UNITED STATES OF AMERICA

DEPARTMENT OF TRANSPORTATION

OFFICE OF THE SECRETARY WASHINGTON, DC

Issued by the Department of Transportation on October 13, 2010

NOTICE OF ACTION TAKEN -- DOCKET DOT-OST-2010-0256

_____________________________________________________________________________________ This serves as notice to the public of the action d escribed below, taken by the Department official indicated (no additional confirming orde r will be issued in this matter).

Joint Application of CONTINENTAL AIRLINES, INC. (Continental) and UNITED AIR LINES, INC. (United) filed 10/12/10 for:

XX Allocation of seven (7) weekly U.S.-China comb ination frequencies to United to serve the Los Angeles-Shanghai market on a non-stop basis. 1 2

Applicant reps: Jeffrey A. Manley (301) 229- 8517 DOT Analyst: Thuy H. Cooper (202) 366-5423

D I S P O S I T I O N

XX Granted (subject to conditions, see below)

The above action was effective when taken: October 13, 2010

.

Action taken by: Paul L. Gretch, Director

Office of International Aviation

XX The authority granted is consistent with th e Air Transport Agreement, as amended, between the United States and the People’s Republic of China.

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

indicated: XX Holder’s certificates of public convenience and necessity

Conditions: Consistent with our standard practice, the frequencies allocated here are subject to our standard 90-day dormancy condition, wherein any frequ ency not operated for a period of 90 days (once inaugurated and for any reason other than seasonal use) , will be deemed dormant and the allocation as to that frequency will expire automatically and the frequency will revert to the Department for reallocation. In addition, we will allow a 10-day leeway in the prop osed start-up date for United. We will allow United

1 The Joint Applicants state that United will operate the Los Angeles-Shanghai services and Continental will codeshare on those flights using the carriers’ existing same-country code-share arrangement ( see Notice of Action Taken dated September 4, 2009, in Docket DOT-OST-2009-0193). The Joint Applicants st ate that both United and Continental hold the underlying economic authority to operat e services over the Los Ange les-Shanghai route. The Joint Applicants note that Los Angeles-Shanghai is an authorized city pair on United’s Certificate of Public

Convenience and Necess ity for Route 246 ( see Docket DOT-OST-1997-3020, renewal application pending). The Joint Applicants further note that Continental holds underlying economic authority to offer service to both Los Angeles and Shanghai on separate routes ( see Order 2007-12-26 for Continental’s authority to serve Shanghai and Order 2000-8-19 for Continental’s authority to serve Los Angeles). Continental has notified the Department that it will be integrating those two points in order to offer Lo s Angeles-Shanghai services by code sharing on United’s non-stop flights pursuant to Contin ental’s route integration authority ( see Order 2006-1-1).

2 United states that it plans to operate daily nonstop service beginning May 20, 2011.to inaugurate service with all of its frequ encies within 10 days of May 20, 2011 ( i.e. , by May 30, 2011), the carrier’s proposed start-up date. Any frequency no t inaugurated by May 30, 2011 will revert to the Department.

The code-share operations conducted under this authorization ar e subject to the following conditions:

(a) The code-sharing operations c onducted under this authority must comply with 14 CFR 257 and with any amendment to the Department’s regula tions concerning code-share arrangements that may be adopted. Notwithstanding any provisions in the contract between the carriers, our approval here is expressly cond itioned 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 selling su ch 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 operating carrier be unaffected; and

(b) The authority granted here is specifically conditio ned so that neither Continental nor United shall give any force or effect to any contractual pr ovisions between themselves that are contrary to

these conditions.

Remarks: We acted on this application prior to the expirati on of the answer period with the consent of all parties served.

_____________________________________________________________________________________ Under authority assigned by the Department in its regulations, 14 CFR Part 385, we found that (1) our action was consistent with Department policy; (2) gr ant 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 authorit y granted in this Notice at any time without hearing at our discretion.

Persons 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 with in seven (7) days after the date of

issuance of this Notice. This action was effective wh en 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