The Director of the Federal Register approved the incorporation by reference of a certain publication listed in this AD as of December 30, 2008.

ADDRESSES: For service information identified in this AD, contact Boeing Commercial Airplanes, P.O. Box 3707, Seattle, Washington 98124-2207.

Examining the AD Docket

You may examine the AD docket on the Internet at http://www.regulations.gov; or in person at the Docket Management Facility between 9 a.m. and 5 p.m., Monday through Friday, except Federal holidays. The AD docket contains this AD, the regulatory evaluation, any comments received, and other information. The address for the Docket Office (telephone 800-647-5527) is the Document Management Facility, U.S. Department of Transportation, Docket Operations, M-30, West Building Ground Floor, Room W12-140, 1200 New Jersey Avenue, SE., Washington, DC 20590.

FOR FURTHER INFORMATION CONTACT: Judy Coyle, Aerospace Engineer, Propulsion Branch, ANM-140S, FAA, Seattle Aircraft Certification Office, 1601 Lind Avenue, SW., Renton, Washington 98057-3356; telephone (425) 917-6497; fax (425) 917-6590.

SUPPLEMENTARY INFORMATION: We issued a notice of proposed rulemaking (NPRM) to amend 14 CFR part 39 to include an airworthiness directive (AD) that would apply to certain Boeing Model 757 series airplanes. That NPRM was published in the Federal Register on December 6, 2007 (72 FR 68764). That NPRM proposed to require sealing the fasteners on the front and rear spars inside the left and right main fuel tanks and on the lower panel of the center fuel tank. That NPRM also proposed to require inspections of the wire bundle support installations to verify if certain clamps are installed and if Teflon sleeving covers the wire bundles inside the left and right equipment cooling system bays, on the left and right rear spars, and on the left and right front spars; and corrective actions if necessary.

Comments

We gave the public the opportunity to participate in developing this AD. We considered the comments received from the four commenters.

Request for Justification of the NPRM

Northwest Airlines (NWA) has no objection to the intent of the NPRM, but it states it is not clear that we have shown that the probability of a fuel tank explosion due to unsealed fuel tank fasteners reaches the threshold for justifying the proposed modification. NWA requests that we provide more detail regarding the risk and benefit of the NPRM.

We agree to provide clarification. The unsafe condition encompassed the scenario of single failures (for example, a wire bundle clamp failure that could result in wire bundle contact with the fuel tank causing an ignition source internal to the tank) that place an airplane at risk of a fuel tank explosion. The in-tank sealant is designed to provide a second level of protection against fuel tank ignition by encapsulating and containing the potential source of ignition. Further, the risk level associated with this single failure scenario was determined to warrant the actions required by this AD. No change to the AD is necessary in this regard.

Request To Clarify the Unsafe Condition

Boeing requests that we revise paragraph (d) of the NPRM to cover the requirement to do the general visual inspection for wire bundle support installation and sleeving. Boeing states that failures of the wire bundles and shorting to clamps are the prime candidates for the fault current source, and that they should be identified as the unsafe condition.

We agree because accomplishing the general visual inspections for wire bundle supports and sleeving is one of the requirements of this AD. We have revised the Summary and paragraph (d) of this AD accordingly.

Request To Clarify Requirements

Boeing requests that we revise the Summary of the NPRM to include the requirement to seal the fasteners on the rear spar of the center fuel tank. Boeing states that this action is called out on page 149 in view B of Figure 7 of Boeing Alert Service Bulletin 757-57A0064, dated July 16, 2007.

We agree and have revised the Summary of this AD accordingly. Although the specific location of the "rear spar of the center tank" was inadvertently omitted from the Summary of the NPRM, it was covered by paragraph (f) of the NPRM, which specified accomplishing all of the applicable actions specified in the Accomplishment Instructions of Boeing Alert Service Bulletin 757-57A0064, dated July 16, 2007.

Request To Delay Issuance To Provide Instructions for Maintaining the Design Change

Continental Airlines (CAL) is concerned that not enough attention has been given to ensure that the changes detailed in Boeing Alert Service Bulletin 757-57A0064, dated July 16, 2007, are preserved for the long-term operation of its Model 757 fleet. CAL states that, other than this service bulletin and some generic information found in the Boeing 757 Maintenance Planning Data (MPD) document, there are no other published "maintenance" documents currently available to show each specific requirement as detailed in the service bulletin. CAL further states that information detailed by the service bulletin must be available in manuals that are routinely used by maintenance personnel. CAL asserts that making this information available will prevent the inadvertent reversal of the implemented changes, which could lead to violation of the NPRM, in addition to compromising the higher level of safety intended for the Model 757 fleet.

