UNITED STATES OF AMERICA

DEPARTMENT OF TRANSPORTATION

OFFICE OF THE SECRETARY WASHINGTON, D.C.

Issued by the Department of Transportation on March 18 , 201 3



### NOTICE OF ACTION TAKEN

-- DOCKET DOT

- OST

- 2012

- 0135

________________________________________________________________________________________________ ________ This serves as notice to the public of the action described below, taken by the Department official indicated (no additional confirming order will be i ssued in this matter).

Joints Applicant s : Delta Air Lines, Inc. (Delta), Aerovias de Mexico, S.A. de C.V. (Aeromexico), and Aerolitoral , S.A.

de C.V. d/b/a Aeromexico Connect (Aerolitoral)

Date Filed: August 9

, 2012

Relief requested:

1. E xemption for Aeromexico under 49 U.S.C. § 40109 to engage in scheduled foreign air transportation of persons, property and mail, on a code

- share only basis with Delta

, i n the following markets:

Colu mbus, Ohio

- Cancun, Mexico Minneapolis/St. Paul, Minnesota

- Mazatlan, Mexico Detroit, Michigan

- Cozumel, Mexico Minneapolis/St. Paul, Minnesota

- Puerto Vallarta, Mexico Detroit, Michigan

- Puerto Vallarta, Mexico Minneapolis/St. Paul, Minnesota

- San Jose del Cabo, Mexico Detroit, Michigan

- San Jose del Cabo, Mexico Minneapolis/ St. Paul, Minnesota

- Ixtapa/Zihuatenejo, Mexico Indianapolis, Indiana

- Cancun, Mexico Nashville, Tennessee

- Cancun, Mexico Milwaukee, Wisconsin

- Cancun, Mexico Tampa, Florida

- Cancun, Mexico Minneapolis/St. Paul, Minnesota

- Cozumel, Mexico

2. E xemption for Delta under 49 U.S.C. § 40109 to engage in scheduled foreign air transportation of persons, property, and

mail

, on a code

- share only basis with Aeromexico, i n the following markets:

Chicago , Illinois

- Monterrey, Mexico Las Vegas, Nevada

- Guadalajara, Mexico Chicago, Illinois

- Zacatecas, Mexico Miami, Florida

- Cancun, Mexico Dallas/Ft. Worth, Texas

- Mexico City Mexico

3. S tatement of authorization for Delta under 14 C.F.R. Part 212 to permit Delta to display Aeromexico’s “AM*” designator code on Delta

- operated flights in the following markets:

Columbus, Ohio

- Cancun, Mexico Minneapolis/St. Paul, Minnesota

- Mazatlan, Mexico Detroit, Michigan

- Cozumel, Mexico Minneap olis/St. Paul, Minnesota

- Puerto Vallarta, Mexico Detroit, Michigan

- Puerto Vallarta, Mexico Minneapolis/St. Paul, Minnesota

- San Jose del Cabo, Mexico Detroit, Michigan

- San Jose del Cabo, Mexico Minneapolis/St. Paul, Minnesota

- Ixtapa/Zihuatenejo, Mexico Indianapolis, Indiana

- Cancun, Mexico Nashville, Tennessee

- Cancun, Mexico Milwaukee, Wisconsin

- Cancun, Mexico Tampa, Florida

- Cancun, Mexico Minneapolis/St. Paul, Minnesota

- Cozumel, Mexico

4. S tatement of authorization for Aeromexico under 14 C.F.R. Par t 212 to permit Aeromexico to display Delta’s “DL*” designator code on Aeromexico

- operated flights in the following markets:

Chicago , Illinois

- Monterr e y , Mexico Las Vegas, Nevada

- Guadalajara, Mexico Chicago, Illinois

- Zacatecas, Mexico Miami, Florida

- Cancun, Mexico5. S tatement of authorization for Aerolitoral under 14 C.F.R. Part 212 to permit Aerolitoral to display Delta’s “DL*” designator code on Aerolitoral

- operated flights in the following markets:

Atlanta , Georgia

- Mexico City , Mexico

Dallas/Ft. Worth

- Mexico City, Mexico

Phoenix , Arizona

- Hermosillo , Mexico

Applicant representative s : Alexander Van der Be llen, 202

- 842

- 4184 (Delta) John R. Mietus, Jr.

