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.

q541308

AND 41309

FOR APPROVAL

AND ANTiTRU5T

TMMUN

Ty FOR ALLIANCE

AGREEMENT5 DOCKET

DOT O5T 2009 0350 2 March

20'10

On '16 February

2010, lsubmitteda 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

(theJoint Applicants")

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

to a motion for confidential treatment in thiscase. With thismotion, I am requesting that the Department reatfirm my original confidentialityaffidavit, 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

asa 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 havebeen drrect y involved

with the management of a nLrmber

of other majorairline alliances,

including

Swissair

Delta, Contln enta l-America

West and the intra European

Qualiflyer

alliance.

I have beendirectly involved

with the management of large internatjonal

hubs on Jour

continentsI 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

isavailable

at my website,

horanaviation

com
Based on thisexperience, I have concerns

as to whetherapproval 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 argumentsthat 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

USlapan and lranspacifi( (ontpetltion

. (p 10)

competition

will become

evenmore vigorous asthe 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'sintraJapan and intraAsia

network

with the international and U S behind gateway networks of Contlnental and United alsowil increase cornpetltive

service options for consu

m ers 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 seatsrelative

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 readilyevaluate the veracilyof these public interestclaims, lvhlch are straightforward factual questions.

I do not know whetherJo nt Applicant's data supports

its sldted claims, but 1 am fully qualifiedto 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 confidentialityafJidavit.
The Joint

Applicants

provide

no legitimate

reasons

why my affidavit

should be stru.k.I lully understand the Department'sconfidentiality 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 strikewithout 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 obtainsensitive

commercial

information

and other confidential materials

from parties in future proceedings." The Joint

Applicants'motion isonly 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 rulesthat provjdes

any lLrstificatlon

for banning access

of qu.:lifled individuals

who dqree

to re5pect

he Departments'

confidentiality

rules frorn the data required t o evaluatecritical

case issues. Thus I request

that the Department formally reject the Joint Applrcdnts' motion to strike.



### Respectfu

lly su bm itted

Hubert HoranC

E RTIF ICATE OF S E RVICE A copy of the foregoing was served on 2

ca rl. nelson@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 ale.com david. heff e rna

n@wilmerha

le.com jeff rey. man 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. gov 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 an bird@fedex.com Kevin. montgome ry@pola

rairca rg o.com rsilverbe

rg @sg bdc.com dvaugh 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 lohn.a llen @fa a. q o v recoh n@h h law.com prrizz i@h h law.com kquinn@pillsburywinthrop.com bob. k neis ley@wnco.com robe rt.la nd@jetblu

e.com an ita. moser@h

k law.com March. upon the following persons via email:



# .Lq,aj ubert Horan
2 Ma rch 2010 

### /f .\