Good morning. Chairman Hatch, Senator Leahy, and Members of the Committee, I want to thank you for the opportunity to testify before this distinguished Committee today regarding the proposed mergers within the airline industry.

The Judiciary Committee has a long-standing, solid track record of taking steps to protect and enhance the competitive marketplace. By holding these hearings, and closely reviewing these agreements, this Committee is living up to its tradition of protecting the American consumer and fostering innovation and economic growth.

I have watched closely in recent weeks as the public debate has focused on the proposed acquisition of TWA by American Airlines. I have listened intently this morning as members from the Missouri delegation have spoken of the difficult times faced by the employees of TWA and the communities served by that company. Many have spoken of the “white knight” role of American as it swoops in, late in the eleventh hour, to save a failing TWA -- their hub in St. Louis, the jobs of its 20,000 employees and service to over a hundred communities. All of this is to be commended.

However, the fact that American wants to acquire the remaining pieces of TWA through the bankruptcy court does not turn back the clock on the pain and anguish that has been faced by the entire TWA family over recent years. All who are associated with TWA have confronted cuts in service, reductions in employment and a future that was virtually uncertain from day to day.

In evaluating the proposed merger of United Airlines and US Airways, experts have focused on the structural weakness of US Airways. They have pondered whether its future is the same as TWA, as well as Eastern, Pan Am and Braniff – other mid-sized, pre-deregulation airlines which were confronted by a cost structure and a competitive environment which eventually – and inevitably – drove them from the competitive playing field.

Today, the Missouri delegation made the case on behalf of a desperate TWA. It would be unacceptable if, in the near future, members of Congress who represent US Airways’ communities and its 45,000 employees needed to return to this Committee to plead this same case for our local carrier. US Airways is vital to the community I represent – it is also an airline that in my judgment faces a desperate future without this proposed merger with United. It would be unconscionable to lose sight of this crucial fact.

TWA's situation is a sad but illustrative example of what will happen to jobs, service, and competition if the US Airways’ merger is not approved. TWA's employees, the people of St. Louis, and communities throughout Missouri have faced financial uncertainty for more than a decade as TWA has been in and out of bankruptcy. We cannot allow this to happen to another carrier. There is too much at stake!

Make no mistake about it, US Airways is now on the perilous path already taken by TWA, Eastern, Pan Am and Braniff before it. As a stand-alone carrier, it has suffered devastating financial losses – a staggering $269 million last year – and is trying to cope with unworkable costs and a limited route network that puts it at a severe disadvantage against low-fare competition. In my considered judgment, this is not just a question of financial instability. US Airways is now in serious trouble.

This is devastating for my constituents, thousands of dedicated US Airways employees, their families and dependents, and the economic well being of the communities they serve. This is the context in which this Committee must review the United/US Airways merger.

Some scholars have theorized that the solution to US Airways' unique and untenable position in this industry is to restructure its labor contracts by demanding huge wage and benefit concessions. In other words, ask US Airways' employees to sacrifice pay cuts, lose their benefits and shrink the company's service – just like TWA has done over the past decade. This does not work! For evidence, just look what years of such sacrifices have done for TWA's employees and their families.

I cannot – and will not – allow this to happen to US Airways' employees and to the greater Charlotte community, which has become one of the country's leading economic and banking centers as a direct result of US Airways' commitment to provide extensive air service to the region. There is an alternative to job losses, service reductions, and hardship. US Airways' merger with United provides a bright future for its employees, the communities it serves, and the economy of North Carolina. The terms of the agreement will guarantee not only the 10,500 US Airways jobs in North Carolina, but those of all its 45,000 employees. Further, there will be no communities cut from the service network – indeed, several will be added.

Contrast this with the uncertainty and distress experienced by the TWA employees and passengers over the past decade as the company cut – and cut – and cut some more. This merger with United will avoid that same painful scenario for US Airways, its employees and the communities it serves. Instead, it will guarantee air service and employment for those who have come to depend on US Airways.

On a positive note, let me focus on the competitive benefits of this proposed merger and the real effect this merger will have on the people most directly affected by it -- something few commentators have addressed. I am convinced that this merger is essential for Charlotte, essential for the Carolinas and essential for the nation.

For you to fully understand my conclusion, let me begin by describing in further detail the current role of US Airways in my community. This company is literally part of the economic and cultural fabric of the Carolinas. US Airways is the fourth largest private employer in Charlotte with about 8500 employees. In my state, US Airways pays annual salaries of over $700 million and has annual overall expenditures of nearly double that amount.

As you are all aware, US Airways is the most important carrier out of Charlotte and in the last year alone, the Company has launched its new service from Charlotte to London, Charlotte to Paris and Charlotte to Frankfurt. In addition, US Airways recently opened a new airport club and invested $12.7 million to expand an crew training facility.

And yet, with all of this wonderful news, there are real and practical limits to the growth and expansion of US Airways in Charlotte. US Airways has basically a domestic north-south route structure with less reach to the Midwest, the Rockies and the west coast. And, while the efforts by US Airways to expand to Europe through Charlotte are greatly appreciated, this is about as far as the Company is in a position to expand for the foreseeable future. And yet, we are all aware that in this global economy, the demands to remain competitive go past Europe, to Asia, South America and beyond.

This is one of the reasons that a merger of US Airways with United has so excited my constituents. Fundamentally, the impending marriage of US Airways north-south network with United’s complementary east-west routes and its substantial global network, will be a tremendous boon to the citizens of my state. By connecting Charlotte to a larger national and international network, the United-US Airways combination will mean more commerce, more jobs and more economic development. The result: substantial growth for the entire region.

Mr. Chairman, as a result of this merger, US Airways’ hubs are going to have new opportunities to compete as alternatives to other existing hubs and gateways. Just think about what this means to competition up and down the east coast. The union of United with US Airways, as well as the emergence of start up DC Air teaming with American Airlines dramatically enhances the competitive environment on the entire east coast where Delta and Continental are already significant players. Overlay this with the growth and success of low cost carriers Southwest, Jet Blue and Airtran and it is hard to imagine a more beneficial picture emerging for consumers.

I’m sure we can all agree that consumers are the beneficiaries of increased competition in the airline industry. Inasmuch as the proposed merger between United and US Airways enhances the competitive aviation marketplace, I am encouraged about the future of the airline industry. Thank you.