UNITED STATES OF AMERICA

DEPARTMENT OF TRANSPORTATION

OFFICE OF THE SECRETARY WASHINGTON, D.C.

Issued by the Department of Transportation on No vember 28 , 2012



### NOTICE OF ACTION TAKEN

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- 2012

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__________________________________________ ______________________________________________________ ________ This serves as notice to the public of the action described below, taken by the Department official indicated (no additional confirming order will be issued in this matter).

Joint Applicant s : AEROVIAS de MEXICO, S.A. de C.V. (Aeromexico) and AEROLITORAL, S.A. de C.V. D/B/A AEROMEXICO CONNECT (Aerolitoral)

Date Filed: November 1, 2012 , as supplemented November 21, 2012 and November 28, 2012

Relief request ed:

A. E xemption under 49 USC § 40109 to permit Aero litoral t o engage in scheduled foreign air transportation of persons, property, and mail between : 1) Hermosillo, Mexico , and Los Angeles, California; 2 ) Leon (El Bajio), Mexico, and Los Angeles, Californ ia; and 3 ) Mexico City, Mexico, and San Antonio, Texas ; and

B

. Statement of authorization under 14 CFR Part 212 for an indefinite period to permit Aerolitoral to display the “AM” designator code of Aeromexico on flights operated by Aerolitoral on the rout es listed in paragraph A above.

Aerolitoral also requests a waiver of the 45

- day advance filing requirement for the statement of authorization under 14 CFR part 212.

Date and citation of last action: November 21, 2012, in this Docket. 1

Applicant repres entative: John R. Mietus, Jr.

, 202

- 747

- 5212 DOT analyst: Robert J. Finamore , 202

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- 2405

Responsive pleadings: None.

DISPOSITION

Action: Approved , subject to conditions A ction date: November 2 8 , 2012

Effective dates of authority granted: The exemption authority granted to Aerolitoral is effective November 2 8 , 2012

, through November 2 1 , 2013

. 2 The statement of authorization granted to Aerolitoral is effective November 2 8

, 2012,

and shall remain in effect for an indefinite period. The waiv er of the 45

- day advance filing requirement under 14 CFR Part 212 granted to Aerolitoral is effective November 2 8 , 2012.

Basis for approval (bil ateral agreement/reciprocity): United States

- Mexico A ir Transport Services Agreement.

Except to the extent exe mpted/waived, this authority is subject to the terms, conditions, and limitations of our standard exemption and code

- share conditions (attached)

.

1 Our present action approves the remaining portion of the joint applicants’ pending request in this Docket, on which the Department had previously deferred action a t the request of the joint applicants. See Notice of Action Taken in this Docket dated November 21, 2012 , in which we granted : 1) Aerolitoral’s requests for exemption authority to conduct servi ces in the Monterrey

Laredo

, Durango

- Chicago

, Loreto

- Los Ange les , and Monterrey

- Chicago ma rkets and a statement of authorization permitting it to display the Aeromexico designator code on those services; 2) Aeromexico’s request for code

- share only exemption authority in the

Loreto

- Los Angeles and Monterrey

- Laredo ma rkets; and 3) Aerolitoral’s request for waiver of the 45

- day advance filing requirement under 14 CFR part 212 for its statement of authorization.

2 We are approving Aerolitoral’ s exemption request coextens ive with the expiration date of its current exemp tion authority in this

Docket.Action taken by: Paul L. Gretch, Director, Office of International Aviation

____________________________ _________________________________________________________________________ Under authority assigned by the Department in its regulations, 14 CFR Part 385, we found that (1) our action was consistent w ith Department policy; (2) the applicant was qualified to perform the proposed operations; (3) grant of the authority was consistent with the public interest; and (4) grant of the authority would not constitute a major regulatory action under the Energy Poli cy and Conservation Act of 1975. To the extent not gra nted/deferred/dismissed, we denied all requests in the referenced Docket. We may amend, modify, 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 ac tion set forth in this Notice under the Department’s regulations, 14 CFR §385.30, may file their petitions within seven (7) days after the date of issuance of this Notice. This action was effec tive 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 World Wide Web at: http://www.regulations.gov

### Foreign Carrier Exemption Conditions

In the conduct of the operations au thorized, the foreign carrier applicant(s) shall:

