BEFORE THE DEPARTMENT OF TRANSPORTATION WASHINGTON, D.C.

__________________________________________ ) Application of ) ) AEROVIAS DE MEXICO, S.A. DE C.V. ) AEROLITORAL, S.A. DE C.V. ) d/b/a AEROMEXICO CONNECT ) DOCKET OST-2013- ) for exemptions and a statement of ) authorization (Mexico-U.S. markets) ) __________________________________________)

EXPEDITED ACTION REQUESTED

JOINT APPLICATION OF AEROVIAS DE MEXICO, S.A. DE C.V. AND AEROLITORAL, S.A. DE C. V. FOR EXEMPTIONS AND CODE-SHARE STATEMENT OF AUTHORIZATION

Communications with respect to this document should be sent to:

John R. Mietus, Jr. Law Office of John Mietus, LLC 6701 Democracy Blvd., Suite 300 Bethesda, MD 20817-7500 (202) 747-5212 (240) 396-5362 fax john@mietuslaw.com

Counsel for AEROVIAS DE MEXICO, S.A. DE C.V. AND AEROLITORAL, S.A. DE C.V.

NOTICE: Any person may support or oppose this application by filing an answer and serving a copy of the answer on counsel for the Joint Applicants and upon persons served with this application no later than February 22, 2013. THE JOINT APPLICANTS INTEND TO POLL.

DATED: February 7, 2013BEFORE THE DEPARTMENT OF TRANSPORTATION WASHINGTON, D.C.

__________________________________________ ) Application of ) ) AEROVIAS DE MEXICO, S.A. DE C.V. ) AEROLITORAL, S.A. DE C.V. ) d/b/a AEROMEXICO CONNECT ) DOCKET OST-2013- ) February 7, 2013 for exemptions and a statement of ) authorization (Mexico-U.S. markets) ) __________________________________________)

JOINT APPLICATION OF AEROVIAS DE MEXICO, S.A. DE C.V. AND AEROLITORAL, S.A. DE C. V. FOR EXEMPTIONS AND CODE-SHARE STATEMENT OF AUTHORIZATION

Pursuant to 49 U.S.C. § 40109(c) an d 14 C.F.R. Part 212, Aerovias de

Mexico, S.A. de C.V. (“Aeromexico”) and Aerolitoral, S.A. de C.V. d/b/a

Aeromexico Connect (“Aerolitoral”) (t ogether, the “Joint Applicants”)

respectfully request that the Department grant the following authorizations

so that they may conduct service, with Aerolitoral operating aircraft and

displaying Aeromexico’s “AM*” code, in the Mexico-U.S. city-pair markets

listed below under their code-sharing agreement:

a. Exemption authority for one year to the extent necessary to permit Aerolitoral to engage in schedule d foreign air transportation of persons, property, and mail in the following markets:

La Paz, Mexico-Los Angeles, California Mexico City, Mexico-Laredo, Texas Monterrey, Mexico-Houston, Texas Monterrey, Mexico-Miami, Florida- 2 - Aeromexico and Aerolitoral Application

Monterrey, Mexico-San Antonio, Texas Puerto Peñasco, Mexico-Las Vegas, Nevada Puerto Peñasco, Mexico-Los Angeles, California

b. Exemption authority for one year to the extent necessary to permit Aeromexico to engage in scheduled foreign air transportation of persons, property, and mail in the following markets (Aeromexico holds authority in the remaining markets as described below):

La Paz, Mexico-Los Angeles, California Mexico City, Mexico-Laredo, Texas Monterrey, Mexico-Houston, Texas Puerto Peñasco, Mexico-Las Vegas, Nevada Puerto Peñasco, Mexico-Los Angeles, California

c. Statement of authorization for an indefinite period to permit Aerolitoral to display Aeromexico’s “AM” designator code on flights operated by Aerolitoral on the routes listed in paragraph (a) above.

d. a waiver of the 45-day advance filing requirement for the codeshare statement of authorization under 14 C.F.R. Part 212.

So that they may begin marketing co de-share service under the requested

authority as soon as possible, the Joint Applicants request expedited

consideration of this application; after polling U.S. carriers served with this

application, they will report the poll re sults to the Departme nt. In support of

this application, the Joint Applicants state as follows:

1. The Joint Applicants are flag carriers of the United Mexican States

that hold extensive Department author ity to provide service between Mexico

and numerous U.S. points, and they pr ovide extensive transborder service

pursuant to this authority, generally under Aeromexico’s “AM” code.- 3 - Aeromexico and Aerolitoral Application

2. By this application, the Joint Applicants seek exemptions and

statements of authorization to engage in scheduled, combination service in

the markets listed above by displaying Aeromexico’s AM code on flights

operated on those routes by Aerolitoral. 1 The proposed, daily, non-stop

services on these routes, using Embrae r E-190 or other appropriate aircraft,

will generate significant benefits fo r the traveling and shipping public.

3. Annex 1 to the 1960 Air Transpor t Agreement, as amended, between

the United Mexican States and the Unit ed States provides that a carrier

designated by the Government of Mexico is entitled to operate "[f]rom a point

or points in Mexico to a point or po ints in the United States." The Joint

Applicants understand that Aerolitoral has been or shortly will be designated

to serve all of the routes. 2 Further, under Annex 3 either party may

authorize an airline to serve a transborder route by displaying its code on

flights of an airline designated to oper ate service on that route. The Mexican

Direccion General de Aeronautica Civil has authorized Aerolitoral and

Aeromexico to engage in code-share op erations over each route. The Joint

Applicants understand that the Mexica n government has confirmed, or will

1/ Aeromexico already holds exemption authority in the Monterrey-Miami and Monterrey-San Antonio markets by Notices of Action Taken dated June 13, 2012 in Docket OST-2012-0090 (Miami) and December 22, 2011 in Docket OST-2009-0159 (San Antonio; renewal pending).

2/ Designation of a carrier by its homeland government is the most significant factor in determining whether grant of an application is in the public interest. See, e.g., Bluebird Cargo Ltd. , Order 2004-8-24 at 3-4; Fast Air Carrier Ltda., Permit Amendment , Order 82-2-66 at 3-4.