BEFORE THE DEPARTMENT OF TRANSPORTATION WASHINGTON, D.C.

In the matter of the application of

BRITISH MIDLAND AIRWAYS LIMITED d/b/a bmi

for an exemption from 49 U.S.C. § 41301 (U.S.-EU Open Skies Authority) ) ) ) ) ) ) ) ) ) ) Docket DOT-OST-2007-28975

APPLICATION FOR RENEWAL OF EXEMPTION

Communications with respect to this document should be addressed to:

Charles F. Donley II Marshall S. Sinick Squire, Sanders & Dempsey (US) L.L.P. 1200 19 th Street, N.W. Washington, D.C. 20036 (202) 626-6840 cdonley@ssd.com

Counsel to British Midland Airways Limited d/b/a bmi

DATED: November 11, 2011BEFORE THE DEPARTMENT OF TRANSPORTATION WASHINGTON, D.C.

In the matter of the application of

BRITISH MIDLAND AIRWAYS LIMITED d/b/a bmi

for an exemption from 49 U.S.C. § 41301 (U.S.-EU Open Skies Authority) ) ) ) ) ) ) ) ) ) ) Docket DOT-OST-2007-28975

APPLICATION FOR RENEWAL OF EXEMPTION

British Midland Airways Limited d/b/a bmi (“bmi”), hereby requests renewal of

the exemption granted to it by the Department of Transportation (“Department”) in the

above-captioned docket permitting bmi to perform:

(i) foreign scheduled and charter air transportation of persons, property and mail from any point or points behind any Member State of the European Union, vi a any point or points in any Member State and via intermediate points to any point or points in the United States and beyond;

(ii) foreign scheduled and charter air transportation of persons, property and mail between any point or points in the United States and any point or points in any member of the European Common Aviation Area;

(iii) foreign scheduled and charter cargo air transportation between any point or points in the United Stat es and any point or points;

(iv) other charters pursuant to the prior approval requirements set forth in 14 C.F.R. 212 of the Department’s regulations; andApplication of British Midland Airways Limited Docket DOT-OST-2007-28975 November 11, 2011

- 2 - (v) transportation authorized by any additional route rights made available to European Community carriers in the future. 1

bmi requests renewal of its exemption fo r a two-year period on its existing terms

and conditions. bmi relies upon the provisions of the Administrative Procedure Act and

Part 377 of the Department’s procedural regula tions to continue its existing authorization

in force pending a final decision on this renewal request.

As indicated below, all of the factors th at originally led the Department to grant

this exemption to bmi continue in existence at the present time. In further support of its

request for renewal, bmi states as follows:

1. bmi is a U.K. flag carrier operating sc heduled and charter services to and

from various points in the U.K. and third c ountries. bmi currently holds an open skies

exemption authorizing it to operate and hold out a variety of services between the U.K.,

U.S. and third countries. 2 bmi also holds various statements of authorizations permitting

it to display the designator codes of bmi’s codeshare partners on certain bmi scheduled

flights.

2. Although bmi does not currently operate its own aircraft to the U.S., bmi

wishes to renew its exemption in this docket so that it can maintain its codeshare service

between the U.S. and U.K. and operate other flights as warranted.

1 Before commencing any new service under subparagraph (v), bmi agrees to provide the Department with evidence that it holds a homeland license authorizing it to operate such new service, unless it has provided such evidence to the De partment previously.

2 Notice of Action Taken , Docket DOT-OST-2007-28975, November 19, 20009Application of British Midland Airways Limited Docket DOT-OST-2007-28975 November 11, 2011

- 3 - 3. The authority for which renewal is requested is consistent with the US-EC

Agreement approved by the European Council on March 22, 2007, and signed by the

parties on April 30, 2007. The Department has previously found that this authority is

consistent with the Agreement. 3

4. bmi is subject to the safety and ope rational rules of the Government of the

United Kingdom. The U.K. is a contracting party to the Convention on International

Civil Aviation and observes all applicable ICAO standards.

5. This renewal application raises no environmental or energy issues. All

services are operated between points located outside the United States. Similarly,

approval of this request will not result in a near term increase in fuel consumption of ten

million gallons or more.

WHEREFORE , British Midland Airways Limited d/b/a bmi respectfully

requests that the exemption granted to it in the above-captioned docket be renewed on its

existing terms and conditions for a two-year period.

3 Order 2007-9-24, September 25, 2007, p.2 (“We find that grant of this authority is consistent with the public interest[.]”)Application of British Midland Airways Limited Docket DOT-OST-2007-28975 November 11, 2011

- 4 - Respectfully submitted,

/s/ Charles F. Donley II

____________________________ Charles F. Donley II Marshall S. Sinick Squire, Sanders & Dempsey (US) L.L.P. 1200 19 th Street, N.W. Washington, D.C. 20036 (202) 626-6840 cdonley@ssd.com

Counsel to British Midland Airways Limited d/b/a bmi

DATED: November 11, 2011CERTIFICATE OF SERVICE

I hereby certify that a copy of the foregoing Application for Renewal of

Exemption has this day been served on all persons listed on the attached service list via email, telecopier or first class mail, postage prepaid.

/s/ Charles F. Donley II

____________________________ Charles F. Donley II

DATED: November 11, 2011

sascha.vanderbellen@delta.com ; jeff.morgan@delta.com ; sametta.c.barnett@delta.com dan.weiss@coair.com ; steve.morrissey@united.com rsilverberg@sgbdc.com kevin.montgomery@polaraircargo.com howard.kass@usairways.com ; benjamin.slocum@usairways.com anbird@fedex.com mlbenge@zsrlaw.com carl.nelson@aa.com anita.mosner@hklaw.com rpommer@atlasair.com matwood@cozen.com ; mfeldmann@kalittaair.com ; nwallace@wallaceair.com