, 202

- 747

- 5212 (Aeromexico and Aerolitoral)

DOT analyst: Darren Jaffe, 202

- 366

- 2512

Responsive pleadings: None.

DISPOSITION

Action: Approved in part (Aeromexico ’s request for code

- share only exemption authority and Delta ’s request for a statement of authorization as specified in paragraphs (1) and (3) above) , remainder d eferred (Delta ’s request for code

- share only exemption and Aeromexico ’s and Aerolitoral ’s requests for statements of authorization as specified in paragraphs (2), (4), and (5) above). 1

A ction date: March 18 , 2013

Effective dates of authority granted: The exemption authority granted to Aeromexico is effective March 18 , 2013 , through

March 18 , 2014. The statement of authorization granted to Delta is effective March 18 , 2013 , and shall remain in effect for

an indefi nite period, subject to conditions.

Basis for approval (bil ateral agreement/reciprocity): United States

- Mexico A ir Transport Services Agreement.

Except to the extent exempted/waived, this authority is subject to the terms, conditions, and limitations of our standard foreign air

carrier exemption conditions and code

- share conditions (attached as Appendices A and B, respectively ) , and to the

otherwi se

- applicable terms, conditions, and limitations of Aeromexico’s foreign air carrier permit (Order 91

- 5

- 25).

Special conditions/Remarks: The exemption authority granted to A eromexico is limited to services provided on a code

- share

basis with Delta, only on flights operated by Delta

.

Action taken by: Paul L. Gretch, Director, Office of International Aviation

_______________________________________________________________________________________________ Under authority assigned by the Department in its regulations, 14 CFR Part 385, we found that (1) our action was consistent with Department policy; (2) the applicant s were qualified to perform the proposed operations; (3) grant of the authority was consistent with the public interest; and (4) grant of th e authority would not constitute a major regulatory action under the Energy Policy and Conservation Act of 1975. To the extent not granted/deferred/dismissed, we denied all requests in the referenced Docket. We may amend, modify, or revoke the authority granted in this Notice at any time without hearing at our

discretion.

Persons entitled to petition the Department for review of the action set forth in this Notice under the Department’s regulations, 14 CFR §385.30, may file their petitions within seven ( 7) days after the date of issuance of this Notice. This action was effective when taken, and the filing of a petition for review will not alter such effectiveness.

An electronic version of this document is available on the World Wide Web at: http://www.regulations.gov

1 The joint applicants informally requested that the Department defer action on the portions of their request for code

- share exemption authority for Delta and statements of authorization for Aeromexico and Aerolitoral.

### Appendix A

Foreign Carrier Exemption Conditions

In the conduct of the operations authorized, the foreign carrier applicant(s) shall:

(1) Not conduct any operations unless it holds a currently effective authorization from its homeland for such operations, and it has filed a copy of such authorization with the Department;

(2) Comply with all applicable requirements of the Federal Aviation Administration, the Transportation Security Administration, and with all applicable U.S. Government requirements concerning security, including, but not limited to, 14 CFR Parts 129, 91, and 36 and 49 CFR Part 1546 or 1550, as applicable. To assure compliance with all applicable U.S. Government req uirements concerning security, the holder shall, before commencing any new service (including charter flights) from a foreign airport that would be the holder’s last point of departure for the United States, contact its Interna tional Industry Representativ e (IIR) (formerly referred to as International Principal Security Inspector) to advise the IIR of its plans and to find out whether the Transportation Security Administration has determined that security is adequate to allow such airport(s) to be served;

