Order 2011-7-14

Served: July 28, 2011

UNITED STATES OF AMERICA

DEPARTMENT OF TRANSPORTATION

OFFICE OF THE SECRETARY

WASHINGTON, D.C.

Issued by the Department of Transportation

 on the 27th day of May, 2011

Joint Application of

ASTAR AIR CARGO, INC. 

and ASTAR USA, LLC

for approval of a transfer of certificate authority 

under 49 U.S.C. § 41105

 Docket DOT-OST-2010-0223

ORDER TRANSFERRING CERTIFICATE AUTHORITY 

Summary

By this order, we transfer to ASTAR USA, LLC (“AUSA”), the foreign scheduled all-cargo 

certificates currently held by ASTAR Air Cargo, Inc. (“ASTAR”), and reissue to AUSA the 

foreign certificates previously held by ASTAR, as described in Attachment A.

Background

On September 3, 2010, ASTAR and AUSA (hereinafter referred to as the “Joint Applicants”) 

filed an application in Docket DOT-OST-2010-0223 to transfer ASTAR’s certificates of public 

convenience and necessity to AUSA. In that application, the Joint Applicants state that ASTAR 

intends to merge into AUSA, with AUSA remaining as the surviving entity.

In the application, the Joint Applicants state that since ASTAR’s inception in 2003, their largest 

customer and minority shareholder has been DHL Express (USA), Inc. (“DHL”), for whom 

ASTAR provides domestic and foreign freight air transportation services through a cost-plus 

aircraft, crew, maintenance, and insurance service agreement (“ACMI agreement”). In 

November 2008, DHL announced its decision to exit the North American domestic market and,

as a result of this decision, ASTAR’s level of operations performed under the DHL ACMI 

agreement significantly declined. Consequently, three of ASTAR’s owners created a new 

company, AUSA, in which DHL has no equity interest, which would provide air transportation 

services for DHL and other potential customers pursuant to fee-for-service air transportation 

UNITED STATES OF AMERICA

DEPARTMENT OF TRANSPORTATION
2

services agreements.1 The Joint Applicants state that moving from a cost-plus to a fee-forservice business model will better enable them to compete for business from DHL as well as 

other potential customers. The Joint Applicants indicate that upon completion of the certificate 

transfer, all of ASTAR’s air transportation operations will be assumed by AUSA.

Interim Action

On October 15, 2010, the Joint Applicants filed in the docket a request for a pendente lite

exemption pursuant to 49 U.S.C. § 41105 to the extent necessary to permit AUSA to close its 

merger transaction with ASTAR and to conduct the operations currently performed by ASTAR 

in domestic and foreign air transportation while its route transfer application remained pending 

with the Department.

2

 Subsequently, by Order 2010-11-19, issued November 17, 2010, the 

Department granted a pendente lite exemption and found AUSA fit to operate as an all-cargo air 

carrier. In that same order, the Department also issued AUSA a certificate of public convenience 

and necessity to conduct interstate scheduled air transportation of property and mail. Further, the 

Department issued to AUSA an exemption to conduct foreign scheduled all-cargo service 

between Cincinnati, Ohio, and Mexico City, Mexico. 

In Order 2010-11-19, the Department deferred action on the Joint Applicant’s certificate transfer 

request. We now find it appropriate to act on ASTAR’s request to transfer its certificates to 

AUSA.

Transfer of Authority

The Statute provides that no certificate can be transferred unless the Department approves the 

transfer as being consistent with the public interest. In applying this standard to foreign 

certificates, the Department considers whether the proposed route transfer is consistent with our 

international aviation policy, the likely effects of a proposed route transfer on competition in the 

domestic airline industry, the viability of each applicant, and the trade position of the United 

States. 

