March 5, 2007

Joint Reply of Terminal 1 and 3 Airlines in Opposition to New Terminal Charges at LAX - Bookmarked

Respondents' position reflects a profound (and presumably deliberate) misstatement of the role of federally-financed airports in the nation's aviation system. Indeed, if LAWA's bizarre notion of treating airports like shopping malls were adopted, untold hardship to airlines and passengers nationwide would surely follow, as airports around the country would have every incentive to pursue profit-making opportunities at the expense of their public obligation to accommodate air carriers on reasonable and non-discriminatory terms.

Counsel: Sheppard Mullin, Roy Goldberg, 202-218-000, rgoldberg@sheppardmullin.com

March 9, 2007

Opposition of Terminal 1 and 3 Airlines to Respondents' Motion to Dismiss

The Respondents' motion to dismiss the Terminal 1 and 3 airlines" challenge to the imposition of more than $8 million in retroactive maintenance and operations charges for Calendar Year 20062 should be denied. The "written agreement" exception in 49 U.S.C. § 47129(e)(1) does not apply here because there is no "written agreement" executed by the T1/T3 airlines which assented to the retroactive increase by Respondent Los Angeles World Airports, or the new methodology by which the increase was calculated. Rather, the T1/T3 airlines are challenging (among other decisions) the unilateral act of LAWA in deciding in December 2006 to use a brand new methodology never agreed to by the T1/T3 airlines - to calculate terminal M&O charges, and to apply that new methodology retroactively - and in an unjustly discriminatory manner - to M&O charges already paid by the T1/T3 airlines for CY 2006.

Significantly, Respondents did not enclose with their filing any "written agreement" which they assert represents the T1/T3 airlines' consent to the new charging methodology or its retroactive application.

Moreover, the T1/T3 airlines never consented to LAWA imposing on them a more burdensome M&O formula than that applied to the Terminal 2, 4, 5, 6, 7 and 8 airlines, which contend that they are not subject to the new M&O charging methodology because of provisions in their long-term leases. ("With no regard to equity, LAWA is insisting that the T1/T3 airlines pay the higher M&O charges regardless of the outcome of its dispute with the T2/T4-8 airlines. It has adamantly refused repeated requests of the 11/13 airlines to maintain parity with other LAX carriers by refunding the increased M&O charges in the event that the T2/T4-8 airlines succeed in their court challenge").

Counsel: Sheppard Mullin, Roy Goldberg, 202-218-0000, rgoldberg@sheppardmullin.com

March 14, 2007

Answer of Terminal 1 and 3 Airlines to Respondents' Motion for Leave to File Unauthorized Document

The Department should deny Respondents' Motion for Leave to File because the filing merely serves to aggravate the use of an improper procedural tactic that should never have occurred in the first place. Respondents' motion to dismiss pursuant to the "written agreement" exception in 49 U.S.C. § 47129(e)(1) was entirely redundant of the identical argument set forth in their brief in opposition to the T1/T3 airlines' joint complaint. As the T1/T3 airlines pointed out in their Joint Reply to the opposition brief, the filing of Respondents' motion to dismiss was contrary to the Department's well-known policy that "a motions practice in these expedited proceedings is neither feasible nor, with limited exceptions, necessary." (citing Brendan Airways, LLC v. The Port Authority of New York and New Jersey, Docket OST-2005-20407, March 16, 2005 Instituting Order); ("the Department is not encouraging or supporting the development of a motions practice beyond what may be absolutely necessary for the expedited processing of complaints under our rates and charges procedures"). Respondents' Motion for Leave to File (and its Reply) merely serve to compound their prior disregard of the Department's clearly stated policy against unnecessary motions practice in section 47129 cases. These pleadings are unnecessary and duplicative, and should be rejected.

Counsel: Sheppard Mullin, Roy Goldberg, 202-218-0000, rgoldberg@sheppardmullin.com

March 19, 2007

Motion of T1/T3 Airlines for Leave to File an Otherwise Unauthorized Document and Request for Correction of Significant Factual Error in Instituting Order

The T1/T3 airlines are filing this document to alert the Department to an apparently inadvertent but significant and potentially highly prejudicial factual error in the Instituting Order; we further request that the Department take appropriate steps to correct the error and its implications for the scope of the referral of this matter to the AU. Page 26 of the Instituting Order states: "The airport... has imposed the disputed fees on the T1/T3 Carriers for a five-year term." This is factually incorrect. The tariff adopted by the Board of Airport Commissioners on January 22, 2007 -- which imposes the new terminal charges on the T1/T3 airlines -- "has no durational term." The Order's statement that "The airport...has imposed the disputed fees on the T1/T3 Carriers for a five-year term" is clearly incorrect.