(1) Not conduct any operations unless it holds a currently effective authorization from its homeland for such operations, and it has filed a copy of such authorization with the Department;

(2) Comply wi th all applicable requirements of the Federal Aviation Administration, the Transportation Security Administration, and with all applicable U.S. Government requirements concerning security, including, but not limited to, 14 CFR Parts 129, 91, and 36 and 49 CFR Part 1546 or 1550, as applicable. To assure compliance with all applicable U.S. Government requirements concerning security, the holder shall, before commencing any new service (including charter flights) from a foreign airport that would be the holde r’s last point of departure for the United States, contact its International Industry Representative (IIR) (formerly referred to as International Principal Security Inspector) to advise the I IR of its plans and to find out whether the Transportation Securi ty Administration has determined that security is adequate to allow such airport(s) to be served ;

(3) Comply with the requirements for minimum insurance coverage contained in 14 CFR Part 205, and, prior to the commencement of any operations under this au thority, file evidence of such coverage, in the form of a completed OST Form 6411, with the Federal Aviation Administration’s Program Management Branch (AFS

- 260), Flight Standards Service (any changes to, or termination of, insurance also shall be filed wi th that office);

(4) Not operate aircraft under this authority unless it complies with operational safety requirements at least equivalent to Annex 6 of the Chicago Convention;

(5) Conform to the airworthiness and airman competency requirements of its Government for international air services;

(6) Except as specifically exempted or otherwise provided for in a Department Order, comply with the requirements of 14 CFR Part 203, concerning waiver of Warsaw Convention liability limits and defenses;

(7) A gree that operations under this authority constitute a waiver of sovereign immunity, for the purposes of 28 U.S.C. 1605(a), but only with respect to those actions or proceedings instituted against it in any court or other tribunal

in the United States that are: (a) based on its operations in international air transportation that, according to the contract of carriage, include a point in the United States as a point of origin, point of destination, or agreed stopping place, or for which the contract of carr iage was purchased in the United States; or (b) based on a claim under any international agreement or treaty cognizable in any court or other tribunal of the United States. In this condition, the term "international air transportation" means "internation al transportation" as defined by the Warsaw Convention, except that all States shall be considered to be High Contracting Parties for the purpose of this definition;

(8) Except as specifically authorized by the Department, originate or terminate all flig hts to/from the United States in its homeland;

(9) Comply with the requirements of 14 CFR Part 217, concerning the reporting of scheduled, nonscheduled, and charter data;

(10) If charter operations are authorized, except as otherwise provided in the app licable aviation agreement, comply with the Department's rules governing charters (including 14 CFR Parts 212 and 380); and

(11) Comply with such other reasonable terms, conditions, and limitations required by the public interest as may be prescribed by t he Department, with all applicable orders or regulations of other U.S. agencies and courts, and with all applicable laws of the United States.

This authority shall not be effective during any period when the holder is not in compliance with the conditions imposed above. Moreover, this authority cannot be sold or otherwise transferred without explicit Department approval under Title 49 of the U.S. Code.

12/2007Code

- Share Conditions ( DOT

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The code

- share operations authorized he re are subject to the following conditions:

(a) The statement of authorization will remain in effect only as long as (i) Aerolitoral and Aeromexico 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) Aerolitoral and/or Aeromexico must promptly notify the Department if the code

- share agreement providing for the code

- share operations is no longer effective or the ca rriers decide to cease operating any or all of the approved code

- share services. We expect this notification to be received within 10 days of such non

- effectiveness or of such decision. Such notices should be filed in docket DOT

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2012

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.

(c) Th e code

- sharing operations conducted under this authority must comply with 14 C.F.R. Part 257 and with any amendments to the Department’s regulations concerning code

- share arrangements that may be adopted. Notwithstanding any provisions in the contract bet ween the carriers, 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 computer reservation systems and elsewhere; that the carrier sell ing 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; and that the passenger liability of the operati ng carrier be unaffected.

(d) The authority granted here is specifically conditioned so that neither Aerolitoral n or Aeromexico shall give any force or effect to any contractual provisions between themselves that are contrary to

these conditions.

We may amend, modify, or revoke this authority at any time without hearing, at our discretion.