UNITED STATES OF AMERICA

DEPARTMENT OF TRANSPORTATION

OFFICE OF THE SECRETARY WASHINGTON, DC

Issued by the Department of Transportation on November 30 , 201 1

NOTICE OF ACTION TAKEN

-- DOCKET DOT

- OST

- 20 11

- 0197

_______ ________________________________________________________________________________________________ ____________ __ This serves as notice to the public of the action described below, taken by the Department official indicated (no additional confirming order wil l be issued in this matter).

Joint Appl ication of AMERICAN AIRLINES, INC. (American); American’s affiliates A MERICAN

EAGLE AIRLINES , I NC . and EXECUTIVE AIRLINES, INC. d/b/a AMERICAN EAGLE (American Eagle); and AIR PACIFIC LTD. (Air Pacific)

, filed 10/27 /2 011 for:

XX E xemption for American under 49 U.S.C. 40109 to provide the following service:

F oreign air transportation of persons, property, and mail between the United States, on the one hand, and Fiji, Kiribati (Christmas Island), Vanuatu, and the Solo mon Islands, on the other hand.

XX E xemption for Air Pacific under 49 U.S.C. 40109 to provide the following services:

Scheduled foreign air transportation of persons, property, and mail to the extent necessary to display Air Pacific’s “FJ” designator co de on American and American Eagle

- operated flights beyond Los Angeles and Honolulu to any point in the United States.

XX Statements of authorization in order to engage in the following code

- share services:

(A) American r equest s a s tatement of authorization permitting it to display the “FJ” designator code of Air Pacific on flights operated by American or American Eagle within the United States and between the United States and Canada beyond Air Pacific’s Honolulu and Los Angeles
gateways ; and

(B) Air Pacific re quests a statement of author ization permitting it to display the “AA” designator

code of American on Air Pacific flights between (1) Los Angeles, California and Nadi, Fiji ; (2) Honolulu, Hawaii, and Nadi, Fiji; (3) Nadi, Fiji, and Suva, Fiji; (4) Honolulu , Hawaii, and Apia, Samoa; (5) Nadi, Fiji, and Apia, Samoa; (6) Honolulu, Hawaii, and Kiribati (Christmas Island); (7) Nadi, Fiji, and Kiribati (Christmas Island); (8) Nadi, Fiji, and Tongatapu, Tonga; (9) Nadi, Fiji, and Port Vila, Vanuatu; and (10) Nadi, Fiji, and Honiara, Solomon Islands.

Applicant rep s : Carl B. Nelson (202) 496

- 5647 ( American ) and

John E. Gillick (2 0 2) 973

- 7939 ( Air Pacific )

DOT Analyst: Brett D. Kruger (202) 366

- 8025

DISPOSITION

XX Approved American ’ s exemption authority (subject to conditions, see below)

.

XX Approved Air Pacific ’s exemption authority (subject to conditions, see below)

.XX Approved statements of authorization to American and Air Pacific (subject to conditions, see below).

The above action granting exemption authority to American is effective when taken : November 30

, 2011 , through November 30 , 2013

.

The above action granting exemption authority to Air Pacific is effective when taken: November 30

, 2011 , through November 30 , 201 2

.

The above action granting statements of authorization to the referenced carriers is effective:

November 30 , 2011 , and will remain in effect indefinitely, subject to conditions.

Action taken by: Paul L. Gretch, Director

Office of Intern ational Aviation

XX The authority granted is consist ent with the aviation agreement and the overall state of

aviation relations between the United States and Fiji , and with the overall state of aviation relations with Samoa, Christmas Island, Tonga, Vanu atu, and the Solomon Islands

.

Except to the extent exempted or waived, this authority is subject to the terms, conditions, and limitations

indicated:

XX American ’s certificates of public convenience and necessity

XX Standard U.S. carrier exemption c onditions (attached as Appendix A )

XX Standard foreign carrier exemption conditions (attached as Appendix B)

XX Conditions for Statements of Authorization (attached as Appendix C)

_________________________________________________________ ____________________________________________________________ Remarks : We note that American has conducted a safety audit of Air Pacific under the Department’s

Code

- Share Safety Audit Program, and the FAA has advised us that it has reviewed the relevant au dit report and found it to be acceptable.

On the basis of data officially noticeable under Rule 24(g) of the Department's regulations, we found the applicants qualified to provide the exemption services authorized. Under authority assigned by the Depar tment in its regulations, 14 CFR Part 385, we found that (1) our action was consistent with Department policy; (2) grant of the authority was consistent with the public interest; and (3) grant of the authority would not constitute a major regulatory action under the Energy Policy and Conservation Act of 1975. To the extent not granted, 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.

Person s entitled to petition the Department for review of the action 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 effective 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

### Appendix A

U.S . Carrier Exemption Conditions

In the conduct of the operations authorized, the U.S. carrier applicant(s) shall:

(1) Hold at all times effective operating authority from the government of each country served;

(2) Comply with applicable requirements co ncerning oversales contained in 14 CFR 250 (for scheduled operations, if authorized);

(3) Comply with the requirements for reporting data contained in 14 CFR 241;

(4) Comply with requirements for minimum insurance coverage, and for certifying that cove rage to the Department, contained in 14 CFR 205;

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

(6) Comply with 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, 49 CFR Part 1544. To assur e compliance with all applicable U.S. Government requirements concerning security, the holder shall, before commencing any new service (including charter flights) to or from a foreign airport, contact its Principal Security Inspector (PSI) to advise the PS I of its plans and to find out whether the Transportation Security Administration has determined that security is adequate to allow such airport(s) to be served;

(7) Comply with such other reasonable terms, conditions, and limitations required by the pub lic interest as may be prescribed by the Department of Transportation, with all applicable orders and regulations of other U.S. agencies and courts, and with all applicable laws of the United States.