If not corrected, this factual error -- and the Department's actions premised upon it -- would not only be highly prejudicial to the T1/T3 airlines but could ultimately result in a final agency decision that is fundamentally flawed. Based on the erroneous statement on p. 26 of the Order, the Department has improperly restricted the scope of the "unjust discrimination" issue to five years rather than the 15 to 19 years remaining on the leases of the airlines at T2/T4-8. Order, at 26 ("...we direct the AU to make findings as to the reasonableness and/or justification for the disputed fees for a five-year term").

Accordingly, the T1/T3 airlines respectfully request that the Department: (1) acknowledge and correct the factual error on page 26 of the Order that the airport "has imposed the disputed fees on the T1/T3 Carriers for a five-year term"; and (2) direct the ALJ to "make findings as to the reasonableness and/or justification for the disputed fees" over the entire 15 to 19 year duration remaining on the T2/T4-8 carrier leases.

Counsel: Sheppard Mullin, Roy Goldberg, 202-218-000, rgoldberg@sheppardmullin.com

March 19, 2007

Response of T1/T3 Airlines to Request for Information Regarding Pending Document Request to LAWA

This submission is made pursuant to the Administrative Law Judge's order dated March 16, 2007, which directed the T1/T3 Airlines "by 5 p.m. on March 19, 2007" to "name and specifically describe, to the extent possible, the documents which they claim that LAWA has failed to produce." This information was set forth in Appendix E to the Joint Complaint (Document No. 1), along with the dates of each request and the Exhibit Numbers. Another copy of Appendix E is attached hereto. Based on the Response by LAWA dated March 2, 2007, the T1/T3 airlines are able to remove some of the items from that list. The following is a revised (shortened) list of documents that the T1/T3 airlines have requested but have not yet received from LAWA:

1. Documents which show how LAWA defined the terms "Direct Terminal Debt Service," "Terminal Debt Service Coverage," and "Direct Terminal Amortization," and which describe how the new terminal charges at T1/T3 were calculated using those concepts. This is especially applicable to Terminal 1.
2. The actual calculations that LAWA used to determine "fair market value" for determining base rent. This is especially applicable to Terminal 3.
3. A listing of the rates and charges in effect for FY 2002, 2003, 2004, 2005 and 2006 imposed on all commercial airlines for the use of LAX facilities and services (including charges for terminal usage and for usage of the airfield, aprons, runways, etc.)
4. Financial statements for T1/T3 for FY 2004, 2005 and 2006 (year-to-date).
5. The total amount of terminal rent and fees (including but not limited to building rent, land rent, and fees for M&O, custodial, joint use space and government space) to be paid by each of the airline tenants (and subtenants) in T2/4-8 in FY 2007.
6. The total amount in rent credits or other compensation received by each of the airline tenants (and subtenants) at 12, 4-8 from LAWA or its predecessor, from 1981 to the present.
7. The amount of rent credits that LAWA or its predecessor provided to each of the T2/T4-8 airlines from 1981 through the present in connection with bonds or other debt obligations incurred by those airlines for terminal improvements.

Counsel: Sheppard Mullin, Roy Goldberg, 202-218-0007, rgoldberg@sheppardmullin.com

March 20, 2007

Motion of T1/T3 Airlines for Leave to File an Otherwise Unauthorized Document: Supplemental Expert Report of Daniel M. Kasper

The conclusions in the initial Expert Report of Daniel M. Kasper, Exhibit A-1 to the Joint Complaint, reflect the fact that the terminal leases of the T2/14-8 airlines do not expire for 15 to 19 years, and that, as a result, the T1/T3 airlines are likely to be subject to discriminatory charges for that entire period of time. However, in light of the Order's directive for the ALJ to consider the impact of discrimination during the first five years of the new terminal charges, Mr. Kasper has supplemented his Report to provide his mathematical conclusions regarding the impact of the discriminatory charges during that shorter time period - all of which are based on figures already placed in the record by the T1/T3 airlines in their Joint Complaint filed February 16, 2007.

