BEFORE THE

U.S. DEPARTMENT OF TRANSPORTATION

WASHINGTON, D.C.

)

Application of )

)

HAINAN AIRLINES CO., LTD. )

)

For a n amended foreign air carrier permit ) Docket No. OST

- 2007

- 0066

pursuant to 49 U.S.C. § 41301 and exe mption )

authority pursuant to 49 U.S.C. § 40109 )

)

( China

- US Scheduled Service ) )

)

APPLICATION OF HAINAN AIRLINES CO., LTD.

FOR AN EXEMPTION AND AMENDED FOREIGN AIR CARRIER PERMIT

Communications with respect to this document should b e addressed to:

Joel M. Chusid

Executive Director, USA

HAINAN AIRLINES CO., LTD.

18000 International Blvd., Suite 1188

Seattle, WA 98188

Email: joel@hnair.com

January 14, 2015 Josh Romanow

Peter Nelson

PILLSBURY WINTHROP SHAW

PITTMAN LLP

1200 Seventee nth Street , N.W.

Washington, D.C. 2003 6

Tel: (202) 663

- 8000

Fax: (202) 663

- 8007

E

- mail: romanow@pillsburylaw.com

peter.nelson @pillsburylaw.com

Counsel for Hainan Airlines Co., Ltd.

NOTE: Any person who wishes to support or oppose this Application may: (1) file an answer, and

(2) serve that answer on counsel identified above and all persons served with a copy of this

application. Answers to the exemption application are due on January 30 , 2015; answers to the

foreign air carrier p ermit application are due on February 4 , 2015. Hainan intends to poll on this

application and will advise the Department of the results.2 BEFORE THE

U.S. DEPARTMENT OF TRANSPORTATION

WASHINGTON, D.C.

)

Application of )

)

HAI NAN AIRLINES CO., LTD. )

)

For an amended foreign air carrier permit ) Docket No. OST

- 2007

- 0066

pursuant to 49 U.S.C. § 41301 and exemption )

authority pursuant to 49 U.S.C. § 40109 )

)

( China

- US Scheduled Service ) )

)

APPLIC ATION OF HAINAN AIRLINES CO., LTD.

FOR AN EXEMPTION AND AMENDED FOREIGN AIR CARRIER PERMIT

Pursuant to 49 U.S.C. §§ 40109 and 41301, Part 211 of the Department’s economic

regulations, and the Department’s rules of practice, Hainan Airlines Co., Ltd. (“ Hai nan

Airlines ”), an air carrier of the People’s Republic of China

, respectfully requests that the

Department amend Hainan Airlines’ foreign air carrier permit to enable it to engage in scheduled

air transportation of persons, property and mail between Shang hai , People’s Republic of China

(P VG) , on the one hand, and Boston, Massachusetts ( BOS ), on the other hand.

Hainan Airlines also requests exemption authority under 49 U.S.C. § 40109 to the extent

necessary so that it may exercise the rights requested in th is Application prior to the issuance of

a n amended foreign air carrier permit. Consistent with the Department’s notice of August 23,

2005 (Docket No. OST

- 2005

- 22228) (the “ August 23, 2005 Notice ”), Hainan Airlines requests

that the Department process this application on an expedited basis and grant Hainan Airlines an

amended foreign air carrier permit so that it can begin offering the proposed services as soon as3 possible. In this regard, Hainan Airlines respectfully requests that the Department issue a s ingle

order (1) granting the requested exemption authority for a one

- year period or until after the

effective date of the requested amended permit authority; and (2) approving the amended foreign

air carrier permit authority under the streamlined procedure s set forth in the August 23, 2005

Notice, unless the Department deems it appropriate to proceed directly to a final order issuing an

amended foreign carrier permit to Hainan Airlines.

In support of this Application, Hainan Airlines states as follows:

1. Si nce Hainan Airlines began service in 1993, it has grown steadily , and inaugurated its

first non

- stop service to the United States on June 9, 2008 with flights between Beijing

and Seattle. O n September 3, 2013, Hainan successfully launched non

- s top service

between Beijing and Chicago , and on June 20, 2014 initiated service between Boston and

Beijing.

