination, Suspension, or Reduction of Air Service Pursuant to Part 323 of the Department of Transportation’s Regulations (14C.F.R. 323), Greenbrier Hotel Corporation (“Greenbrier”) hereby objects to the NinetyDay Notice of Termination of Service (the “Notice”) filed by Atlantic Southeast Airlines, Inc. (“ASA”) on December 16, 2011, in Docket DOT-OST-2003-15553. (1) This objection is being filed on behalf of Greenbrier Hotel Corporation, with a principal address of 300 W Main Street, White Sulphur Springs, WV 24986. This objection is filed by Greenbrier’s attorneys, who may be contacted at the following: Paul E. Sullivan Kyle Melloan Frost Brown Todd LLC 250 West Main Street, Suite 2800 Lexington, KY 40507-1749 psullivan@fbtlaw.com kmelloan@fbtlaw.com Phone: (859) 231-0000 Facsimile: (859) 231-00113

Greenbrier—Objection to Termination by ASA (2) Greenbrier requests that the Department of Transportation hold-in ASA by immediately issuing an order prohibiting termination of air transportation, as authorized and provided by 14 C.F.R. 323.13. (3) Greenbrier incorporates ASA’s recitation of the schedules, routes, carriers, and aircraft types for all air transportation to Greenbrier/White Sulphur Springs, WV (LWB), as stated in the Notice. (4) Greenbrier suggests that a reasonable level of essential air service would be:

a. Two inbound and two outbound flights a day, seven days per week, twelve months a year, with an additional inbound and outbound flight on weekend days; b. Service should be to and from the Atlanta, Georgia (ATL) airport and the New York City, New York LaGuardia Airport (LGA) to ensure access to major hub cities and thus access between the Greenbrier/White Sulphur Springs, WV community and the greater nation. (5) [Reserved in 14 C.F.R. 323.9]. (6) Greenbrier submits the following as justification for the level of service suggested:

a. ASA operates as a connection flight for Delta into the LWB airport. At the onset, it should be noted that ASA’s proffered reason for termination—that service to the Greenbrier/White Sulphur Springs Community is “no longer economical[]”—is flatly incorrect. This is especially so given that there is a Revenue Guaranty Agreement, attached hereto as Exhibit A, which by its terms guaranties a minimum amount of revenue for the Delta connection flights, including the ASA4

Greenbrier—Objection to Termination by ASA flights at issue. While it is true that there is currently a dispute regarding the Revenue Guaranty Agreement, at least part of that dispute includes the allegation that the airlines in question have not taken the necessary steps to market the flights properly and maximize the revenue generated from the flights, or to account for the same fairly and transparently, as the contract terms represent that they will do and as Delta and the airlines represented that they would do. Thus, flights into LWB should be economically feasible as a result of the terms of the Revenue Guaranty Agreement, and, moreover, to the extent that they are not, that is the result of the airlines’ own actions and inactions. b. The Greenbrier also notes that ASA’s Notice was filed on the same date that Pinnacle Airlines, Inc. (“Pinnacle”) filed its Ninety-Day Notice of Termination of Service, under the same docket number. By these notices, both ASA and Pinnacle seek to discontinue all service they currently provide at Greenbrier/White Sulphur Springs, WV (LWB), effective March 15, 2012, thereby causing service to drop below the EAS guarantee levels established by the Department of Transportation. The individual and cumulative effect of the discontinuation of service by both ASA and Pinnacle will result in disastrous effects on the economy, culture, and people of the Greenbrier/White Sulphur Springs community.

c. It is also true that the individual and cumulative effect of both ASA and Pinnacle’s attempts to terminate their service will greatly harm the Greenbrier. The Greenbrier is a major economic engine of the surrounding community. It employs, directly and indirectly, approximately 20,000 people in the surrounding service area,5

Greenbrier—Objection to Termination by ASA with almost 2000 people at the Greenbrier alone, and attracts hundreds of thousands of visitors a year. d. The reasonable level of service suggested by the Greenbrier is integral to the continued success of the Greenbrier, its employees, and the local economy. This service allows the Greenbrier to attract the number of visitors it currently receives and will enable it to continue to attract more visitors, to continue its employment of so many members of the community, and to remain a positive force in the local economy. Without such service, each of these positive outcomes will be impaired.

e. Moreover, the reasonable level of service suggested by the Greenbrier is necessary to ensure continued access by the nation at large to the Greenbrier/WhiteSulphur Springs community, and vice versa. The concerns that led to the GreenbrierWhite Sulphur Springs community being listed with the ESA program—notably its rural nature and relative lack of access—are still present. But these same concerns, which justify placement in the program, also justify an increased level of service as places like the Greenbrier leverage the charm and lifestyle of the community and make it attractive to visitors from across the country and the world. ASA and Pinnacle’s attempt to end service are contrary to this vision, and should be denied.6

Greenbrier—Objection to Termination by ASA (7) Proof of Service: Greenbrier hereby certifies that a copy of the foregoing Objection to Termination, Suspension, or Reduction of Air Service has been served this 4th day of January, 2012, upon the following persons via certified mail: The Honorable John Manchester Mayor City of Lewisburg 942 Washington Street, West Lewisburg, WV 24901 Susan V. Cherneko Director West Virginia Aeronautics Commission West Virginia Department of Transportation Building 5 1900 Kanawha Blvd. E Charleston, WV 25306 The Honorable Lloyd Haynes Mayor City of White Sulphur Springs 34 W. Main Street White Sulphur Springs, WV 24986 U.S. Postal Service 475 L’Enfant Plaza S.W. Washington, D.C. 20260 ATTN: Assistant General Counsel – Transportation

Jon Lindlief Director – Planning and Development Atlantic Southeast Airlines, Inc. 100 Hartsfield Centre, Suite 700 Atlanta, GA 30354 Jerry O’Sullivan Airport Manager Greenbrier Valley Airport P.O. Box 329 Lewisburg, WV 24901

Phil Reed Vice-President, Network Scheduling, Operational Analytics & Engineering Pinnacle Airlines Corp. 40 South Main Street, 9thFloor Memphis, TN 38104 Mickey Bowman Vice President of Essential Air Service Silver Airways 1100 Lee Wagener Blvd., Suite 201 Ft. Lauderdale, FL 333157

Greenbrier—Objection to Termination by ASA Respectfully submitted,

/s/ Paul E. Sullivan Paul E. Sullivan Kyle M. Melloan FROST BROWN TODD LLC 250 W. Main Street, Suite 2800 Lexington, KY 40507-1749 859-231-0000 (t) 859-231-0011 (f) psullivan@fbtlaw.com kmelloan@fbtlaw.com

LEXLibrary TMP.TMP 494420v1