The Joint Applicants state that the proposed transfer is in the public interest and that competition 

in the domestic industry will be preserved and enhanced by this transaction. Further, the Joint 

Applicants state that the U.S. trade position will be enhanced by permitting the transfer of 

ASTAR’s certificates to AUSA, which offers opportunity for growth and expansion and has 

long-term economic prospects. We agree with the Joint Applicant, and we find that the proposed 

transaction is in the public interest and will enable AUSA to expand its operations and improve 

its long-term position in the air cargo market, which will promote competition. AUSA’s 

commercial agreement with DHL will not only enhance the viability of the air carrier, it will also 

allow AUSA to strengthen its operations in the international market, supporting the 

Department’s international aviation policies and benefiting the trade position of the United 

States. 

 

1 AUSA is a wholly-owned subsidiary of New ASTAR Holdings, LLC (“New Holdings”), a company formed by 

Messrs. Richard Blum, John Dasburg, and Michael Klein, the majority shareholders of ASTAR. Messrs. Blum, 

Dasburg, and Klein, each of whom is a U.S. citizen, created AUSA to facilitate an ownership change for ASTAR.

2 The Joint Applicants supplemented their pendente lite exemption request on November 1, 3, and 9, 2010.
3

In consideration of the above, we have decided to approve the transfer of ASTAR’s foreign 

certificates to AUSA. However, we will not transfer ASTAR’s interstate authority. As noted 

above, by Order 2010-11-19, the Department issued to AUSA an interstate certificate of public 

convenience and necessity to conduct scheduled air transportation of property and mail. Against 

this background, ASTAR’s request for the transfer of its interstate certificate to AUSA is now 

moot. Thus, we will cancel ASTAR’s interstate certificate. 

Also, as stated previously, in Order 2010-11-19, the Department issued to AUSA an exemption 

to conduct foreign scheduled all-cargo service in the Cincinnati-Mexico City market. Since 

authority to conduct operations on the Cincinnati-Mexico City route segment is contained in 

ASTAR’s certificate for Route 725, which is being transferred to AUSA, the exemption granted 

to AUSA by Order 2010-11-19 is no longer necessary.3 Under these circumstances, we will 

cancel the Cincinnati-Mexico City exemption authority granted to AUSA, by Order 2010-11-19, 

upon the effectiveness of AUSA’s certificate for Route 725.

CONDITIONS & LIMITATIONS

We remind AUSA of the requirements of 49 U.S.C. 41110(e). Specifically, that section requires 

that, once an air carrier is found fit initially, it must remain fit in order to hold its authority. To 

be assured that U.S. certificated air carriers continue to be fit after effective authority has been 

issued to them, we require that they supply information describing any subsequent substantial 

changes they may undergo in areas affecting fitness. 

Further, should AUSA propose other substantial changes in its management or operations, it 

must first comply with the requirements of section 204.5 of our rules.4 The compliance of the 

company with this requirement is essential if we are to carry out our responsibilities under the 

section 41110(e).5

Finally, to aid the Department in monitoring the fitness of new air carriers, we ask that all newly 

certificated air carriers submit a detailed progress report within 45 days following the end of the 

 

3

 The certificate for Route 725 was originally issued to authorize scheduled all-cargo service on various U.S.-

Mexico city-pair route segments (see Order 2008-7-15). However, the Cincinnati-Mexico City route segment is the 

only route that remains on the certificate. Pursuant to the terms of the certificate for Route 725, the following U.S.-

Mexico city-pair route segments expired automatically and reverted to the Department due to dormancy: AustinGuadalajara, Austin-Mexico City, Austin-Monterrey, Austin-Saltillo, Cincinnati-Guadalajara, Cincinnati-Monterrey, 

Cincinnati-Saltillo, El Paso-Saltillo, Houston-Guadalajara, Houston-Mexico City, Houston-Monterrey, HoustonSaltillo, Los Angeles-Mexico City, San Antonio-Saltillo, Wilmington-Guadalajara, Wilmington-Mexico City, 

Wilmington-Monterrey, and Wilmington-Saltillo (see dormancy notices dated October 16, 2009, and November 16, 

2010, in Docket DOT-OST-2005-20808).