2. Hainan Airlines has received several awards, including a five

- star certification by

Skytrax, a prestigious safety award, for four consecutive years . It has bee n voted the

“ Best Airline in China ” by the readers of Premier Traveler Magazine twice and four

times by the readers of Global Traveler magazine. Hainan Airlines is a service

- oriented

airline, providing features such as complimentary limo service for long

- haul premium

travelers in Beijing and in the United States

, flat

- bed seats, upgraded amenities and

gourmet meals. As one of the launch customers for the Boeing 787 Dreamliner, Hainan

Airlines aims to provide a high quality service option for passengers tr aveling between

the People’s Republic of China and Boston

.4 3. Hainan holds a foreign air carrier permit issued by the Department authorizing it to

engage in scheduled foreign air transportation of person s , property and mail between

Beijing, People’s Republic of China and Seattle ; Beijing and Chicago ; and Beijing and

Boston; as well as authority to engage in charter foreign air transportation of persons,

property and mail between a point or points in the People’s Republic of China and a point

or points in the United States ( See Order 201 3

- 11

- 26 ).

4. Authority Requested: Hainan Airlines hereby seeks authority to conduct scheduled

foreign air transportation of persons, property and mail between Shanghai , People’s

Republic of China (P VG )

, on the one hand, and Boston , Massachusetts ( BOS )

, on the

other hand. Hainan intends to operate these scheduled flights using a B

- 787 aircraft with

a two class configuration and proposes to operate initially three flight s per week

beginning in the second quarter of 201 5

.

5. Approval of Hainan Airlines’ request for an amended foreign air carrier permit is fully

consistent with the Agreement between the Government of the United States of America

and the People’s Republic of China Relating to Civil Air Transport

, signed September 17,

198 0, as amended, which authorizes airlines designated by the Chinese government to

operate scheduled combina tion services from any point or points in the People’s Republic

of China to any point or points in the United States. It would benefit travelers in b oth the

United States and China by providing the first nonstop s cheduled service in this market

and would therefore serve the public interest.

6. The Government of the People’s Republic of China has authorized Hainan Airlines to

conduct t he proposed flights f rom Shanghai to Boston . A copy of Hainan Airlines’5 authorization issued by the Civil Aviation Administration for China (“CAAC”) is

attached hereto as Exhibit A

.

7. Hainan Airlines hereby incorporates by reference the fitness and citizenship information

conta ined in its earlier applications. See Docket OST

- 2007

- 0066.

8. A n updated copy of Hainan Airlines’ Air Operator’s Certificate (AOC) is attached as

Exhibit B

.

9. An estimate showing the total traffic and the financial results of the proposed services for

the fir st full year of normal operations is attached hereto as Exhibit C

.

10. Grant of the authority sought herein will not result in a near

- term increase in fuel

consumption of ten million gallons or more, and therefore will not comprise a “major

regulatory action” under the Energy Policy and Conservation Act of 1975, as defined in

14 C.F.R. § 313(a)(1).

11. Hainan Airlines has not been involved in any safety or tariff violations or any fatal

accidents in the past five years.

12. Hainan Airlines’ maintenance program continue s to comply with the provisions of ICAO

Pilots and Airmen Annexes 1, 6 (Part 1) and 7.

13. The verification required by 14 C.F.R. 302.4(b) is attached hereto as Exhibit D

.

For the reasons set forth above, Hainan Airlines is fully qualified to operate the servi ces

for which authority is here in requested, and grant of the authority will serve the public interest.

[Remainder of this Page Intentionally Left Blank]6 WHEREFORE, based upon the foregoing information, Hainan Airlines respectfully

requests that it be granted an exemption and amended foreign air carrier permit to engage in

scheduled foreign air transportation of persons, property and mai l as more fully described above.

Respectfully submitted,

Josh Romanow

Peter Nelson

PILLSBURY WINTHROP SHAW PITTMA N L LP

1200 Seventeenth Street , N

. W

. Washington, DC 2003 6

Phone: (202) 663

- 8000

Fax: (202) 663

- 8007

Email: romanow@pillsburylaw.com

peter.nelson@pillsburylaw.com

January 14, 2015 Counsel for Hainan Airlines Co., Ltd.CERTIFICATE OF SERVICE

I hereby certify that a copy of the foregoing application of Hainan Airlines Co., Ltd. for an amended

foreign air carrier permit and exemption has been served by electronic mail this the 14 th day of

January, 2015 , upon each of the parties.