Until the Order was issued on March 16, 2007, there was no reason for Mr. Kasper to have derived his mathematical conclusions using a five year period for the discriminatory impact of the new charges. By its own terms, the new tariff has "no durational term." Further, it is undisputed that the "duration of the leases for the tenants of T2/4-8" - and thus the period of discrimination against the T1/T3 airlines vis-a vis their competitors at LAX - is "the next 15-19 years." In addition, Respondents did not claim in their brief or other filings that there is a five-year duration for the terminal charges imposed by the new tariff. To the contrary, their brief acknowledged that there is no five-year limit to the new charges (see Resp. Br., Doc. 30, at 43-44), and claimed that Respondents had a "legal right" to continue to impose higher charges for the full duration of the long-term carrier leases.

Respondents will not be prejudiced by the Supplemental Report because it is based on financial information that was already provided in the appendices to the Initial Report. Specifically, the financial information in the Supplemental Appendices D, E, F and G (attached to the Supplemental Report) is the same as in the Appendices in the Initial Report; the only difference is that Mr. Kasper has now provided data totals for the five year period of discrimination that the Department has directed the ALJ to consider. Essentially, for the convenience of the Court and the parties Mr. Kasper has performed simple mathematic calculations based on evidence that was already in both the Appendices and underlying evidence submitted in connection with the Joint Complaint. Supplemental Figures 3 and 4 similarly use information already in the record to make calculations in conformance with the Department's directive for the AU to consider the first five years of the discrimination between the T1/T3 airlines and their counterparts at T2/T4-8.

Counsel: Sheppard Mullin, Roy Goldberg, 202-218-0007, rgoldberg@sheppardmullin.com

March 21, 2007

Application of Terminal 1 and 3 Airlines for Issuance of Subpoena to Compel Appearance of Patricia V. Tubert at Evidentiary Hearing - Bookmarked

The Terminal 1 and 3 airlines hereby respectfully apply for issuance of a subpoena to compel the appearance at the evidentiary hearing in this case of Patricia V. Tubert, Deputy Executive Director of Respondent Los Angeles World Airports. (Two originals of a proposed Subpoena are enclosed herewith.) It is specifically requested that the T1/T3 airlines be permitted to cross examine Ms. Tubert in their case-in-chief with regard to: (1) the exhibits to the Joint Complaint of the T1/T3 airlines which Ms. Tubert authored or otherwise relate to her involvement in developing and imposing the new terminal charges; (2) statements made by Ms. Tubert during an October 10, 2005 meeting with the T1/T3 airlines to discuss the new terminal charges, and at meetings of the Los Angeles Board of Airport Commissioners regarding the new terminal charges; (3) the statements in Ms. Tubert's 23-page March 1, 2007 Declaration submitted with the Respondents' Brief; (4) exhibits provided by Respondents that were authored by Ms. Tubert or with which she was involved; and (5) general facts and background information relating to Los Angeles International Airport and the development and imposition of the new terminal charges at LAX which Ms. Tubert possesses because of her position at LAWA.

Sheppard Mullin, Roy Goldberg, rgoldberg@sheppardmullin.com

March 20, 2007

Complainants' TBIT Airlines and T1/T3 Airlines Joint Motion for Leave to File Unauthorized Document - Joint Motion to Clarify 3-16-07 Prehearing Order

The Thomas Bradley International Terminal Complainants together with the Terminal 1 and Terminal 3 Complainants respectfully request that this Court grant leave to file the attached Joint Motion to Clarify the March 16, 2007 Prehearing Order by the TBIT and T1/T3 Airlines. The TBIT and T1/T3 Airlines have good cause to submit this motion. Clarification of the Court's Prehearing Order with respect to the designation of lead counsel for the separate Complainant groups will contribute to the orderly conduct of the hearing in this case and full and sufficient representation of the interests of both Complainant groups. For these reasons, the TBIT and T1/T3 Airlines respectfully request that this Court accept the attached unauthorized Joint Motion to Clarify March 16, 2007 Prehearing Order for filing.

Counsel: Sheppard Mullin, Roy Goldberg, rgoldberg@sheppardmullin.com for T1/T3 Carriers / Kirkpatrick & Lockhart, James Weiss, 202-628-1700, jim.weiss@klgates.com for TBIT Airlines

March 21, 2007

Response of Terminal 1 and 3 Airlines to Respondents' Motion to Require All Parties to Refile Testimony

Pursuant to the Instituting Order issued on March 19, 2007, the T1 /T3 airlines are intending to redact those portions of declarations which pertain to the alleged failure of LAWA to engage in meaningful consultations with the airlines. However, the T1/T3 airlines oppose Respondents' request that the T1/T3 airlines be required to redact "all testimony that refers or relates to" information relating to "the reasonableness and/or justification for the disputed fees beyond a five-year term."