4 The air carrier may contact our Air Carrier Fitness Division to report proposed substantial changes in its 

operations, ownership, or management, and to determine what additional information, if any, will be required under 

section 204.5. If the air carrier fails to file this updated information or if the information fails to demonstrate that the 

air carrier will continue to be fit upon implementation of the substantial change, the Department may take such 

action as is appropriate, including enforcement action or steps to modify, suspend, or revoke the air carrier's 

certificate authority.

5 We also remind AUSA about the requirements of section 204.7 of our rules. This section provides, among 

other things, that (1) if the company ceases all operations for which it was found fit, it may not resume such 

operations unless its fitness has been redetermined, and (2) if the company does not resume operations within one 

year of its cessation, its authority shall be revoked for dormancy.
4

first year of certificated operations, to the Air Carrier Fitness Division. The report should 

include a description of the air carrier’s current operations (number and type of aircraft, principal 

markets served, total number of full-time and part-time employees), a summary of how these 

operations have changed during the year, a discussion of any changes it anticipates from its 

current operations during its second year, current financial statements,6and a listing of current 

senior management and key technical personnel. The air carrier should also be prepared to meet 

with staff members of the Fitness Division to discuss its current and future operations. 

ACCORDINGLY,

1. We grant the request of ASTAR Air Cargo, Inc., and ASTAR USA, LLC, for approval of 

the transfer to ASTAR USA, LLC, of the foreign certificates of public convenience and 

necessity currently issued to ASTAR Air Cargo, Inc., in accordance with 49 U.S.C. § 41105.

2. We transfer to ASTAR USA, LLC, the certificates of public convenience and necessity 

currently issued to ASTAR Air Cargo, Inc. (set forth in Attachment B), authorizing the air 

carrier to engage in foreign scheduled air transportation of property and mail, and amend 

them, in the form attached (Attachment A).

3. We cancel the interstate all-cargo certificate issued to ASTAR Air Cargo, Inc., by Order 

81-6-22. 

4. We will cancel the exemption authority issued to ASTAR USA, LLC, by Order 2010-11-19, 

to provide foreign scheduled air transportation of property and mail between Cincinnati, 

Ohio, and Mexico City, Mexico, upon the effectiveness of the certificate transferred to 

ASTAR USA, LLC, for Route 725.

5. We direct ASTAR USA, LLC, to submit to the Air Carrier Fitness Division a first year 

progress report within 45 days following the end of its first year of certificated operations.7

6. Unless disapproved by the President of the United States under section 41307 of the Statute, 

this order shall become effective on the 61st day after its submission for section 41307 review 

or upon the date of receipt of advice from the President or his designee under Executive 

Order 12597 and implementing regulations that he or she does not intend to disapprove the 

Department’s order under that section, whichever comes earlier.8 

 

6 These financial statements should include a balance sheet as of the end of the company’s first full year of actual 

certificated operations and a twelve-month income statement ending that same date.

7 The report shall include a description of the air carrier’s current operations (number and type of aircraft, 

principal markets served, total number of full-time and part-time employees), a summary of how these operations 

have changed during the year, a discussion of any changes it anticipates from its current operations during its second 

year, current financial statements, and a listing of current senior management and key technical personnel.

8

This Order was submitted for section 41307 review on May 27, 2011. The 61st day is July 27, 2011. Since 

the President’s designee did not disapprove this order before that date, it became effective on July 27, 2011.
5

7. We will serve a copy of this order on the persons listed in Attachment C.

By:

SUSAN L. KURLAND

Assistant Secretary

for Aviation and International Affairs

An electronic version of this document is available on the World Wide Web at:

http://www.regulations.gov
Attachment A 

*As amended by

Order 2011-7-14

Page 1 of 1

ASTAR Air Cargo, Inc., for Routes (see Attachment B)

Amend the holder of the certificate(s) to read as follows:

ASTAR USA, LLC1

Where certificates involve air transportation service in limited-entry markets, the 

following condition will be added:

( ) The authority granted may only be used in a manner consistent with the terms of the 

air transport agreements between the United States and our aviation partners.