The authority granted shall be effective only during th e period when the holder is in compliance with the conditions imposed above.

1/2008

### Appendix B Foreign Carrier Exemption Conditions

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

(1) Not conduc t 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 with all applicable requirements of the Federal Aviation Administrat ion, 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 a ll 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 holder’s last point of departure for the United States, contact its Int ernational Industry Representative (IIR) (formerly referred to as International Principal Security Inspector) to advise the IIR of its plans and to find out whether the Transportation Security Administration has determined that security is adequate to

allo w 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 authority, file evidence of such coverage, in the form of a complete d 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 with that office);

(4) Not operate aircraft under this authority u nless 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 specifi cally 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) Agree that operations under this authority constitute a waiver of s overeign 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

transporta tion 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 carriage 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 "international transportation" as defined by the Warsaw Convention, except tha t 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 flights to/from the United States in its homeland;

(9) Comply with t he 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 applicable aviation agreement, comply with the Department's rules gov erning 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 the 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 otherw ise transferred without explicit Department approval under Title 49 of the U.S. Code.

12/2007

### Appendix C

The code

- share operations authorized here are subject to the following conditions:

(a) The statements of authorization will remain in effect only as long as (i) American and Air Pacific 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) American and/or Air Pacific

, as appropriate, must notify the Department no later than 30 days before they begin

any new code

- share service under the code

- share services authorized here. Such notice shall identify the market(s) to be served, which carrier will be operating the aircraft in the code

- share market added, and the date on which the service will begin. Such notice should be filed in Docket DOT

- OST

- 201 1

- 0 197

. 1

(c) American and/or Air Pacific , as appropriate, must promptly notify the Department if the cod e

- share agreement providing for the code

- share operations is no longer effective or if the carriers decide to cease operating all or a portion of the approved code

- share services. Such notice should be filed in Docket DOT

- OST

- 20 1 1

- 0 197

. 2

(d) The code

- sh aring operations conducted under this authority must comply with 14 CFR 257 and with any amendments to the Department’s regulations concerning code

- share arrangements that may be adopted. Notwithstanding any provisions in the contract between 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 the computer reservation systems and elsewhere; that the carrier selling such tran sportation ( 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; that the passenger liability of the operating carrier be una ffected; and that the operating carrier shall not permit the code of its U.S. code

- sharing partner to be carried on any flight that enters, departs, or transits the airspace of any area for whose airspace the Federal Aviation Administration has issued a fl ight prohibition.

(e) The authority to operate to third countries is subject to the condition that any service provided under the statement of authorization shall be consistent with all applicable agreements between the United States and the foreign count ries involved. Furthermore, (i) nothing in the award of these statement s of authorization should be construed as conferring

upon American rights (including code

- share , fifth freedom intermediate and/or beyond rights) to serve markets where

U.S. carrier en try is limited unless American notifies the Department of its intent to serve such a market and unless and until the Department has completed any necessary carrier selection procedures to determine which carrier(s) should be authorized to exercise such rig hts; and (ii) should there be a request by any carrier to use the limited

- entry route rights that are included in the authority of American by virtue of the statement s of authorization granted here, but that are not then being used by American , the holding of such authority will not be considered as providing any preference for

American in a competitive carrier selection proceeding to determine which carrier(s) should be entitled to use the authority at issue. 3

(f) The authority granted here is specificall y co nditioned so that neither American nor Air Pacific shall give any force or effect to any contractual provisions between themselves that are contrary to these conditions.

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

1 See Appendix D for list of initial code

- share points.

2 We expect this notification to be received within ten (10) days after such non

- effectiveness or of such decision.

3 The notice in paragraph (b) above can be used for this notification.

### Appendix D

INITIAL LIST OF CODE

- SHARE POINTS

AA* on Air Pacific

- operated routes:

Los Angeles

- Nadi, Fiji

Honolulu

- Nadi, Fiji

Nadi

- Suva, Fiji

Honolulu

- Apia, Samoa

Nadi

- Apia, Samoa

Honolulu

- Kiribati (Christmas Island)

Nadi

- Kiribati (Ch ristmas Island)

Nadi

- Tongatapu, Tonga

Nadi

- Port Vila, Vanuatu

Nadi

- Honiara, Solomon Islands

FJ* on American/American Eagle

- operated flights:

Los Angeles

- Toronto Los Angeles

- San Francisco Los Angeles

- Sacramento Los Angeles

- New York Kennedy Los Angeles

- Sa lt Lake City Los Angeles

- Washington, DC Los Angeles

- Chicago Los Angeles

- Denver Los Angeles

- Las Vegas Los Angeles

- Phoenix Los Angeles

- Dallas/Ft. Worth Los Angeles

- San Jose Los Angeles

- San Diego Los Angeles

- Miami Los Angeles

- Houston Los Angeles

- Monterey

Los Angeles

- St. Louis Los Angeles

- Albuquerque Los Angeles

- Austin Los Angeles

- Fresno Los Angeles

- Reno Los Angeles

- Santa Barbara Los Angeles

- Boston