BEFORE THE

U.S. DEPARTMENT OF TRANSPORTATION

WASHINGTON, D.C.

__________________________________________ )

Application of )

)

HAINAN AIRLINES CO., LTD. )

)

For an amended foreign air carrier permit ) Docket No. OST

- 2007

- 0066

pursuant to 49 U.S.C. § 41301 and exemption )

authority pursuant to 49 U.S.C. § 40109 )

)

( China

- US Scheduled Service ) )

__________________________________________)

APPLICATION OF HAINAN AIRLINES CO., LTD.

FOR AN EXEMPTION AND AMENDED FOREIGN AI R CARRIER PERMIT

Communications with respect to this document should be addressed to:

Joel M. Chusid

Executive Director, USA

HAINAN AIRLINES CO., LTD.

18000 International Blvd., Suite 1188

Seattle, WA 98188

Email: joel@hnair.com

November 12 , 2013 Jo sh Romanow

Peter Nelson

PILLSBURY WINTHROP SHAW

PITTMAN LLP

2300 N Street, N.W.

Washington, D.C. 20037

Tel: (202) 663

- 8000

Fax: (202) 663

- 8007

E

- mail: romanow@pillsburylaw.com

peter.nelson @pillsburylaw.com

Counsel for Hainan Airline s Co., Ltd.

NOTE: Any person who wishes to support or oppose this Application may: (1) file an answer, and

(2) serve that answer on counsel identified above and all persons served with a copy of this

application. Answers to the exemption application ar e due on November 27, 2013 ; answers to the

amended foreign air carrier p ermit application are due on December 3, 2013

. Hainan intends to

poll on this application and will advise the Department of the results.BEFORE THE

U.S. DEPARTMENT OF TRANSPORTA TION

WASHINGTON, D.C.

__________________________________________ )

Application of )

)

HAINAN AIRLINES CO., LTD. )

)

For an amended foreign air carrier permit ) Docket No. OST

- 2007

- 0066

pursuant to 49 U.S.C. § 41301 and exem ption )

authority pursuant to 49 U.S.C. § 40109 )

)

( China

- US Scheduled Service ) )

__________________________________________)

APPLICATION OF HAINAN AIRLINES CO., LTD.

FOR AN EXEMPTION AND AMENDED FOREIGN AIR CARRIER PERMIT

Pursuant to 49 U.S.C . §§40109 and 41301, Part 211 of the Department’s economic

regulations, and the Department’s rules of practice, Hainan Airlines Co., Ltd. (“ Hainan

Airlines ”), an air carrier of the People’s Republic of China

, respectfully requests that the

Department amend Hainan Airlines’ foreign air carrier permit to enable it to engage in scheduled

air transportation of persons, property and mail between Beijing, People’s Republic of China

(PEK), on the one hand, and Boston, Massachusetts ( BOS ), on the other hand.

Hainan Airlines also requests exemption authority under 49 U.S.C. § 40109 to the extent

necessary so that it may exercise the rights requested in this Application prior to the issuance of

an amended foreign air carrier permit. Consistent with the Department’s n otice of August 23,

2005 (Docket No. OST

- 2005

- 22228) (the “ August 23, 2005 Notice ”), Hainan Airlines requests

that the Department process this application on an expedited basis and grant Hainan Airlines an

amended foreign air carrier permit so that it can begin offering the proposed services as soon aspossible. In this regard, Hainan Airlines respectfully requests that the Department issue a single

order (1) granting the requested exemption authority for a one

- year period or until after the

effective date of the requested amended permit authority; and (2) approv e the amended foreign

air carrier permit authority under the streamlined procedures set forth in the August 23, 2005

Notice, unless the Department deems it appropriate to proceed directly to a final order issuing an

amended foreign carrier permit to Hainan Airlines. In support of this Application, Hainan

Airlines states as follows:

1. Since Hainan Airlines began service in 1993, it has grown steadily, launching non

- stop

service to the United States on June 9, 2008 between Beijing and Seattle. Since 2008, the

Beijing

- Seattle route frequency has increased to daily flights during peak seasons

. O n

September 3, 2013, Hainan successfully launched non

- s top service between Beijing and

Chicago.

2. Hainan Airlin es has received several awards, including a five

- star certification by

Skytrax, a prestigious safety award, for t hree consecutive years, and it has been voted the

"Best Airline in China" by Premier Traveler Magazine and twice by Global Traveler

magazine. Hainan Airlines is a service

- oriented airline, providing features such as

complimentary limo service for long

- haul premium travelers in Beijing, flat bed seats,

upgraded amenities and gourmet meals. As one of the launch customers for the Boeing

787 Dreaml iner, Hainan Airlines aims to provide a high quality service option for

passengers traveling between the People’s Republic of China and Boston

.