David Henthorn

R ick Mayfield

Federal Aviation Administration

david.e.henthorn@faa.gov

rick.mayfield@faa.gov

Yil Surehan

Director, Airline Route Development

Massachusetts Port Authority (Massport)

Boston Logan International Airport

1 Harborside Drive, Suite 200s

East Bost on, MA 02128

YSurehan@Massport.com

Sascha Vanderbellen

Chris Walker

Delta Air Lines, Inc.

sascha.vanderbellen@delta.com

chris.walker@delta.com

Robert Wirick

Howard Kass

American Airlines, Inc.

r obert.wirick@aa.com

howard.kass@aa.com

Nancy S. Sparks

Bail ey Leopard

Federal Express Corporation

gbleopard@fedex.com

nssparks@fedex.com Russell E. Pommer

Associate General Counsel & Sr. Director

Regulatory Affairs

Atlas Air Inc.

rpommer@atlasair.com

A nita Mosner

Jennifer Nowak

Counsel for UPS

Holland & Kn ight

anita.mosner@hklaw.com

jennifer.nowak@hklaw.com

Dan Weiss

Steve Morrissey

United Air Lines

dan.weiss@united.com

steve.morrissey@united.com

Robert Silverberg

Counsel for ABX Air, Inc.

rsilverberg@sgbdc.com

Mark W. Atwood

Counsel for Kalitta Air

matw ood@cozen.com

/s/ Peter Nelson

Peter NelsonTABLE OF EXHIBITS

Exhibit A Authorization from the Government of the People’s Republic of China

Exhibit B Air Operator’s Certificate

Exhibit C Estimate of Traffic and Financial Forecast for Proposed Operations

Exhibit D Verification9 EXHIBIT A

AUTHORIZATION FROM T HE

GOVERNMENT OF THE PE OPLE’S REPUBLIC OF C HINA

(ATTACHED)1011 EXHIBIT B

AIR OPERATOR’S CERTIFICATE12 PUBLIC AIR TRANSPORT

AIR OPERATOR ’ S CERTIFICATE

DUPLICATE

A.T. REGISTERED NO.029

EXAMINED AND APPROVED OF THE OPERATION IN

ACCORDANCE WITH THE CIVIL AVIATION LAW OF

PEOPLE ’ S REPUBLIC OF CHINA.

N ame: Hainan Airlines Company Limited

Address: Hainan Airlines Plaza

, No. 7 Guoxing Road, Haikou City, Hainan Province

Base Airport: Haikou Meilan International Airport

B usiness Entity Type: Limited Liability Company

R egistered Capital: RMB 3,530,252,801

Legal Person: Di XIN

Scope of Operation: A uthorized domestic and international air passenger, cargo and mail

transportation ( include thos e to Hong Kong and Macau); services related to air transportation.

V alidity: from 05/10 /2013 to 05/09 /2016

I ssued by: Civil Aviation Administration of China ( Sealed)

04 /3 0 /201413 EXHIBIT C

ESTIMATE OF TRAFFIC AND FINANCIAL FORECA ST

FOR PROPOSED OPERAT IONS

Month # of

Flights Passengers* Revenue* Total Costs* Profit*

Unit: USD Unit: USD Unit: USD

20

- Jun

- 15 5 948 2,077,952.41 1,762,430.49 315,521.91

31

- Jul

- 15 13 2,492 5,252,910.60 4,582,319.28 670,591.31

31

- Aug

- 15 13 2,547 6,454,409.80 4,582,319. 28 1,872,090.51

30

- Sep

- 15 13 2,437 4,477,171.09 4,582,319.28

- 105,148.20

31

- Oct

- 15 14 2,535 3,840,145.06 4,934,805.38

- 1,094,660.33

30

- Nov

- 15 12 2,045 2,953,581.69 4,229,833.19

- 1,276,251.49

31

- Dec

- 15 14 2,624 4,242,980.60 4,934,805.38

- 691,824.79

31

- Jan

- 16 13 2,492 5,207,121.35 4,582,319.28 624,802.06

29

- Feb

- 16 12 2,121 3,270,864.32 4,229,833.19

- 958,968.86

31

- Mar

- 16 14 2,386 3,225,145.10 4,934,805.38

- 1,709,660.28

30

- Apr

- 16 13 2,354 3,671,307.07 4,582,319.28

- 911,012.22

31

- May

- 16 13 2,492 4,870,5 30.20 4,582,319.28 288,210.91

Total 149 27,473 49,544,119.27 52,520,428.72

- 2,976,309.4514 EXHIBIT D

VERIFICATION

(ATTACHED)15