CAL believes the current program, as provided by the service bulletin and proposed by the NPRM, is not ready to be implemented. CAL states that, if the NPRM is mandated as proposed, CAL would not be able to incorporate the modification on its Model 757-200 series airplanes, and a high risk of future de-modification would exist for those airplanes that could be modified. CAL recommends that we coordinate with Boeing regarding its requested changes.

We infer that CAL requests that we delay issuance of the AD until Boeing has revised the applicable maintenance documents to provide detailed information for maintenance personnel to maintain the required design change. We agree with CAL's concern about ensuring that the requirements of this AD are maintained throughout the life of the airplane. We are considering additional rulemaking in this regard. However, we disagree with delaying issuance of the final rule until Boeing has worked through its process to revise the applicable maintenance documents. To delay this action would be inappropriate, since we have determined that an unsafe condition exists and that the actions required by this AD must be mandated to ensure continued safety. However, as a result of this comment, we have initiated discussions with Boeing about including more detail in the Instructions for Continued Airworthiness (ICA) to ensure that the integrity of this AD is maintained throughout the life of an airplane. Those discussions are ongoing at this time. We have not changed the AD in this regard.

Request To Delay Issuance of the AD To Provide Instructions for Modified Airplanes

CAL states that all of its 41 Model 757-200 series airplanes were modified in the past with a Aviation Partners Boeing (APB) winglet design that incorporated significant changes to the forward and rear spars. CAL states that Boeing has acknowledged that Boeing Alert Service Bulletin 757-57A0064, dated July 16, 2007, does not include instructions for the configuration of CAL's modified airplanes. CAL also states that Boeing is currently assessing the configuration of CAL's airplanes and that Boeing will respond with an action plan.

We infer that CAL requests that we delay issuance of the AD until Boeing has revised the service bulletin to provide instructions for accomplishing the modification on airplanes equipped with APB winglets installed in accordance with Supplemental Type Certificate (STC) ST01518SE. We disagree with delaying issuance of the final rule because we have determined that an unsafe condition exists and that the actions required by this AD must be mandated to ensure continued safety. Further, we have discussed CAL's concern about the service bulletin instructions with both the airplane and winglet manufacturers. They both indicated that the procedures in the service bulletin, as published, can be accomplished on airplanes equipped with APB winglets installed in accordance with STC ST01518SE. We have not changed the AD in this regard.

Request To Extend Compliance Time

European Air Transport, on behalf of DHL Air, and NWA request that we extend the compliance time from 60 months to 72 months. European Air Transport states that, due to the high number of work hours needed to accomplish the proposed actions, it plans to do the work during a 4C-check (corresponding to 72 months, 24,000 flight hours, or 12,000 flight cycles, whichever occurs first). European Air Transport also states that a 60-month compliance time would require it to do the proposed actions on some of its airplanes outside the 4C-check, but that a 72-month compliance time will allow it to do the proposed actions on the entire fleet during base maintenance.

--This is a summary of a Federal Register article originally published on the page number listed below--

Final rule.

CFR Part: "14 CFR Part 39"

RIN Number: "RIN 2120-AA64"

Citation: "73 FR 71534"

Document Number: "Docket No. FAA-2007-0289; Directorate Identifier 2007-NM-208-AD; Amendment 39-15740; AD 2008-23-19"

Federal Register Page Number: "71534"

"Rules and Regulations"

"Continental Airlines is honored to receive this award because it was determined by frequent fliers and travel professionals," said Jim Compton, Continental's executive vice president of marketing. "We are committed to continuing to bring the best value to our customers."

This year's Zagat survey included 17 domestic airlines and 68 airlines that fly internationally. Each surveyor took an average of 16.3 flights per year with 38 percent being leisure travel and 62 percent business travel.

Continental Airlines is the world's fifth largest airline. Continental, together with Continental Express and Continental Connection, has more than 2,500 daily departures throughout the Americas, Europe and Asia, serving 134 domestic and 131 international destinations. More than 675 additional points are served via alliance partners. With more than 43,000 employees, Continental has hubs serving New York, Houston, Cleveland and Guam, and together with Continental Express, carries approximately 69 million passengers per year. For more company information, go to continental.com.

SOURCE Continental Airlines

http://www.continental.com

-- Copa Holdings reported net income of US$30.3 million for 3Q08, or diluted earnings per share (EPS) of US$0.70, as compared to net income of US$46.8 million or diluted EPS of US$1.08 in 3Q07.