The directive in the Order for the ALJ to "make findings as to the reasonableness and/or justification for the disputed fees for a five-year term" was based on an inadvertent factual error in the Order; namely, that the tariff imposing new terminal charges at T1/T3 has "no durational term."

Even if the Department does not revise its Order to permit the ALJ to make a ruling as to the reasonableness and/or justification of the terminal charges beyond the initial five years of the new charges, the scope of the redactions sought by Respondents is overly broad. Respondents' request that all parties be ordered to redact all testimony that "refers or relates to" issues excluded from the hearing under the Order. This phrase "refers or relates to" is ambiguous and would introduce tremendous uncertainty into the process of redaction.

Counsel: Sheppard Mullin, Roy Goldberg, rgoldberg@sheppardmullin.com

March 22, 2007

Opposition of the LAX Terminal 1 and 3 Airlines the motion filed by Respondents on March 19, 2007

It is patently unreasonable for Respondents to demand that the T1/T3 airlines respond to new document requests on the eve of the evidentiary hearing on the merits. Tellingly absent from the Motion is any attempt by Respondents to explain why they waited until one week before the trial to file their Motion. Given that Respondents received the Joint Complaint on February 16, 2007, there is no reasonable basis for their waiting until March 19, and one week before trial, before first seeking such documents. Notably, the first that the T1/T3 airlines ever learned of these requests was upon receipt of the Motion. Respondents did not previously request the T1/T3 airlines to search for and produce the documents when there was ample time for doing so. Having slept on their rights to seek documents in a timely manner, Respondents should not now be permitted to abuse the proceeding by demanding that Complainants comply with last-minute document requests.

Counsel: Sheppard Mullin, Roy Goldberg

March 22, 2007

Proposed Agenda of Terminal 1 and 3 Airlines' Proposed Agenda for Pre-Hearing Conference

Counsel: Sheppard Mullin, Roy Goldberg, 202-218-0000, rgoldberg@sheppardmullin.com

March 22, 2007

Terminal 1 and 3 Airlines' Designation of Hearing Exhibits

The Terminal 1 and 3 airlines respectfully submit the enclosed list of exhibits for the hearing in this case. The T1/T3 airlines expressly reserve the right to designate additional exhibits, witnesses, witness testimony, or other evidence in response to exhibits, witnesses, witness testimony, or other evidence which Respondents introduce or identify hereafter (e.g., are not already in the record before the DOT) for use at the hearing in this matter or otherwise intend to place in the record, and for rebuttal and impeachment purposes. The T1/T3 airlines also reserve the right to use at trial any of the exhibits designated by or otherwise referred to by other parties to this case or their witnesses.

Counsel: Sheppard Mullin, Roy Goldberg, 202-218-0000, rgoldberg@sheppardmullin.com

March 22, 2007

Terminal 1 and 3 Airlines' Designation of Direct Testimony

The Direct Testimony of each witness is identical to their initial Declarations submitted with the Joint Complaint or their Supplemental Declarations submitted with the Reply of the T1/T3 airlines, except for redactions that have been made to reflect the Department's decision that the scope of this case should not include the alleged failure by LAWA to engage in meaningful consultations regarding the new terminal charges addition, we have included the Supplemental Expert Report of Daniel M. Kasper, which was submitted via motion to file an unauthorized document on March 20, 2007, in response to the Instituting Order's directive for the ALJ "to make findings as to the reasonableness and/or justification for the disputed fees for a five-year term."

Counsel: Sheppard Mullin, Roy Goldberg, 202-218-0000, rgoldberg@sheppardmullin.com

March 22, 2007

Witness List of Terminal 1 and 3 Airlines

Joint Complainants Terminal 1 and 3 airlines hereby respectfully submit this list of witnesses they intend to call during the evidentiary hearing in this matter. The T1 /T3 airlines expressly reserve the right to designate additional witnesses, witness testimony, or exhibits in response to witnesses, witness testimony, exhibits or other evidence which Respondents introduce or identify hereafter (e.g., are not already in the record before the DOT) for use at the hearing in this matter or otherwise intend to place in the record.