This certificate amendment shall become effective July 27, 2011.

 

1

 The subject certificates are being amended to reflect the Department’s approval, under 49 U.S.C. 

§ 41105, of the transfer of the economic authorities held by ASTAR Air Cargo, Inc.
Attachment B

CERTIFICATES HELD BY 

ASTAR AIR CARGO, INC.

CERTIFICATES OF PUBLIC CONVENIENCE AND NECESSITY

 

1

 See DOT letter dated July 16, 2003, approving the request of DHL Airways, Inc., to register the name, ASTAR Air Cargo, 

Inc., for use in DHL’s air transportation operations (Dockets DOT-OST-2002-13089 and DOT-OST-2003-15678). 

2

 Id.

3

 Pursuant to the terms of the certificate for Route 725, the following U.S.-Mexico city-pair route segments expired 

automatically and reverted to the Department due to dormancy: Austin-Guadalajara, Austin-Mexico City, Austin-Monterrey, 

Austin-Saltillo, Cincinnati-Guadalajara, Cincinnati-Monterrey, Cincinnati-Saltillo, El Paso-Saltillo, Houston-Guadalajara, 

Houston-Mexico City, Houston-Monterrey, Houston-Saltillo, Los Angeles-Mexico City, San Antonio-Saltillo, WilmingtonGuadalajara, Wilmington-Mexico City, Wilmington-Monterrey, and Wilmington-Saltillo (see dormancy notices dated October 

16, 2009, and November 16, 2010, in Docket DOT-OST-2005-20808).

Route # Route Description Order(s)

860 Blanket Open-Skies Route Authority 2007-7-4

[none] Blanket Route Integration Authority 2010-12-24 

195F Various Foreign Points, including Hong Kong 79-10-16, as amended by 

various orders including

81-1-30, 81-6-77, and 

82-8-691

692 Various Foreign Points, including Algeria and Libya 96-5-9

2

725 Cincinnati-Mexico City 2008-7-153
Attachment C

SERVICE LIST FOR 

ASTAR Air Cargo, Inc., and ASTAR USA, LLC

MR STEPHEN P DOYLE

PRESIDENT

ASTAR AIR CARGO INC

ASTAR USA LLC

1200 BRICKELL AVENUE

MIAMI FL 33131

MR ELLIOTT M. SEIDEN

COUNSEL FOR ASTAR AIR CARGO INC

AND ASTAR USA LLC

BOISE, SCHILLER & FLEXNER LLP

5301 WISCONSIN AVENUE NW

WASHINGTON DC 20015

MR BRIAN BAZEMORE

FEDERAL AVIATION ADMINISTRATION

CINCINNATI FSDO

4358 FERGUSON DRIVE

CINCINNATI OH 45245

MR WILLIAM J WEBER

CERTIFICATION SECTION MANAGER

FAA AFS-900

45005 AVIATION DRIVE SUITE 131

DULLES VA 20166

MS ANNE SUISSA RTS-42

OFFICE OF AIRLINE INFORMATION

DOT/RITA/BTS E-34

1200 NEW JERSEY AVE SE

WASHINGTON DC 20590

MR PETER LYNCH AGC-300

ASST CHIEF COUNSEL FOR ENFORCEMENT

FEDERAL AVIATION ADMINISTRATION

800 INDEPENDENCE AVE SW

WASHINGTON DC 20591

BERNARD STANKUS 

OFFICE OF AIRLINE 

 INFORMATION

DOT/RITA/BTS RTS-42

1200 NEW JERSEY AVE SE

WASHINGTON DC 20590