OST-00-7148 / US-Turkey Combination Service Third-Country Codeshare / Reply of United Air Lines / April 26, 2000

CONSOLIDATED REPLY OF UNITED AIR LINES, INC.

Pursuant to the Department's Notice of March 28, 2000, United Air Lines, Inc. ("United") submits the following consolidated reply to the answers of American Airlines, Inc. ("American"), Delta Air Lines, Inc. ("Delta") and Northwest Airlines, Inc. ("Northwest") in the above-captioned proceeding:

I . In the answers filed on April 21, 2000, there was a general consensus that United, Northwest and Delta should each be allocated seven frequencies to code share with their respective third-country carrier partners to Istanbul via European intermediate points. /1 Because American has a code-share arrangement with Turkish Airlines ("THY"), it was also generally concluded that American's request to code share with Swissair should be denied.

1/ Northwest initially requested 14 frequencies, but that carrier now "anticipates that the Department will allocate the [21] available frequencies evenly among three of the applicants. . . ", including Northwest (Northwest Answer at 2).

Consolidated Reply of United

Page 2

Africa third-country code-share situation raises issues unrelated to this proceeding. If American's application here to code share with Swissair is denied because of American's code share with THY, American is free to raise that as a precedent for South Africa code shares at the appropriate time. Because, however, American's chosen partner for service to South Africa is British Airways, not Swissair, the issue is not ripe for decision in any event due to considerations applicable to the American/BA code share under the restrictive terms of U.S./U.K. bilateral relationship.

3. Even if American were eligible to seek one of the available U.S.-Turkey third-country code-share designations, its service is clearly inferior to that which both United and Northwest could offer. See United Answer at 3-4 and Northwest Answer at 3-4. The comparison between American/Swissair and Delta/Air France is a closer one. A choice between Delta and American need not be made, however, in the circumstances of this proceeding where American has established a code-share relationship with a Turkish carrier.

4. In conclusion, United urges that the Department move expeditiously to issue a final decision allocating seven U.S.-Turkey third-country code-share frequencies each to United, Northwest and Delta. United also agrees with American that a final

Consolidated Reply of United

Page 3

Respectfully submitted,

JEFFREY A. MANLEY

WILMER, CUTLER & PICKERING

2445 M Street, NW

Washington, D.C. 20037

(202) 663-6670

Counsel for UNITED AIR LINES, INC.

DATED: April 26, 2000