BEFORE THE DEPARTMENT OF TRANSPORTATION WASHINGTON, D.C.

__________________________________________ ) Application of ) ) AEROVIAS DE MEXICO, S.A. DE C.V. ) AEROLITORAL, S.A. DE C.V. ) d/b/a AEROMEXICO CONNECT ) DOCKET OST-2012- ) for exemptions and a statement of ) authorization (Mexico City-Dallas/Ft. Worth) ) __________________________________________)

EXPEDITED ACTION REQUESTED

JOINT APPLICATION OF AEROVIAS DE MEXICO, S.A. DE C.V. AND AEROLITORAL, S.A. DE C. V. FOR EXEMPTIONS AND CODE-SHARE STATEMENT OF AUTHORIZATION

Communications with respect to this document should be sent to: John R. Mietus, Jr. Law Office of John Mietus, LLC 6701 Democracy Blvd., Suite 300 Bethesda, MD 20817-7500 (202) 747-5212 (240) 396-5362 fax john@mietuslaw.com Counsel for AEROVIAS DE MEXICO, S.A. DE C.V. AND AEROLITORAL, S.A. DE C.V.

NOTICE: Any person may support or oppose this application by filing an answer and serving a copy of the answer on counsel for the Joint Applicants and upon persons served with this application no later than August 14, 2012. APPLICANT INTENDS TO POLL.

DATED: July 30, 2012BEFORE THE DEPARTMENT OF TRANSPORTATION WASHINGTON, D.C.

__________________________________________ ) Application of ) ) AEROVIAS DE MEXICO, S.A. DE C.V. ) AEROLITORAL, S.A. DE C.V. ) d/b/a AEROMEXICO CONNECT ) DOCKET OST-2012- ) July 30, 2012 for exemptions and a statement of ) authorization (Mexico City-Dallas/Ft. Worth) ) __________________________________________)

JOINT APPLICATION OF AEROVIAS DE MEXICO, S.A. DE C.V. AND AEROLITORAL, S.A. DE C. V. FOR EXEMPTIONS AND CODE-SHARE STATEMENT OF AUTHORIZATION

Pursuant to 49 U.S.C. § 40109(c) an d 14 C.F.R. Part 212, Aerovias de Mexico, S.A. de C.V. (“Aeromexico”) and Aerolitoral, S.A. de C.V. d/b/a Aeromexico Connect (“Aerolitoral”) (t ogether, the “Joint Applicants”) respectfully request that the Department grant the following authorizations so that they may conduct service, with Aerolitoral operating aircraft and displaying Aeromexico’s “AM*” code, in, the Mexico City-Dallas/Ft. Worth market under their code-sharing agreement:

a. Exemption authority to Aerolitoral for one year to the extent necessary to permit it to engage in schedu led foreign air transportation of persons, property, and mail between Mexico City, Mexico and Dallas/Ft. Worth, Texas.

b. Exemption authority to Aeromexico for one year to the extent necessary to permit it to engage in scheduled foreign air transportation of persons, property, and mail, purs uant to its code-share agreement- 2 - Aeromexico and Aerolitoral Application with Aerolitoral, between Mexico City, Mexico and Dallas/Ft. Worth, Texas.

c. Statement of authorization for an indefinite period to permit Aerolitoral to display Aeromexico’s “AM” designator code on flights operated by Aerolitoral on the route listed in paragraph (a) above. So that they may begin marketing co de-share service under the requested authority promptly for operations beginning later this year, the Joint Applicants request expedited consideration of this application; after polling U.S. carriers served with this applicatio n, they will report the poll results to the Department. In support of this app lication, the Joint Applicants state as

follows:

1. The Joint Applicants are flag carriers of the United Mexican States that hold extensive Department author ity to provide service between Mexico and numerous U.S. points, and they pr ovide extensive transborder service pursuant to this authority, generally under Aeromexico’s “AM” code.

2. By this application, the Joint A pplicants each seek an exemption to engage in scheduled, combination servic e in the Mexico City-Dallas/Ft. Worth market, and Aerolitoral requests a st atement of authorization to display Aeromexico’s AM code on flights oper ated on that route by Aerolitoral. Proposed, twice-daily, nonstop service on this route, using the Embraer E-190- 3 - Aeromexico and Aerolitoral Application or other appropriate aircraft, will generate significant benefits for the traveling and shipping public.

3. Annex 1 to the 1960 Air Transpor t Agreement, as amended, between

the United Mexican States and the Unit ed States provides that a carrier designated by the Government of Mexico is entitled to operate "[f]rom a point or points in Mexico to a point or po ints in the United States." The Joint Applicants understand that Aerolitoral will be designated to serve the Mexico City-Dallas/Ft. Worth route. 1 Further, under Annex 3 either party may authorize an airline to serve a transborder route by displaying its code on flights of an airline designated to oper ate service on that route. The Mexican

Direccion General de Aeronautica Civil has authorized Aerolitoral and Aeromexico to engage in code-share op erations over the route. The Joint Applicants understand that the Mexican government has confirmed this authorization in writing to the U.S. go vernment. For all these reasons, the proposed code-share service is consiste nt with the agreement and, therefore, the public interest.

1/ Designation of a carrier by its homeland government is the most significant factor in determining whether grant of an application is in the public interest. See, e.g., Bluebird Cargo Ltd. , Order 2004-8-24 at 3-4; Fast Air Carrier Ltda., Permit Amendment , Order 82-2-66 at 3-4.