-- Excluding special items, which for 3Q08 include a US$15.5 million non-cash charge associated with the mark-to-market of fuel hedge contracts, Copa Holdings would have reported an adjusted net income of $45.8 million, or $1.05 per share, compared to an adjusted net income of US$39.1 million or US$0.90 per share for 3Q07. See the accompanying reconciliation of non-GAAP financial information to GAAP financial information included in financial tables section of this earnings release.

-- Operating income for 3Q08, came in at US$57.1 million, as compared to operating income of US$54.7 million for 3Q07. Excluding the special items recorded in 3Q07, operating income increased 19.6%, from US$47.7 million to US$57.1 million.

-- Operating margin decreased 4.3 percentage points, from 20.7% in 3Q07 to 16.4% in 3Q08, mainly due to higher fuel prices. Excluding special items recorded in 3Q07, operating margin decreased 1.7 percentage points.

-- In 3Q08, total revenues increased to US$348.9 million, representing growth of 31.8%, on a 9.3% capacity expansion. Yield per passenger mile increased 16.5% to 18.6 cents and operating revenue per available seat mile (RASM) increased 20.6% to 15.2 cents.

-- Revenue passenger miles (RPMs) increased 13.7% from 1.56 billion in 3Q07 to 1.78 billion in 3Q08, and available seat miles (ASMs) increased 9.3% from 2.10 billion in 3Q07 to 2.30 billion in 3Q08, with the Copa Airlines segment increasing 14.2% year-over-year and Aero Republica decreasing 9.8%, mainly as a result of its down-gauge to an Embraer-190 fleet.

-- Consolidated load factor increased 3.0 percentage points to 77.3%, driven by a year-over-year load factor improvement at both Copa Airlines and Aero Republica. Copa Airlines' load factor averaged 80.3% for 3Q08.

-- Operating cost per available seat mile (CASM) increased 27.2%, from 10.0 cents in 3Q07 to 12.7 cents in 3Q08. CASM, excluding fuel costs and special items, increased 5.1% from 6.9 cents in 3Q07 to 7.3 cents in 3Q08, mainly due to a 37.4% increase in Aero Republica's unit costs driven a stronger Colombian currency, the effect of the down-gauge to an Embraer-190 fleet, as well as additional aircraft and engine maintenance events related to the MD-80 fleet.

-- Liquidity including cash, short term and long term investments, plus committed credit lines of US$19.5 million, ended the quarter at US$395.8 million, representing 32% of last twelve months revenues.

-- In August, Copa Airlines announced new service to three additional destinations: Oranjestad (Aruba), Valencia (Venezuela) and Santa Cruz (Bolivia). By year-end, Copa Airlines' network is expected to serve 45 destinations in 24 countries in the Americas -- by far, the most extensive network for intra-Latin American travel.

-- On August 21, Copa Airlines began service from Panama and connecting cities to Belo Horizonte, Brazil, becoming the Airlines' fourth Brazilian destination.

-- Copa Airlines ended the quarter with a fleet of 40 aircraft, consisting of 27 Boeing 737 Next Generation aircraft and 13 Embraer-190 aircraft. During the fourth quarter, Copa Airlines expects to take delivery of two additional Embraer-190 aircraft to end the year with 42 aircraft. Copa Airlines currently has a contractual commitment for the delivery of a Boeing 737-800 aircraft in the month of November. This delivery will be delayed until 1Q09 as a result of Boeing's Machinist Union strike. Aero Republica received two Embraer-190 aircraft and ended the quarter with a fleet of 13 aircraft, consisting of nine Embraer-190 and four MD-80 aircraft. Copa Holdings ended the quarter with a consolidated fleet of 53 aircraft.

-- For 3Q08, Copa Airlines reported on-time performance of 86.3% and a flight-completion factor of 99.3%, maintaining its position among the best in the industry. Additionally, Aero Republica's on-time performance came in at 89.8%, leading the Colombian market both in domestic and international on-time performance.

-- In September, Copa Airlines was named "Best Airline" in Central America and the Caribbean for the fifth consecutive year by the independent aviation industry research company Skytrax.