Counsel: Sheppard Mullin, Roy Goldberg, 202-218-0000, rgoldberg@sheppardmullin.com

March 22, 2007

Redacted Declaration of Bob Montgomery

March 22, 2007

Redacted Declaration of Steve Hubbell

March 23, 2007

Amended List of Exhibits of the LAX T1/T3 Airlines

The Terminal 1 and 3 airlines respectfully submit the enclosed amended list of exhibits for the hearing in this case, which includes additional documents produced by Respondents labeled LAX-105, attached hereto as Exhibit A. Good cause exists for the designation of these additional exhibits because Respondents only produced them today, March 23, 2007. In addition, attached as Exhibit B is a substitute for the previously designated E-20. This document is substantively the same as the prior document but will be enlarged for presentation during the hearing. Good cause exists for this substitution because the replacement exhibit will result in a better quality enlargement.

Counsel: Sheppard Mullin, Roy Goldberg, 202-218-0000, rgoldberg@sheppardmullin.com

March 23, 2007

Certificate of Compliance of the LAX Terminal 1 and 3 Airlines

On Friday March 23, 2007, the Terminal 1 and 3 airlines served the following materials on counsel for Respondents:

1. Pursuant to the Administrative Law Judge's Ground Rule No. 10, the "work papers" of Declarants not previously submitted to the record of these proceedings; and
2. Documents responsive to the three categories of requests set forth in the March 19, 2007 request from Respondents, as ordered by the Administrative Law Judge on March 22, 2007.

Counsel: Sheppard Mullin, Roy Goldberg, 202-218-0000, rgoldberg@sheppardmullin.com

March 24, 2007

Answer of the LAX Terminal 1 and 3 Airlines Opposing the Respondents' Objections to the Admission of Evidence

1. Steve Hubbell's Supplemental Declaration Should be Admitted Because it is Relevant and Materials
2. Evidence of the Disparity in Terminal Charges that will Exist Beyond the Initial Five Years of the New Tariff Should be Admitted
3. The Instituting Order Does Not Preclude Evidence Relating to Requests for Information from LAWA Submitted for a Purpose Other than Whether LAWA Engaged in Meaningful Consultations

Counsel: Sheppard Mullin, Roy Goldberg, 202-218-0000, rgoldberg@sheppardmullin.com

April 9, 2007

Stipulation

The Complainant Terminal 1 and 3 airlines, on the one hand, and the Respondents Los Angeles World Airports, et al, on the other hand, hereby stipulate to the following:

1. Pursuant to corrected information released by LAWA on or about March 30, 2007, LAWA estimates that the total terminal charges for airlines at Terminal I during the initial 12 months of the new charges will be $32,521,078. This figure is comprised of: (a) $5,671,364 in Base Rent; (b) $23,858,245 in "Terminal Expenses Additional Rent"; (c) $2,267,600 in "Terminal Special Expenses"; and (d) $723,869 in "Airport Infrastructure Charges." LAWA's specific estimated charges for each of the Terminal 1 airlines are set forth in Exhibit 1 hereto.
2. Pursuant to its corrected information, LAWA estimates that the total terminal charges for airlines at Terminal 3 during the initial year will be $22,287,216. This figure is comprised of: (a) $4,059,961 in Base Rent; (b) $15,547,129 in "Terminal Expenses Additional Rent"; (c) $2,352,912 in "Terminal Special Expenses"; and (d) $327,214 in "Airport Infrastructure Charges." LAWA's specific estimated charges for each of the Terminal 3 airlines that is a Complainant in this proceeding are set forth in Exhibit 1 hereto. (Exhibit 1 does not include the three airlines at Terminal 3 which are not Complainants.)
3. Pursuant to LAWA's Leasing Policy approved by the BOAC on November 20, 2006, Resolution 23144, rent for LAX properties is to be established on the basis of the higher of rent calculated on the basis of "fair market rental value" or on the basis of what LAWA determines are "fully allocated costs." LAWA staff has determined that rent for Terminal 1 based on "fair market rental value" using the "Market Method" would result in Base Rent for the entire terminal, (including but not limited to airline tenants) in the sum of $6,531,760 for the initial year of the new charges. Staff has determined that rent for Terminal I based on its determination of "fully allocated costs" using the "Terminal Capital Charges Method would result in Base Rent for the entire terminal (including but not limited to airline tenants) in the sum of $2,974,405 for the initial year of the new charges. Consistent with its Leasing Policy, LAWA will adopt Base Rent for Terminal 1 of $6,531,760.
4. Pursuant to LAWA's Leasing Policy approved by the BOAC on November 20, 2006, Resolution 23144, rent for LAX properties is to be established on the basis of the higher of rent calculated on the basis of "fair market rental value" or on the basis of what LAWA determines are "fully allocated costs" LAWA staff has determined that rent for Terminal 3 based on "fair market rental value" using the "Market Method" would result in Base Rent for the entire terminal, (including but not limited to airline tenants) in the sum of $5,063,835 for the initial year of the new charges. Staff has determined that rent for Terminal 3 based on its determination of "fully allocated costs" using the "Terminal Capital Charges Method would result in Base Rent for the entire terminal (including but not limited to airline tenants) in the sum of $698,159 for the initial year of the new charges. Consistent with its Leasing Policy, LAWA will adopt Base Rent for Terminal 3 of $5,063,835.
5. Based on the revised terminal rent figures provided by LAWA to the Terminal 1 and 3 airlines in letters dated March 30, 2007 (LAX-141) - as well as the figures appearing in LAX-140 -the estimated terminal charges for the first full year of the Tariff for each of the seven Complainant T1 /T3 airlines are listed in Exhibit 1 to this stipulation.

