BEFORE THE DEPARTMENT OF TRANSPORTATION OFFICE OF THE SECRETARY WASHINGTON, D.C.

Application of

MIDEX AIRLINES For a foreign air carrier permit pursuant to 49 U.S.C. § 41301 and exemption authority pursuant to 49 U.S.C. § 40109 (U.S.-UAE) Docket DOT-OST-2010-

APPLICATION OF MIDEX AIRLINES FOR A FOREIGN AIR CARRIER PERMIT AND EXEMPTION AUTHORITY Communications with respect to th is document should be sent to:

Gary B. Garofalo, Esq. Jason E. Maddux, Esq. Garofalo Goerlich Hainbach PC 1200 New Hampshire Avenue NW Washington, D.C. 20036 Phone 202-776-3970 Fax 202-776-3975 ggarofalo@ggh-airlaw.com jmaddux@ggh-airlaw.com

Counsel for MIDEX AIRLINES

September 21, 2010

Notice: Any person who wishes to support or oppos e this application ma y file an answer and serve that answer on above-named c ounsel and all persons served with the application. Answers to the exemption a pplication are due by October 6, 2010, and answers to the permit application are due by October 12, 2010.BEFORE THE DEPARTMENT OF TRANSPORTATION WASHINGTON, D.C.

Application of

MIDEX AIRLINES For a foreign air carrier permit pursuant to 49 U.S.C. § 41302 and exemption authority pursuant to 49 U.S.C. § 40109 (U.S.-UAE) Docket DOT-OST-2010-

APPLICATION OF MIDEX AIRLINES FOR A FOREIGN AIR CARRIER PERMIT AND EXEMPTION AUTHORITY

Pursuant to 49 U.S.C. § 41302 and Part 211 of the Economic Regulations of the Department of Transportation, MIDEX AIRLINES hereby applies for a foreign air carrier permit to operate charter air transportation of property between the United Arab Emirates (UAE) and the United States of America (U SA) and between the USA and any point or points in third countries. MI DEX further requests exemption authority under 49 U.S.C. § 40109 to the extent necessary to enable it to provide the services described above pending issuance of a foreign air carrier permit and such additi onal or other relief as the Department may deem nece ssary or appropriate. MIDEX requests that the authority descri bed above be issued expeditiously and that the Department process this applicat ion pursuant to the streamlined regulatory procedures for licensing U.S. and foreign air ca rriers set forth in the Notice dated August 23, 2005 (Docket OST-2005-22228), and issue a singl e order (1) granting the requested2 exemption authority for a two-year period or until the requested pe rmit authority becomes effective, whichever occurs first, and (2) approving the corresponding foreign air carrier permit under the show-cause procedures described in the August 23, 2005 Notice. 1 In support of this application and pu rsuant to § 211.20 the Department’s regulations, MIDEX states as follows:

1. The full name and addre ss of the applicant is:

MIDEX AIRLINES PO Box 9636 Dubai United Arab Emirates The applicant is a limited liability company in corporated and existing under the laws of the United Arab Emirates (Federal Law No 8 of the year 1984).

2. The name and official address of the government air transport authority in the UAE having regulatory jurisdiction over MIDEX is: UAE General Civil Aviation Authority (GCAA) PO Box 6558 Abu Dhabi United Arab Emirates

3. Air transport between the United Arab Emirates and the United States is governed by the Air Transport Agreement Betw een the Government of the United States

and the Government of the United Arab Emirates, signed on April 13, 1999. MIDEX seeks authority under Annex II of that agre ement to operate charter all-cargo service

1 On September 9, 2010, the Department gran ted MIDEX a Part 375 Special Authorization to conduct a maximum of twelve round-trip or one- way planeload charter flights carrying property between a point or points outside of the USA a nd a point of points in the USA utilizing a Boeing 747-228F aircraft.3 between the United Arab Emirates and the Un ited States and between the United States and any point or points in third countries. Th e initial proposed servic e will operate on an

ad hoc charter basis. MIDEX anticipates operati ng three times per week initially in the following markets: New York/Miami/Los Angeles - Dubai – Shanghai; Shanghai – New York/Miami/Los Angeles; and vice versa . MIDEX will use Boeing 747-228F aircraft (109 ton capacity). MIDEX’s service will ca rry cargo only with no seasonal variation.

