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Compania Mexicana de Aviacion, S.A. de C.V. and United Air Lines, Inc.

Hereby apply for the following authorities to allow them to expand their transborder code-share services between the United States and Mexico: (i) a statement of authorization under 14 C.F.R. 212 permitting Mexicana to display United's two-letter designator code on scheduled nonstop flights operated by Mexicana between Los Angeles, CA., and Zacatecas, Mexico, and between Los Angeles, CA., and Morelia, Mexico and (ii) an exemption under 49 U.S.C. §40109 permitting United to hold out scheduled service between Los Angeles and Zacatecas and between Los Angeles and Morelia, under a code share with Mexicana. Mexicana and United request that Mexicana's statement of authorization be granted for an indefinite term and United's exemption be granted for a two-year period.

The Mexicana services between Los Angeles and both Zacatecas and Morelia operate on a round-robin schedule. On some days it operates LAX-ZCL-MLM-LAX and on others LAX-MLM-ZCL-LAX. United and Mexicana have blanket authorizations to code share on a blind sector basis between points within Mexico such as Morelia and Zacatecas under Notice of Action Taken, dated April 26, 2001, in Docket OST-96-1988, et al., and Order 99-6-6. Pursuant to the conditions applicable to these blanket authorizations, notice is hereby given of the intention of Mexicana to display United's code on Mexicana's flights between Zacatecas and Morelia for UA-coded traffic originating and terminating at points outside Mexico. A waiver of the 30-day notice period of Order 99-6-6 is requested to the extent necessary to allow services to start before that period has run.

Counsel:  Wilmer Cutler, Jeffrey Manley, 202-663-6670, jmanley@wilmer.com for United / Squire Sanders, Robert Papkin, 202-626-6601, cdonley@ssd.com for Mexicana

Compania Mexicana de Aviacion, S.A. de C.V. and United Air Lines, Inc.

On behalf of Mexicana and United, I have polled the representatives of all carriers on the service list attached to the Joint Application of Mexicana and United for Statement of Authorization and Exemption filed October 23, 2002, in the above referenced docket. All carriers' representatives have advised me that they have no objection to the granting of the requests contained in the Joint Application.

Counsel:  Wilmer Cutler, Caryn Garvin, 202-663-6000

Compania Mexicana de Aviacion, S.A. de C.V. d/b/a Mexicana and United Air Lines, Inc.

Scheduled foreign air transportation of persons, property, and mail between (1) the terminal point Los Angeles, California, and the terminal point Zacatecas, Mexico; and (2) the terminal point Los Angeles, California, and the terminal point Morelia, Mexico. United intends to operate this service under a code-share arrangement with Mexicana on flights operated by Mexicana.

By:  Paul Gretch

OST-96-1988 - US-Mexico
OST-97-3237 - US-Mexico
OST-99-5582 - US-Mexico Codesharing
OST-99-6481 - US-Mexico
OST-00-8221 - United Codeshare with Mexicana
OST-00-8260 - Blind Sector Codeshare for Mexicana - San Francisco-Sydney
OST-00-8297 - US-Japan Blind Sector Codeshare for Mexicana
OST-01-9177 - Mexico-Guatamela/Panama City Codeshare
OST-01-9715 - Blind Sector Codeshare for Mexicana - Chicago-London
OST-01-9955 - Blind Sector Codeshare for Mexicana - US-Korea
OST-02-11289 - Codeshare Operations; Mexico City and San Salvador-Miami and Santo Domingo
OST-02-12502 - US-Mexico Codesharing
OST-02-12966 - Blind Sector Codeshare for Mexicana - Chicago-Frankfurt
OST-02-13092 - Conversion of Denver-Mexico City Designation
OST-02-13204 - Blind Sector Codeshare for Mexicana - Beyond US to Buenos Aires and Paris
OST-02-13228 - Mexico City-San Jose Codeshare
OST-02-13663 - Los Angeles-Zacatecas/Morelia Codeshare

November 14, 2003

Re: Joint Notification of Termination of Codeshare and Regulatory Cooperation Agreement

In accordance with the terms of the Department of Transportation's approvals of the statements of authorization in the above‑captioned dockets, Compania Mexicana de Aviacion, S.A. de C.V. and United Air Lines, Inc. hereby notify the Department of the expiration of their Codeshare and Regulatory Cooperation Agreement effective November 15, 2003. As a result of the Agreement's expiration, all codeshare services operated by Mexicana and United will be discontinued effective March 31, 2004, and the related statements of authorization cease to be effective after that date. This notice applies only to the statements of authorization issued in the above referenced dockets and not to any exemptions granted to United or Mexicana in those dockets or any other docket.

Counsel: Wilmer Cutler, Jeffrey Manley, 202-663-6670 for United / Squire Sanders, Charles Donley, 202-626-6840 for Mexicana

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