3. Hainan holds a foreign air carrier permit issued by the Department authorizing it to

engage in scheduled foreig n air transportation of person, property and mail between (a)Beijing, People’s Republic of China and Seattle and (b) Beijing and Chicago

, as well as

authority to engage in charter foreign air transportation of persons, property and mail

between a point or points in the People’s Republic of China and a point or points in the

United States (Order 2012

- 7

- 14).

4. Authority Requested: Hainan Airlines hereby seeks authority to conduct scheduled

foreign air transportation of persons, property and mail between Beiji ng, People’s

Republic of China (PEK) on the one hand, and Boston, Massachusetts ( BOS ) on the other

hand. Hainan intends to operate these scheduled flights using a B

- 787 aircraft with a

two class configuration and proposes to operate initially four flight s per week beginning

in the second quarter of 2014.

5. Granting Hainan Airlines’ request for an amended foreign air carrier permit is fully

consistent with the Agreement between the Government of the United States of America

and the People’s Republic of Chin a Relating to Civil Air Transport

, signed September 17,

1980, as amended, which authorizes airlines designated by the Chinese government to

operate combination services from any point or points in the People’s Republic of China

to any point or points in th e United States. It would benefit travelers in both the United

States and China by providing additional scheduled service in this market and would

therefore serve the public interest.

6. The Government of the People’s Republic of China has authorized Hainan Airlines to

conduct the proposed flights from Beijing to Boston . A copy of Hainan Airlines’

authorization issued by the Civil Aviation Administration for China (“CAAC”) is

attached hereto as Exhibit A

.7. Hainan Airlines hereby incorporates by reference the fitness and citizenship information

contained in its earlier applications. See Docket OST

- 2007

- 0066.

8. A n updated copy of the Hainan Airlines ’ Air Operator’s Certificate (AOC) is attached as

Exhibit B

.

9. An estimate showing the total traffic and the financial results of the proposed services for

the first full year of normal operations is attached hereto as Exhibit C

.

10. Grant of the authority sought herein will not result in a near

- term increase in fuel

consumption of ten million gallons or more, and therefore will not comprise a “major

regulatory action” under the Energy Policy and Conservation Act of 1975, as defined in

14 C.F.R. § 313(a)(1).

11. Hainan Airlines has not been involved in any safety or tariff violations or any fatal

accidents in the past five years.

12. Hainan A irlines’ maintenance program continues to comply with the provisions of ICAO

Pilots and Airmen Annexes 1, 6 (Part 1) and 7.

13. The verification required by 14 C.F.R. 302.4(b) is attached hereto as Exhibit D

.

For the reasons set forth above, Hainan Airlines is fully qualified to operate the services

for which authority is here in requested, and grant of the authority will serve the public interest.

Hainan Airlines ask s that the requested exemption remain in place for one year, or until the

Department issues an amended permit authorizing the requested authority.WHEREFORE, based upon the foregoing information, Hainan Airlines respectfully

requests that it be granted an exemption and amended foreign air carrier permit to engage in

scheduled foreign air transport ation of persons, property and mai l as more fully described above.

Respectfully submitted,

Josh Romanow

Peter Nelson

PILLSBURY WINTHROP SHAW PITTMAN L LP

2300 N Street, N

. W

. Washington, DC 20037

Phone: (202) 663

- 8000

Fax: (202) 663

- 8007

Email: romanow@pillsburylaw.com

peter.nelson@pillsburylaw.com

November 12 , 2013 Counsel for Hainan Airlines Co., Ltd.CERTIFICATE OF SERVICE

I hereby certif y that a copy of the foregoing application of Hainan Airlines Co., Ltd. for an amended

foreign air carrier permit and exemption has been served by electronic mail this the 12 th day of

November , 201 3 , upon each of the parties.

David Henthorn

Rick Mayfield

Federal Aviation Administration

david.e.henthorn@faa.gov

rick.mayfield@faa.gov

Yil Surehan

Director, Airline Route Development

Massachusetts Port Authority (Massport)

Boston Logan International Airport

1 Harborside Drive, Suite 200s

East Boston, MA 02128

YSurehan@Massport.com

Sascha Vanderbellen

Delta Air Lines, Inc.

sascha.vanderbellen@delta.com

Francis Weil

Robert Wirick

American Airlines, Inc.

francis.weil@aa.com

r obert.wirick@aa.com

Bailey Leopard

Federa l Express Corporation

gbleopard@fedex.com

Kevin P. Montgomery

Polar Air Cargo, Inc.