(3) Comply with the requirements for minimum insurance coverage contained in 14 CFR Part 205, and, prior to the commencement of any operations under this authority, file evidence of such coverage, in the form of a completed OST Form 6411, with the Federal Aviation Administration’s Program Management Branch (AFS

- 260), Flight Standards Service (any changes to, or termination of, insurance also shall be filed with that office);

(4) Not operate aircraft under this authority unless it complies with operationa l safety requirements at least equivalent to Annex 6 of the Chicago Convention;

(5) Conform to the airworthiness and airman competency requirements of its Government for international air services;

(6) Except as specifically exempted or otherwise provi ded for in a Department Order, comply with the requirements of 14 CFR Part 203, concerning waiver of Warsaw Convention liability limits and defenses;

(7) Agree that operations under this authority constitute a waiver of sovereign immunity, for the purpos es of 28 U.S.C. 1605(a), but only with respect to those actions or proceedings instituted against it in any court or other tribunal in the Un ited States that are: (a) based on its operations in international air transportation that, according to the contr act of carriage, include a point in the United States as a point of origin, point of destination, or agreed stopping place, or for which the contract of carriage was purchased in the United States; or (b) based on a claim under any international agreement or treaty cognizable in any court or other tribunal of the United States. In this condition, the term "international air transportatio n" means "international transportation" as defined by the Warsaw Convention, except that all States shall be considered to be High Contracting Parties for the purpose of this definition;

(8) Except as specifically authorized by the Department, originate or terminate all flights to/from the United States in its homeland;

(9) Comply with the requirements of 14 CFR Part 21 7, concerning the reporting of scheduled, nonscheduled, and charter data;

(10) If charter operations are authorized, except as otherwise provided in the applicable aviation agreement, comply with the Department's rules governing charters (including 14 CFR Parts 212 and 380); and

(11) Comply with such other reasonable terms, conditions, and limitations required by the public interest as may be prescribed by the Department, with all applicable orders or regulations of other U.S. agencies and courts, and wit h all applicable laws of the United States

. This authority shall not be effective during any period when the holder is not in compliance with the conditions imposed above. Moreover, this authority cannot be sold or otherwise transferred without explicit Department approval under Title 49

of the U.S. Code.

12/2007Appendix B

The Statement of Authorization granted is subject to the following conditions:

(a) The statement of authorization w ill remain in effect only as long as (i) Aeromexico and Delta continue to hold the necessary underlying authority to operate the code

- share services at issue, and (ii) the code

- share agreement providing for the

code

- share operations remains in effect;

(b) Aeromexico and/or Delta , as appropriate, must notify the Department immediately if the code

- share agreement under

which these code

- share services are operated is no longer in effect or if the carriers decide to cease operating all or a portion of the appr oved code

- share services. Such notice should be filed in Docket DOT

- OST

- 2012

- 0135 ; 2

(c) The code

- sharing operations conducted under this authority must comply with 14 CFR 257 and with any amendments to the Department’s regulations concerning code

- share a rrangements that may be adopted. Notwithstanding any provisions in the contract between the carriers, our approval here is expressly conditioned upon the requirements that the subject foreign air transportation be sold in the name of the carrier holding o ut such service in the computer reservation systems and elsewhere; that the carrier selling such transportation ( i.e., the carrier shown on the ticket) accept responsibility for the entirety of the

code

- share journey for all obligations established in its contract of carriage with the passenger; that the passenger liability of the operating carrier be unaffected; and that the operating carrier shall not permit the code of its U.S. code

- sharing partner to be carried on any flight that enters, departs, or tra nsits the airspace of any area for whose airspace the Federal Aviation Administration has issued a flight prohibition.

(d) The authority granted here is specifically conditioned so that neither Aeromexico nor Delta shall give any force or effect

to any co ntractual provisions between themselves that are contrary to these conditions;

(e) We may amend, modify, or revoke the authority granted at any time without hearing at our discretion.

2 We expect this notification to be received within 10 days of such non

- effectiveness or of such decision.