Counsel: Kaye Scholer, Steven Rosenthal, 202-682-3553 for Respondents / Sheppard Mullin, Roy Goldberg, 202-218-0000 for T1/T3 Airlines

April 27, 2007

Brief of T1/T3 Carriers

Based on the evidence that was presented at trial and accepted into the record of these proceedings, and the applicable law, the T1/T3 Carriers respectfully request that the Department: (1) find and conclude that the new terminal charges at Terminals 1 and 3 are unjustly discriminatory, unjustified, unnecessary, and otherwise unlawful or unreasonable; and (2) order LAWA to refund all monies attributable to the increases, plus interest, within 30 days of the Department's final order, pursuant to 49 U.S.C. § 47129(d)(1)(B).

Counsel: Sheppard Mullin, Roy Goldberg, 202-218-0000, rgoldberg@sheppardmullin.com

May 4, 2007

Exhibit of T1/T3 Airlines - 4990 Pages

May 4, 2007

Reply Brief of the LAX Terminal 1 and 3 Airlines - Bookmarked

As we stated in our opening brief, this case is fundamentally about an airport operator that wishes to emulate the practices of a private commercial landlord in order to increase the revenue it collects from users, without regard to its obligations under federal law to charge reasonable and non-discriminatory fees to all airlines that use the airport in a substantially similar manner. Nothing in LAWA's brief refutes this view -- on the contrary, its brief reinforces it. Rather than denying that it seeks to mimic the actions of a private landlord, LAWA attempts to defend its right to do so. But in taking this position, LAWA has relied on strained and selective readings of the law, raised irrelevant and diversionary issues, and even resorted to assertions that its own witnesses explicitly disavowed at trial. A fair evaluation of the law and the facts, on the other hand, leaves no doubt that LAWA has imposed terminal charges on the T1/T3 Carriers that are unreasonable and unjustly discriminatory, in violation of long-standing federal proscriptions that apply to public-use airports.

The Department must not lose sight of the fact that the overarching purpose of the DOT Policy, and the federal statutory scheme for airport rates and charges, is to ensure fair, equal and non-discriminatory access by airlines and the flying public to the national air transportation system. LAWA's actions are impeding these objectives, and if permitted to stand will injure airlines and travelers not only at LAX but at many other airports as well. The Department should therefore reject LAWA's attempt to abdicate the public-use obligations to which it committed long ago in return for receiving taxpayer funds, and direct LAWA to develop reasonable and non-discriminatory fees consistent with its federal obligations.

Counsel: Sheppard Mullin, Roy Goldberg, 202-218-0000, rgoldberg@sheppardmullin.com

May 21, 2007

Terminal 1 and 3 Carriers' Brief to the DOT Decision Maker

Complainants respectfully request that, based on the evidence presented in the four-week hearing in this case and the applicable law, the Department adopt the Recommended Decision of Administrative Law Judge Richard C. Goodwin and find that the new airport terminal charges imposed by Los Angeles World Airports Authority at Los Angeles International Airport Terminals 1 and 3 are unjustly discriminatory, unreasonable, unjustified, not cost-based and otherwise unlawful.

Counsel: Sheppard Mullin, Roy Goldberg, 202-218-0000, rgoldberg@sheppardmullin.com