BEFORE THE DEPARTMENT OF TRANSPORTATION WASHINGTON, D.C.

Joint Application of DELTA AIR LINES, INC. CHINA SOUTHERN AIRLINES COMPANY LIMITED COMAIR, INC. and PINNACLE AIRLINES, INC. for a statement of authorization pursuant to 14 C.F R. Part 212 ) ) ) ) ) ) ) ) ) ) Dockets DOT - OST - 1997 - 2653 DOT - OST - 1999 - 5031 DOT - OST - 2001 - 9314 DOT - OST - 2001 - 10172

JOINT APPLICATION OF DELTA AIR LINES, INC., CHINA SOUTHERN AIRLINES COMPANY LIMITED , COMAIR, INC. and PINNACLE AIRLINES, INC. Communications with respect to this document should be sent to: Alexander Van der Bellen,

Managing Director, Government Affairs and Associate General Counsel DELTA AIR LINES, INC. 1212 New York Avenue, NW Suite 200 Washington, DC 20005 (202) 842

- 4184 sascha.vanderbellen@delta.com for Delta Air Lines, Inc. and Special Counsel for Comair, Inc. George U. Carneal HOGAN LOVELLS US LLP 555 Thirteenth Street, NW Washington, DC 20004 (202) 637

- 6546 george.car neal@hoganlovells.com
Counsel for CHINA SOUTHERN AIRLINES

COMPANY LIMITED
June 2 6 , 2012 Brian T. Hunt Senior Vice President & General Counsel PINNACLE AIRLINES CORP. One Commerce Square 40 South Main Street, 14 th Floor Memphis, TN 381 03 (901) 346 614 5 BTHunt @pncl.com

Notice: The Joint Applicants intend to poll the U.S. carrier representatives on the attached service list and will notify the Department of the results.BEFORE THE DEPARTMENT OF TRANSPORTATION WASHINGTON, D.C.

Joint Application of DELTA AIR LINES, INC. CHINA SOUTHERN AIRLINES COMPANY LIMITED COMAIR, INC. and PINNACLE AIRLINES, INC. for a statement of authorization pursuant to 14 C.F R. Part 212 ) ) ) ) ) ) ) ) ) ) Dockets DOT - OST - 1997 - 2653 DOT - OST - 1999 - 5031 DOT - OST - 2001 - 9314 DOT - OST - 2001 - 10172

JOINT APPLICATION OF DELTA AIR LINES, INC., CHINA SOUTHERN AIRLINES COMPANY LIMITED , COMAIR, INC. and PINNACLE AIRLINES, INC. Delta Air Lines, Inc. (“Delta”), Ch ina Southern Airlines Company Limited (“China Southern”) , Comair, Inc. (“ Comair ”) and Pinnacle Airlines, Inc. (“Pinnacle”) (together, the “Joint Applicants”) hereby apply for authority to expand China Southern’s codesharing
with Delta to include Delta Conn ection flights operated by Comair and Pinnacle.
P ursuant to 14 C.F.R. Part 212, Comair and Pinnacle seek blanket s statement of authorization allowing them to display China Southern’s “CZ*” code on Delta Connection flights operate d : (a) within the United St ates (in conjunction with China Southern’s services in foreign air transportation), and (b) between the United States and third
countries. Comair and Pinnacle request that their statement s of authorization be valid for an indefinite period subject to the Department’s normal code share conditions. 1

1 To the extent necessary, the Joint Applicants request a waiver of the 45

- day advance filing requirement for cod eshare statements of authorization under 14 C.F.R. Part 212.Joint Application Page 2 In support of this Joint Application, Delta, China Southern, and Comair and
Pinnacle state as follows:
1. Comair and Pinnacle are certificated U.S. air carrier s that operate flights for marketing and sale by Delta.
2. The Department has previously approved Delta/China Southern blanket statements of authorization for reciprocal codesharing. See Notice of Action Taken dated March 11, 2008, Dockets DOT

