MOTION OF HUBERT HORAN

TO REAFF]RM CONFIDENTIALITY AFFIDAVIT AND REJECT ]OINT APPLICANTS MOTION TO 5TRIKE

JOINT APPLICATION OF: ALL NIPPON AIRWAYS CO., tTD. CONTINENTAL AlRLlNES, lNC. and UNITEO AIR

uNE5, lNC. UNDER 49 U.5.C. q5 41308 AND 41309 FOR APPROVAL AND ANTiTRU5T TMMUN Ty FOR

ALLIANCE AGREEMENT5

DOCKET DOT O5T 2009 0350

2 March 20'10

On '16 February 2010, lsubmitted a confidentiality affidavit pursudnt to the Department's rules under 1 4

CFR 302.'12. On 24 February, All Nippon Airways, ContinentalAir ines and United Air Lines (the Joint

Applicants") filed a motion to strike my con{identiality affidavit, and deny me acress to data subject to a

motion for confidential treatment in this case. With this motion, I am requesting that the Department

reatfirm my original confidentiality affidavit, and reject the Joint Applicants motion to strike.

I am a thirty year industry veteran, with substantial direct experrence with most of the issues raised by this

case. While at Northwest I developed the original imrrunized alliance network, one thdt served as a

ternplate for all subsequent North Atlantic alliance networks, and I also managed Northwest's transpaclfic

network, inciuding its hub at Tokyo's Narita Airport. I have been drrect y involved with the management

of a nLrmber of other major airline alliances, including Swissair Delta, Contln enta l-America West and the

intra European Qualiflyer alliance. I have been directly involved with the management of large

internatjonal hubs on Jour continents I have wrjtten extensively on international airline corrrpetition,

Open Skies treaty negotiations and the economics of industry mergers and consolidation. I testified before

Congress on the Delta-Northwest merger, and have submitted testimony in the current American Airlines

British Airways lberia Finnair Royal Jordanian immun ty applicatlon. A full ist of qualifications and

publications is available at my website, horanaviation com

Based on this experience, I have concerns as to whether approval of this Joint Application would meet the

"required by the public interest" standard established by section 41308(b). The loint Application raised a

nurnber of arguments that I find problematic, for example

r (p 8) the integration of those (UA/CO/NH) networks will expand the servi(es available to consumers

with no meaningful risk to competition

. (p 8) The grant of antitrLrst immunity will strengthen US lapan and lranspacifi( (ontpetltion

. (p 10) competition will become even more vigorous as the quantity and quality of services avai ab e

increases substantially

r (p '18) more seats across the Pacitic will be needed to ar.ommodate the arger volurnes of connecting

traffic generated by the Joint Appiicants'expanded network

r (p 23) antitrust immunity...willenable Continental and United to s gnifirantly expand their immunized

on line network

r (p. 23) the combination of ANA's intra Japan and intra Asia network with the international and U S

behind gateway networks of Contlnental and United also wil increase cornpetltive service options

for consu m e rs

r (p 29) the addition of ANA to the Continental/United international immunized alliance will not result

in a subrtantiai reduction i11 corrpetition in any relevdnt geographical market

r (p.30) nonstop services of all carriers are likely to increase providing consumers an even broader range

of service options and putting downward pressure on price as available seats relative to demand

a lso increase

Given riy knowledge of transpacif ic competition, immunized airline network economi( 5, and industry

databases, access to the Joint Applicants'ddta sLrbject to d nrotion for confidential treatment would allow

me to readily evaluate the veracily of these public interest claims, lvhlch are straightforward factual

questions. I do not know whether Jo nt Applicant's data supports its sldted claims, but 1 am fully qualified
to evaluate that data. Given the importance of these public interest claims to the Department's evaluation

of the Joint Application, I request reaffirmation of my l6 February confidentiality afJidavit.

The Joint Applicants provide no legitimate reasons why my affidavit should be stru.k. I lully understand

the Department's confidentiality rules, and rny affidavit was filed in accordance wrth those rules. The ioint

Applicants' motion does not identify any risks that granting my affidavit will (reate, becau:e no such risks

exist. The Joint Applicants claim that my expertise in this matter is an "unsupported assertion" is will{ully

false, as they would not have filed their motion to strike without being aware of my AA BA testimony

and/or the experience and publications documented at rny website. The .ioint Applicants'falsely argue

that my ability to review the data supporting their public benefit claims would "severely undermine the

Department's ability to obtain sensitive commercial information and other confidential materials from

parties in future proceedings." The Joint Applicants'motion is only designed to prevent someone with

extensive knowledge of alliances and transpacific competition from commenting on their claims, and to

prevent parties who have egltimate interests in the!e (a5es (but are not employed by large airlines) to

contribute to the Department's deliberations. I certainly understand that lt is not .ommon Jor individuals

with my background and experience to become an active party in their capa(ity as private citrzens, Dur r

<an find nothing in the Departnrer..'t's rules that provjdes any lLrstificatlon for banning access of qu.:lifled

individuals who dqree to re5pecthe Departments' confidentiality rules frorn the data required t o

evaluate critical case issues. Thus I request that the Department formally reject the Joint Applrcdnts'

motion to strike.

Respectfu lly su bm itted

Hubert Horan
C E RTIF ICATE OF S E RVICE

A copy of the foregoing was served on 2

ca rl. ne lson@aa.com

jeffrey. og a r@a a.com

clsim pson@zsrlaw.com

dmendersbee@zsrlaw.com

m lbenge@zsrlaw.com

rbkeiner@crowell.com

gmurphy@crowell.com

lhalloway@crowell.com

mrosia@crowell.com

thomas. bolling@coa ir. com

hkamen@coair.com

bruce. ra binovitz@wilme rh a le.com

david. h eff e rna n@wilmerha le.com

jeff rey. ma n ley@u n ited.com

ju lie.oettin ge r@ u n ited. com

benjami n.slocum@usairways.com

howard kass@usairways.com

don na. kooperstein @ usdoj. gov

jil{. ptacek@ usdoj. g ov

m ike.o rr@a irlin einfo. com

byerlyjr@state.gov

recohn@hhlaw.com

sacha.va nde rbe lle n @d elta.com

jeff morgan@delta.com

scott. mccla in@de lta. com

jh ill@dowloh nes.com

nsspa rks@fed ex.com

a n bird@fedex.com

Kevin. montgome ry@pola ra irca rg o.com

rsilverbe rg @sg bdc.com

dva ug h n@kelleyd rye.com

esa uer@ssd.com

todd. homa n@dot. gov

peter. irvine@d ot. gov

wka ras@steptoe.rom

cgosa in@steptoe.com

recoh n@h h law.com

loh n.a llen @fa a. q o v

recoh n@h h law.com

prrizz i@h h law.com

kquinn@pillsburywinthrop.com

bob. k n eis ley@wnco.com

robe rt.la nd@jetblu e.com

a n ita. moser@h k law.com

March. upon the following persons via email:

.Lq,aj

ubert Horan

2 Ma rch 2010

/f .\