Servicio Mexicano de Vuelos de Fletamento, S.A. de C.V. d/b/a AeroMexico Travel

OST-2008-0104 - Exemption and Statements of Authorization - Mexico-US Charters via Wet-Lease with AeroMexico

March 13, 2008

Application for an Exemption and a Statement of Authorization - Bookmarked

Motion for Confidential Treatment

Aeromexico Travel seeks exemption authority to engage in charter foreign air transportation of persons, property, and mail between points in Mexico and points in the United States and other charters subject to Part 212. The carrier proposes to commence operations as early as April 15, 2008.

Aeromexico Travel further requests a statement of authorization under 14 C.F.R. Part 212 allowing it to wet-lease aircraft on a long-term basis to Aerovias de México, S.A. de C.V. for the provision of authorized Aeromexico service, including charter foreign air transportation. Aeromexico currently holds a foreign air carrier permit which authorizes service between Mexico and numerous U.S. points, Order 1991-5-25, and pursuant to its permit and various exemption authorities, Aeromexico provides extensive service between Mexico and the United States, including U.S.-Mexico charter service. The parties anticipate that wet-leased aircraft operated by Aeromexico Travel initially will be used to perform some or all of that charter service.

Aeromexico has already submitted advance notice and charter prospectuses for a number of U.S. public charter programs; Aeromexico Travel will provide wet‑leased aircraft for some or all of these operations once the requested authority is granted. In future operations where Aeromexico contracts to provide air service to a charter operator, Aeromexico Travel anticipates that Aeromexico will continue to provide the required, advance notice and charter prospectus filings even where Aeromexico Travel operates the flights on a wet lease basis.

Counsel: Mietus Law, John Mietus, 202-747-5212, john@mietuslaw.com

March 24, 2008

Re: Polling Results

On March 13, 2008, Servicio Mexicano de Vuelos de Fletamento, S.A. de C.V., d/b/a Aeromexico Travel, filed an application for an exemption from 49 U.S.C. § 41301 to engage in charter foreign air transportation of persons, property and mail between points in Mexico and points in the U.S. It also applied for a Part 212 Statement of Authorization to wet lease aircraft to Aerovias de Mexico, S.A. de C.V. The undersigned has conducted a poll of the relevant U.S. airlines and can report that there are no objections to a grant of the application. Consequently, expedited action on the application would be greatly appreciated.

Counsel: Mietus Law, William Evans, 410-827-5074, bill@mietuslaw.com

March 31, 2008

Supplement No. 1 to Application for an Exemption and a Statement of Authorization

The Mexican Dirección General de Aeronáutica Civil issued Aeromexico Travel an international charter permit on March 18, 2008; the Spanish-language permit and an informal English translation are appended to this Supplement as Exhibit 2.

To more clearly explain the ownership structure of Aeromexico Travel, the carrier offers the following description in lieu of that provided in Exhibit 1(e): Aeromexico Travel is owned by Grupo Aeromexico, S.A. de C.V., which in turn is owned by Promotora de Administracion ANCAM, S.A.P.I. de C.V. (formerly known as Cintra, S.A. de C.V.), a Sociedad Anónima Promotora de Inversión de Capital Variable formed under Mexican law. That company is owned by a master trust, "Fideicomiso número 16093-6," in which various Mexican businesses and individuals participate. The trustee of that master trust is Banamex (Banco Nacional de Mexico, S.A.), part of Grupo Financiero Banamex.

Counsel: Mietus Law, John Mietus, 202-747-5212, john@mietuslaw.com