4. The names, addresses and citizensh ip of MIDEX’s officers and key management personnel are set forth in Exhib it MA-02. MIDEX does not have a board of directors. None of MIDEX’s key mana gement personnel are related by blood or marriage.

5. MIDEX is fifty-one (51) percent owned by Mr. Jassim Albastaki, Director

General of MIDEX and a citizen of the UAE. The remaining forty-nine (49) percent is owned by Dr. Issam Khairallah, President of MIDEX and a U.S. citizen. 2 To the extent necessary and consistent with Departme nt policy, MIDEX requests DOT waive its ownership and control policy. Given that MI DEX is entirely owned and controlled by citizens of the UAE and USA, the ownership of MIDEX is not inimical to U.S. aviation policy.

6. MIDEX neither receives nor expects to receive any financial assistance from the UAE government. MIDEX, its officers, directors, managers, and holders of five

2 Dr. Khairallah also is a citizen of Lebanon.4 percent or more of its stock do not hold any in terest in any U.S. ca rrier or other entity engaged in the business of aeronautics.

7. MIDEX was created in January 2007 and began daily scheduled flights

from Al Ain International Ai rport to various worldwide de stinations in 2008. In 2009, due to the world economical downturn, MI DEX decided to temporarily suspend scheduled operations and instead focused on developing its charter business. Today, MIDEX continues to grow its charter operati ons worldwide. To that end, MIDEX is seeking Department authority in order to pr ovide much-demanded all-cargo serve to the USA, initially on a charter basis.

8. MIDEX currently operates the nine airc raft listed below, though only the

B747 aircraft will be used for service to the USA. All aircraft are configured for allcargo operations. MIDEX has no immediate pl ans to acquire additional aircraft in

connection with the author ity requested herein.

Aircraft Type Registration Number Country of Registration

A300B4-203F A6-MDA UAE A300B4-203F A6-MDB UAE A300B4-203F A6-MDC UAE A300B4-203F A6-MDD UAE A300B4-203F A6-MDE UAE A300B4-203F A6-MDF UAE

B747-228F A6-MDG UAE B747-228F A6-MDH UAE B747-228F A6-MDI UAE5 9. Maintenance on all present and future MIDEX aircraft is (or will be) performed by Abu Dhabi Aircraft Te chnologies, KLM Engineering, Air France Engineering or other appropriately licen sed maintenance providers. MIDEX’s maintenance program complies with ICAO Pilo ts and Airmen Annexes 1, 6 (Part 1) and 7. The UAE is a contracting state to the Convention on International Civil Aviation. MIDEX’s homeland authority, i.e. its Commercial License, Air Operator Certificate (AOC) and Operations Specifications , are attached as Exhibit MA-01. 3

10. At present, MIDEX does not have a ny code-share agreements or other cooperative agreements with any U.S. carri ers, non-U.S. carriers, or air freight forwarders/consolidators, except for interlin e agreements with American Airlines and Etihad Airways, but neither agreement will affect the proposed service to the USA.

11. MIDEX meets the Department’s requ irements for foreign air carrier

insurance. Attached as Exhibit MA -03 is OST Form 6411 evidencing MIDEX’s insurance coverage.

12. Attached as Exhibit MA-04 is a copy of MIDEX’s financial information, including a balance sheet a nd profit and loss statement for 2008 and 2009, and a brief summary. This Exhibit is being submitted with a motion for confidential treatment pursuant to Rule 12 of the Depa rtment’s rules of practice.

3 Consistent with current UAE procedures, MIDEX’s Commercial License is valid through September 1, 2011, and MIDEX’s AOC is valid through July 17, 2011. MIDEX anticipates its Commercial License and AOC will be reissued routinely no later than those dates.6 13. Attached as Exhibit MA-05 is a copy of MIDEX’s traffic and financial forecast for the first full year of normal operations to and from the United States. These forecasts are being submitted with a motion for confidential treatment pursuant to Rule 12 of the Department’s rules of practice.

