Joint Application of

and

for an exemption under 49 U.S.C. §40109 and a Statement of Authorization under 14 CFR §212 (U.S.-Mexico Code Sharing)

United Air Lines, Inc. ("United") and Compania Mexicana de Aviacion, S.A. de C.V. ("Mexicana") hereby request that the Department immediately grant the portion of the above-captioned joint application requesting authority to code share in the Chicago-Monterrey market, i.e., (1) an exemption under 49 U.S.C. §40109 for United to hold out service between Chicago, Illinois and Monterrey, Mexico via United's Mexican gateways; 1/ and (2) a statement of authorization under 14 C.F.R. Part 212 for Mexicana

1/ United presently holds authority to serve the following Mexico gateways from Chicago: Durango, Guada lajara, Leon, Mexico City and Morelia. See, Order 98-ó-5, Notice of Action Taken dated March 20, 1998, Order 97-9-38, and Order 97-7-31.

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to display United's two-letter designator code on Mexicana's flights between United's Mexican gateways and Monterrey, Mexico. In support of this motion, United and Mexicana submit the following:

1. On December 12, 1997, United and Mexicana filed a joint application to expand their code-share service, first authorized by Order 97-7-31 (Docket OST-96-1988), to enable them to code share in four additional U.S.-Mexico nonstop transborder city pairs and to all points in the U.S. and Mexico that are served by either United or Mexicana via their respective transborder gateways as part of their domestic networks. The Department granted the joint application in part, including the request for code-share authority in four new nonstop transborder markets, but deferred action on the majority of the carriers' request for broad U.S.-Mexico code-share authority via their respective gateways. See, Order 98-ó-5 and Notice of Action Taken dated March 20, 1998.

2. By this motion, United and Mexicana seek immediate grant of their request for authority to code share in the

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Chicago-Monterrey market. This discrete portion of the carriers' joint application was essentially unopposed. There is an available U.S. carrier designation for this market, which is not subject to a competing U.S. carrier request. Accordingly, the Chicago-Monterrey portion of the carriers' joint application is not mutually exclusive with any other pending application, and it should be promptly granted.

3. Long-standing U.S. policy dictates that limited entry bilateral opportunities be fully utilized and expeditiously allocated where designations are available for use. Immediate action on this discrete portion of the joint application will provide the Chicago-Monterrey market new and vigorous competition and develop attractive new service options for travelers. Grant of the requested authority is also supported by the same factors underlying the initial and subsequent approvals of the United/Mexicana code share services.

WHEREFORE, on the basis of the foregoing, United Air Lines, Inc. and Compania Mexicana de Aviacion, S.A. de C.V. jointly request the immediate grant of the authority described herein,

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as well as such other and different authority that the Department determines is consistent with this motion and the public interest.

Respectfully submitted,

Squire Sanders, Robert Papkin for Mexicana, 202.626.6601

Ginsburg Feldman, Joel Burton for United, 202.637.9130

DATED: July 9, 1998