BEFORE THE DEPARTMENT OF TRANSPORTATION

WASHINGTON, D.C.

--------------------------------------------------- ----------------- : Motion of : : DELTA AIR LINES, INC. : Docket DOT- OST-2010-0018 IN THE MATTER OF THE 2010 COMBINATION : SERVICES ALLOCATION PROCEEDING : :

--------------------------------------------------- ----------------- ANSWER OF UNITED AIR LINES, INC. Communications with respect to this document should be sent to: Hershel I. Kamen Senior Vice President-Alliances, Regulatory and Policy Daniel A. Weiss Managing Director-International Affairs and Regulatory UNITED AIR LINES, INC. 77 West Wacker Drive HDQIZ Chicago, IL 60601 (312) 997-7573 hershel.kamen@united.com dan.weiss@united.com Steve Morrissey Managing Director-Regulatory Affairs and Policy Karine R. Faden Managing Counsel-Regulatory, Antitrust & Competition UNITED AIR LINES, INC. 1225 New York Avenue, N.W. Suite 1100 DCAIZ/DCALD Washington, DC 20005 (202) 521-4373 (202) 521-4363 steve.morrissey@united.com karine.faden@united.com December 3, 2012 Thomas Newton Bolling Vice President and Deputy General Counsel Jonathan T. Linde Senior Counsel-Regulatory, Antitrust & Competition UNITED AIR LINES, INC. 77 West Wacker Drive HDQLD Chicago, IL 60601 (312) 997-8341 thomas.bolling@united.com jonathan.linde@united.com Lorraine B. Halloway Gerald F. Murphy Steven J. Seiden CROWELL & MORING LLP 1001 Pennsylvania Avenue, N.W. Washington, DC 20004 (202) 624-2500 lhalloway@crowell.com gmurphy@crowell.com sseiden@crowell.com Counsel for United Air Lines, Inc.BEFORE THE DEPARTMENT OF TRANSPORTATION

WASHINGTON, D.C.

--------------------------------------------------- ----------------- : Motion of : : DELTA AIR LINES, INC. : Docket DOT- OST-2010-0018 IN THE MATTER OF THE 2010 COMBINATION : SERVICES ALLOCATION PROCEEDING : :

--------------------------------------------------- ----------------- ANSWER OF UNITED AIR LINES, INC. United 1 answers the pleadings of American and Delta concer ning the Department’s tentative decision to allow Delta to move its Detro it-Tokyo Haneda slot pair to the small Seattle gateway, rather than grant United’s application to initiate the first U.S.-flag nonstop service to Haneda in the much larger San Francisco-Tokyo marke t and enhance competition for Tokyo Haneda service. 2 United continues to believe that its proposal to offer service from its San Francisco hub gateway should be selected under the Department’s well-established public interest standards, as supported by pleadings submi tted by San Francisco International Airport and the United and Continental Master Executive Cou ncils of the Airline Pilots Association, International and letters of support from Democrati c Leader Nancy Pelosi, other members of Congress, and many other civic and business partner s. If, however, the Department refuses to set aside its tentative decision, United urges the Depa rtment to grant United backup authority to ensure these Haneda slots are used for the maximum public benefit should Delta not begin its Seattle-Haneda service within the 90-day required s tartup period. United also asks the

1 Common names are used for airlines. 2 While American and Delta styled their pleading as “comments” rather than “objections” to the Department’s Order to Show Caus e, each carrier proposes a substantive change to the Department’s tentative decision. To the extent it may be necessary, United requests leave to file this answer to address the i ssues raised by American and Delta in their comments.Answer of United

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Department to deny American’s request to allow incu mbent Haneda carriers to freely move their slots between gateways. United states as follows in support of its answer:
1. Even though the Department tentatively granted Delt a a second chance with respect to these Haneda slots after it failed to de liver on its Detroit capacity and service commitments and its Los Angeles-Haneda capacity com mitments, Delta nonetheless requests an extension of the startup date for its Seattle-Tokyo Haneda service from 90 to 120 days from the Department’s final order in this proceeding. See Comments of Delta at 2. Moreover, the Department provided for the 90-day startup conditio n included in its tentative decision when it instituted this proceeding. See Orders 2012-11-12 at 7 and 2012-8-20 at 3. Althoug h Delta claims it will meet the 90-day startup condition, i t has already given two different excuses as to why it should be given additional time. Compare Application of Delta at 6; 10-11 (citing low seasonal demand) with Comments of Delta at 2 (citing the need for advanc e marketing to compete with the existing Seattle-Tokyo Narita serv ices of United and ANA, but failing to mention its own Seattle-Tokyo Narita service). Del ta’s request, in light of its operating history at Haneda ( see Objections of United at 7-8), underscores the serio us questions regarding Delta’s ability to sustain its proposed Haneda service in t he small Seattle-Tokyo market alongside its existing Seattle-Tokyo Narita service. It also hig hlights the need for the Department to grant backup authority to United so that these valuable H aneda slots can be utilized promptly should Delta not begin its Seattle-Haneda service within t he 90-day required startup period, in the event the Department elects to finalize its tentative dec ision.
2. The Department should similarly deny American’s req uest “that [it] should simply grant all U.S. Carriers operating to Haneda the flexibility to shift gateways as market conditions warrant.” Comments of American at 1-2. The Department has now twice-affirmed