14. MIDEX has experienced no safety or ta riff violations or fatal accidents in the past five years, except that the UAE GCAA suspended MIDEX’s AOC from March 2-April 14, 2010, for failing to have filled severa l required post holders and for certain manual and recordkeeping deficiencies. After conducting a thorough search, MIDEX filled the post holder vacancies with well-qualified professionals, who were readily approved by the GCAA. MIDEX also exte nsively revised, updated and expanded its operations manual to address the deficiencies noted by the GCAA, and invested in new software designed to aid MIDEX’s recordkeeping.

15. MIDEX will submit a copy of its Aviation Disaster Family Assistance Plan in Docket DOT-OST-98-3304, pursuant to 49 U.S.C. § 41313.

16. Attached as Exhibit MA-06 is OST Form 4523, a partial waiver of the liability limitations of the Warsaw Convention.

17. The verification required by Part 211.11 of the Department’s regulations is

attached as Exhibit MA-07

.

## EXHIBIT MA-01

Commercial License, Air Operator Certificate,

And Operation Specifications~ GOVERNMENT OF DURAl :L.....J~~':i, :; '<). ; ~ " ;;~I~ 

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License No. Company Name MIDEX AIRLINES (L.L.C) 590062

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## EXHIBIT MA-02

Key Management PersonnelMIDEX AIRLINESKey Management PersonnelNamePositionCitizenshipBusiness AddressE-mailShareholder or NotDr. Issam KHAIRALLAHPresidentUnited States of AmericaPO Box 9636, Dubai, UAEkhairallah.issam@midexairlines.aeYes, 49%Mr. Jassim ALBASTAKIDirector GeneralUnited Arab EmiratesPO Box 9636, Dubai, UAEalbastaki.jassim@midexairlines.aeYes, 51%Mr. Georges IBRAHIMChief Operating OfficerLebanonPO Box 9636, Dubai, UAEibrahim.georges@midexairlines.aeNoMr. Mark MCDONALDDirector of Flight OperationsUnited States of AmericaPO Box 9636, Dubai, UAEmcdonald.mark@midexairlines.aeNoMr. David MCLANEDirector of Ground OperationsUnited States of AmericaPO Box 9636, Dubai, UAEmclane.david@midexairlines.aeNoMr. George ZUREIKDirector of MaintenanceJordanPO Box 9636, Dubai, UAEzureik.george@midexairlines.aeNoMr. Venkat CHERUKURIDirector of Quality AssuranceNew ZealandPO Box 9636, Dubai, UAEcherukuri.venkat@midexairlines.aeNoMr. Timothy MINIONDirector of SecurityUnited States of AmericaPO Box 9636, Dubai, UAEminion.timothy@midexairlines.aeNoMr. Gordon TOMLINSONDirector of SafetyUnited States of AmericaPO Box 9636, Dubai, UAEtomlinson.gordon@midexairlines.aeNoCaptain Campbell MACKENZIEDirector of TrainingUnited KingdomPO Box 9636, Dubai, UAEmackenzie.campbell@midexairlines.aeNoCaptain Mario LOMBARDOChief Pilot B747-228FItalyPO Box 9636, Dubai, UAElombardo.mario@midexairlines.aeNoCaptain John CASEYChief Pilot A300B4-203FUnited States of AmericaPO Box 9636, Dubai, UAEcasey.john@midexairlines.aeNoMrs. Jeena ANTONYManager of AccountsIndiaPO Box 9636, Dubai, UAEantony.jeena@midexairlines.aeNo* None of the above mentionedpersons are related to one another byblood or marriage.

## EXHIBIT MA-03

Certificate of Insurance

## EXHIBIT MA-04

Financial Statements

[Confidential Treatment Requested Under § 302.12]

## EXHIBIT MA-05

Traffic and Financial Forecasts

[Confidential Treatment Requested Under § 302.12]

## EXHIBIT MA-06

OST Form 4523

## EXHIBIT MA-07

Statement of Verification