k evin.montgomergy@polaraircargo.com

Russell E. Pommer

Associate General Counsel & Sr. Director

Regulatory Affairs

Atlas Air Inc.

rpommer@atlasair.com Edward W. Sau er

Evergreen International Airlines, Inc.

edwards.sauer@squiresanders.com

charters@evergreenairlines.com

A nita Mosner

Jennifer Nowak

anita.mosner@hklaw.com

jennifer.nowak@hklaw.com

Malcolm L. Benge

Counsel for North American Airlines/

World Airways

mlben ge@zsrlaw.com

Dan Weiss

Continental Airlines

dan.weiss@coair.com

Steve Morrissey

Counsel for United Air Lines

steve.morrissey@united.com

Howard Kass

U.S. Airways

howard.kass@usairways.com

Robert Silverberg

Counsel for ABX Air, Inc.

rsilverberg@sgbdc.co m

Mark W. Atwood

Counsel for Kalitta Air

matwood@cozen.com

/s/Melinda A. HernandezTABLE OF EXHIBITS

Exhibit A Authorization from the Government of the People’s Republic of China

Exhibit B Air Operator’s Certificate

Exhibit C Estimate of Traffic and Fi nancial Forecast for Proposed Operations

Exhibit D VerificationEXHIBIT A

AUTHORIZATION FROM T HE

GOVERNMENT OF THE PE OPLE’S REPUBLIC OF C HINA

(ATTACHED)EXHIBIT B

AIR OPERATOR’S CERTIFICATEAIR OPERATOR ’ S CERTIFICATE

PUBLIC AIR TRANSPORT A.T. REGISTERED NO.029

N ame: Hainan Airlines Company Limited

Address: Hainan Airlines Plaza

, No. 7 Guoxing Road, Haikou City, Hainan Province

Base Airport: Haikou Meilan International Airport

B usiness Entity Type: Limited Liability Company

R egistered Capital: RMB 3,530,252,801

Legal Person: M ing CHEN

Scope of Operation: A uthorized domestic and international air passenger, cargo and mail

transportation ( include those to Hong Kong and Macau); services related to air transportation.

V alidity: from 05/10 /2013 to 05/09 /2016

I ssued by: Civil Aviation Administration of China ( Sealed)

0 4 /10 /2013PUBLIC AIR TRANSPORT

AIR OPERATOR ’ S CERTIFICATE

DUPLICATE

A.T. REGISTERED NO.029

EXAMINED AND APPROVED OF THE OPERATION IN

ACCORDANCE WITH THE CIVIL AVIATION LAW OF

PEOPLE ’ S REPUBLIC OF CHINA.

N ame: Hainan Airlines Company Limited

Address: Hainan Airlines Plaza

, No. 7 Guoxing Road, Haikou City, Hainan Province

Base Airport: Haikou Meilan International Airport

B usiness Entity Typ e: Limited Liability Company

R egistered Capital: RMB 3,530,252,801

Legal Person: M ing CHEN

Scope of Operation: A uthorized domestic and international air passenger, cargo and mail

transportation ( include those to Hong Kong and Macau); services related to air transportation.

V alidity: from 05/10 /2013 to 05/09 /2016

I ssued by: Civil Aviation Administration of China ( Sealed)

04/10/2013EXHIBIT C

ESTIMATE OF TRAFFIC AND FINANCIAL FORECA ST

FOR PROPOSED OPERATI ONS

Month # of Flights Passengers Reven ue

Unit: USD Total Costs

Unit: USD Profit

Unit: USD

Jun

- 14 7 1163 2,268,866.28 2,464,382.56

- 195,516.28

Jul

- 14 17 3114 6,922,869.15 5,984,929.08 937,940.07

Aug

- 14 31 6207 13,767,417.96 10,913,694.21 2,853,723.75

Sep

- 14 30 5495 12,192,983.18 10,5 61,639.56 1,631,343.62

Oct

- 14 31 5547 10,703,216.31 10,913,694.21

- 210,477.90

Nov

- 14 30 5495 10,604,856.54 10,561,639.56 43,216.98

Dec

- 14 31 5877 11,338,456.47 10,913,694.21 424,762.26

Jan

- 15 31 5282 10,195,024.18 10,913,694.21

- 718,670.03

Feb

- 15 28 4652 7,619,984.28 9,857,530.26

- 2,237,545.98

Mar

- 15 31 5414 8,863,936.37 10,913,694.21

- 2,049,757.84

Apr

- 15 30 5368 10,358,957.12 10,561,639.56

- 202,682.44

May

- 15 31 5679 10,957,312.37 10,913,694.21 43,618.16

Total 328 59293 115,793,880.20 115, 473,925.86 319,954.35EXHIBIT D