    Consolidated Financial &
    Operating Highlights         3Q08    3Q07    % Change     2Q08   % Change

    RPMs (millions)             1,779   1,565       13.7%    1,559      14.1%
    ASMs (mm)                   2,300   2,104        9.3%    2,093       9.9%
    Load Factor                  77.3%   74.4%   3.0 p.p.     74.5%  2.9 p.p.
    Yield                        18.6    15.9       16.5%     18.0       3.1%
    PRASM (cents)                14.4    11.8       21.2%     13.4       7.0%
    RASM (cents)                 15.2    12.6       20.6%     14.2       6.6%
    CASM (cents)                 12.7    10.0       27.2%     12.7      -0.4%
    Adjusted CASM (cents)(1)     12.7    10.3       23.1%     12.7      -0.4%
    Adjusted CASM Excl. Fuel
     (cents) (1)                  7.3     6.9        5.1%      7.8      -6.4%
    Breakeven Load Factor        64.5%   59.7%   4.8 p.p.     66.4% -1.9 p.p.
    Operating Revenues (US$ mm) 348.9   264.6       31.8%    297.9      17.1%
    EBITDAR (US$ mm) (2)         63.9    80.6      -20.7%     66.7      -4.2%
    Adjusted EBITDAR
     (US$ mm) (2)(3)             79.4    72.9        8.9%     61.1      30.0%
    EBITDAR Margin (2)           18.3%   30.4% -12.1 p.p.     22.4% -4.1 p.p.
    Adjusted EBITDAR
     Margin (2)(3)               22.7%   27.5%  -4.8 p.p.     20.5%  2.3 p.p.
    Operating Income (US$ mm)    57.1    54.7        4.3%     31.2      83.0%
    Adjusted Operating  Income
     (US$ mm)(1)                 57.1    47.7       19.6%     31.2      83.0%
    Operating Margin             16.4%   20.7%  -4.3 p.p.     10.5%  5.9 p.p.
    Adjusted Operating
     Margin (1)                  16.4%   18.0%  -1.7 p.p.     10.5%  5.9 p.p.
    Net Income (US$ mm)          30.3    46.8      -35.2%     30.4      -0.3%
    Adjusted Net Income
     (US$ mm) (3)                45.8    39.1       17.1%     24.8      85.1%
    EPS - Basic (US$)            0.70    1.09      -35.6%     0.70      -0.3%
    Adjusted EPS - Basic
     (US$) (3)                   1.06    0.91       16.4%     0.57      85.1%
    EPS - Diluted (US$)          0.70    1.08      -35.2%     0.70      -0.3%
    Adjusted EPS - Diluted
     (US$) (3)                   1.05    0.90       17.1%     0.57      85.0%
    Weighted Avg. # of
     Shares - Basic (000)      43,195  42,938        0.6%   43,195       0.0%
    Weighted Avg. # of
     Shares - Diluted (000)    43,491  43,479        0.0%   43,465       0.1%

    (1)  Adjusted Operating Income and Adjusted CASM exclude for 3Q07 a US$8.0
         million pre-tax non-recurring gain related to insurance proceeds in
         excess of aircraft book value and a US$1.0 million special charge
         related to the early termination of MD-80 aircraft leases, as a
         result of Aero Republica's ongoing transition to an all EMBRAER-190
         fleet.

    (2)  EBITDAR means earnings before interest, taxes, depreciation,
         amortization and rent.

    (3)  Adjusted EBITDAR, Adjusted Net Income and Adjusted EPS (Basic and
         Diluted):  a) Excludes for 3Q07 a US$8.0 million pre-tax
         non-recurring gain related to insurance proceeds in excess of
         aircraft book value and a US$1.0 million special charge related to
         the early termination of MD-80 aircraft leases, as a result of Aero
         Republica's ongoing transition to an all EMBRAER-190 fleet.
         b) Excludes for 3Q08 a non-cash charge of US$15.5 million, for 3Q07 a
         non-cash gain of US$0.7 million and for 2Q07 a non-cash gain of
         US$5.7 million associated with the mark-to-market of fuel hedges.

         Note:  Attached to this press release is a reconciliation of non-GAAP
         financial measures to the comparable US GAAP measures.

Full 3Q08 earnings release available to download on: http://investor.shareholder.com/copa/results.cfm

    3Q08 EARNINGS RESULTS CONFERENCE CALL AND WEBCAST

         Date:                 November 13, 2008
         Time:                 11:00 a.m. US EST (11:00 a.m. Panama Time)
         Conference Call:
         Telephone Number:     877-675-4749   (U.S. Domestic Callers)
                               719-325-4930   (International Callers)
         Webcast Link:         http://investor.shareholder.com/copa/events.cfm

About Copa Holdings

Copa Holdings, through its Copa Airlines and Aero Republica operating subsidiaries, is a leading Latin American provider of international airline passenger and cargo service. Copa Airlines currently offers approximately 136 daily scheduled flights to 42 destinations in 22 countries in North, Central and South America and the Caribbean. In addition, Copa Airlines provides passengers with access to flights to more than 120 other international destinations through code share agreements with Continental Airlines and other airlines. Aero Republica, the second-largest domestic carrier in Colombia, provides service to 12 cities in Colombia as well as international connectivity with Copa Airlines' Hub of the Americas through flights from Bogota, Bucaramanga, Cali, Cartagena and Medellin.