- OST

- 1997

- 2653, DOT

- OST

- 1999

- 5031, DOT

- OST

- 2001

- 9314, and DOT

- OST

- 2001

- 10172. The proposed services are fully consistent with the Department’s prior codeshare approval and also with the Air Transport Agreement, as amended, between the United States and the People’s Republic of China.
3. The Joint Applicants have agreed to expand codesharing to encompass flights operated by Comair and Pinnacle on Delta’s behalf. Accordingly, the Joint Applicants request a blanket statement of authorization under 14 C.F.R. Part 212, permitting Comair and Pinnacle to display China Souther n’s “CZ*” designator code on Delta Connection flights: (a) within the United States (in conjunction with China Southern’s services in foreign air transportation), and (b) between the United States and third
countries.
4. The proposed codeshare services will b e operated pursuant to the Delta/China Southern codeshare agreement previously approved by the Department and an ancillary Delta/China Southern/ Comair and Delta/China Southern/Pinnacle codeshare agreement s

. R edacted copy of the ancillary codeshare agreeme nt s are attached to this Application.
5. China Southern holds broad exemption authority to codeshare on Delta , which was expanded last year to in clude flights operated by other U.S. carriers, i.e. Delta Connection carriers. See, Notice of Action Taken Dated October 11, 2011 in the above

captioned dockets.Joint Application Page 3 6. The same public interest considerations that supported the grant of codeshare authority to China Southern and Delta apply with equal force to the services operated by Comair and Pinnacle on behalf of De lta. China Southern and Delta have a longstanding codesharing relationship, and grant of this application will enable China Southern to further expand its on

- line service options, providing important new service and competitive options to U.S.

– China trave lers and shippers.
7. To the extent necessary, the Joint Applicants request that the Department consolidate this application into the existing Delta/China Southern codeshare dockets (DOT

- OST

- 1997

- 2653, DOT

- OST

- 1999

- 5031, DOT

- OST

- 2001

- 9314, and DOT

- OST

2001

- 10172). The Joint Applicants further request that the authority requested here for China Southern codesharing on Pinnacle and Comair be administered jointly with the authority for China Southern codesharing on Delta such that any beyond U.S. gateway point notice given for Delta or Delta Connection operations is deemed notice for all
statement of authorization holders . The Joint Applicants will continue to rely on the established practice whereby any notice for a beyond U.S. gateway point is deemed
notice for that point via all authorized gateways. The Joint Applicants incorporate by reference all previous codeshare

- point notices provided in the Delta/China Southern codeshare dockets. The Joint Applicants note that their init ial codeshare markets (listed on the respective Exhibit s A

- 2 to the attached codeshare agreement s ) have all been previously noticed in the Delta/China Southern codeshare dockets.
8. Comair and Pinnacle are not CRAF participant s

. 9. The Joint Applicants will conduct these codeshare services in accordance with 14 C.F.R. Part 257 and the other conditions normally imposed by the Department on codesharing statements of authorization.Joint Application Page 4 WHEREFORE, Delta, China Southern, Comair and Pinnacle request that the Department promptly grant the authority described herein.

Respectfully submitted,

/s/ George U. Carneal /s/ Brian T. Hunt

________________________________ ________________________________ George U. Carneal HOGAN LOVELLS US LLP Counsel for CHINA SOUTHERN AIRLINES

COMPANY LIMITED B rian T. Hunt Senior Vice President & General Counsel PINNACLE AIRLINES CORP.

________________________________ Alexander Van der Bellen Managing Director, Government Affairs

& Associate General Counsel for Delta Air Lines, Inc. and Special Couns el for Comair, Inc.CERTIFICATE OF SERVICE A copy of the foregoing document has been served this 2 6 th day of June 2012 , upon the following persons via email:

carl.nelson@aa.com francis.heil@aa.com

r obert. w irick@aa.com dan.weiss@ united .com thomas .bolling@united .com howard.kass@usairways.com benjamin.slocum@usairways.com jhill@dowlohnes.com esta.rosenberg@dot.gov info@airlineinfo.com