This release includes "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements are based on current plans, estimates and expectations, and are not guarantees of future performance. They are based on management's expectations that involve a number of business risks and uncertainties, any of which could cause actual results to differ materially from those expressed in or implied by the forward-looking statements. The Company undertakes no obligation to update or revise any forward-looking statement. The risks and uncertainties relating to the forward-looking statements in this release are among those disclosed in Copa Holdings' filed disclosure documents and are, therefore, subject to change without prior notice.

Copa Holdings, S.A.

NON-GAAP FINANCIAL MEASURE RECONCILIATION

This press release includes the following non GAAP financial measures: Adjusted CASM, Adjusted CASM Excluding Fuel, Adjusted EBITDAR, Adjusted Operating Income, Adjusted Net Income and Adjusted EPS. This supplemental information is presented because we believe they are useful indicators of our operating performance and are useful in comparing our performance with other companies in the airline industry. These measures should not be considered in isolation, and should be considered together with comparable US GAAP measures, in particular operating income and net income. The following is a reconciliation of these non-GAAP financial measures to the comparable US GAAP measures:

    Reconciliation of EBITDAR
    Excluding Special Items                   3Q08       3Q07       2Q08

    Net income as Reported                   $30,343    $46,822    $30,431

    Interest Expense                         (10,385)   (11,524)    (9,815)
    Capitalized Interest                         391        719        484
    Interest Income                            2,903      3,259      2,596
    Income Taxes                              (1,745)    (3,848)    (3,507)
    EBIT                                      39,179     58,216     40,674

    Depreciation and Amortization             11,132      9,056     10,433
    EBITDA                                    50,311     67,272     51,107

    Aircraft Rent                             10,245     10,478     12,012
    Other Rentals                              3,341      2,814      3,610
    EBITDAR                                  $63,897    $80,564    $66,729

    Special Items (adjustments):
       Unrealized (gain) loss on fuel
        hedging instruments (1)               15,479       (677)    (5,679)
       Special Items (2)                           -     (7,010)         -
    Adjusted EBITDAR                         $79,376    $72,878    $61,050




    Reconciliation of Operating Income
    Excluding Special Items                   3Q08       3Q07       2Q08

    Operating Income as Reported             $57,073    $54,721    $31,195

    Special Items (adjustments):
       Special Items, net (2)                      -     (7,010)         -
    Adjusted Operating Income                $57,073    $47,711    $31,195



    Reconciliation of Net Income
    Excluding Special Items                   3Q08       3Q07       2Q08

    Net income as Reported                   $30,343    $46,822    $30,431

    Special Items (adjustments):
       Unrealized gain (loss) on fuel
        hedging instruments (1)               15,479       (677)    (5,679)
       Special Items, net (2)                      -     (7,010)         -
    Adjusted Net Income                      $45,822    $39,136    $24,752

    Shares used for Computation
     (in thousands)
       Basic                                  43,195     42,938     43,195
       Diluted                                43,491     43,479     43,465

    Adjusted earnings per share
       Basic                                    1.06       0.91       0.57
       Diluted                                  1.05       0.90       0.57



    Reconciliation Operating Costs per ASM
    Excluding Fuel and Special Items           3Q08       3Q07       2Q08

    Operating Costs per ASM as Reported         12.7       10.0       12.7
    Aircraft fuel per ASM                        5.4        3.4        5.0
    Operating Costs per ASM excluding fuel       7.3        6.6        7.8
    Special Items (adjustments):
       Special Items per ASM, net (2)              -        0.3          -
    Operating expenses excluding fuel and
     special items                               7.3        6.9        7.8



    FOOTNOTES:
    (1)  The 3Q08 period included a non-cash charge of US$15.5 million, the
         3Q07 and 2Q07 periods included non-cash gains of US$0.7 million and
         US$5.7 million, respectively, resulting from the mark-to-market
         accounting for changes in the fair value of fuel hedging instruments.

    (2)  Special items for the 3Q07 period include a US$8.0 million pre-tax
         non-recurring gain related to insurance proceeds in excess of
         aircraft book value and a US$1.0 million special charge related to
         the early termination of MD-80 aircraft leases, as a result of Aero
         Republica's ongoing transition to an all EMBRAER-190 fleet.

    CPA-G

SOURCE Copa Holdings, S.A.

http://www.copaair.com