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American's motion to maintain AAdvantage program

American's motion to maintain AAdvantage program

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Published by vetter9922
American’s motion to maintain its customer loyalty programs and refunds and ticket obligations. Great statistics about its AAdvangtage program and how many refunds it issued ($740 million worth so far this year).
American’s motion to maintain its customer loyalty programs and refunds and ticket obligations. Great statistics about its AAdvangtage program and how many refunds it issued ($740 million worth so far this year).

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Published by: vetter9922 on Dec 22, 2011
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12/22/2011

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US_ACTIVE:\43853169\05\14013.0138
Harvey R. MillerStephen KarotkinAlfredo R. PérezStephen A. YoungmanWEIL, GOTSHAL & MANGES LLP767 Fifth AvenueNew York, New York 10153Telephone: (212) 310-8000Facsimile: (212) 310-8007Attorneys for Debtorsand Debtors in Possession
UNITED STATES BANKRUPTCY COURTSOUTHERN DISTRICT OF NEW YORK---------------------------------------------------------------x:In re : Chapter 11 Case No.:AMR CORPORATION,
et al.
, : 11-_____ (___):Debtors. : (Jointly Administered):---------------------------------------------------------------xMOTION OF DEBTORS FOR ENTRY OF ORDERPURSUANT TO 11 U.S.C. §§ 105(a) AND 363(c) (I) AUTHORIZINGTHE DEBTORS TO PAY AND HONOR PREPETITIONOBLIGATIONS TO CUSTOMERS AND TO OTHERWISECONTINUE CUSTOMER PROGRAMS AND PRACTICESIN THE ORDINARY COURSE OF BUSINESS, AND(II) AUTHORIZING AND DIRECTING THE DISBURSEMENT BANKSTO HONOR AND PROCESS RELATED CHECKS AND TRANSFERS
TO THE HONORABLE UNITED STATES BANKRUPTCY JUDGE:AMR Corporation (“
AMR Corp.
”), American Airlines, Inc. (“
AmericanAirlines
”), AMR Eagle Holding Corporation (together with its direct subsidiaries, “
Eagle
”), andcertain of their subsidiaries, as debtors and debtors in possession in the above-captioned chapter11 cases (collectively, the “
Debtors
,” and together with their non-Debtor subsidiaries, “
AMR
”),respectfully represent:
11-15463-shl Doc 12 Filed 11/29/11 Entered 11/29/11 07:53:02 Main DocumentPg 1 of 27
 
 
US_ACTIVE:\43853169\05\14013.0138
2
Background
1.
 
On the date hereof (the “
Commencement Date
”), the Debtors eachcommenced with this Court a voluntary case under chapter 11 of title 11, United States Code (the
Bankruptcy Code
”). The Debtors are authorized to continue to operate their business andmanage their properties as debtors in possession pursuant to sections 1107(a) and 1108 of theBankruptcy Code. No trustee, examiner, or statutory creditors’ committee has been appointed inthese chapter 11 cases.2.
 
Contemporaneously herewith, the Debtors have filed a motion requesting joint administration of the chapter 11 cases pursuant to Rule 1015(b) of the Federal Rules of Bankruptcy Procedure (the “
Bankruptcy Rules
”).3.
 
Information regarding the Debtors’ business, capital structure, and thecircumstances leading to the commencement of these chapter 11 cases is set forth in theAffidavit of Isabella D. Goren Pursuant to Rule 1007-2 of the Local Bankruptcy Rules of theSouthern District of New York, sworn to on the date hereof (the “
Goren Affidavit
”), which hasbeen filed with the Court on the date hereof.
Jurisdiction
 4.
 
This Court has jurisdiction to consider this matter pursuant to 28 U.S.C.§§ 157 and 1334. This is a core proceeding pursuant to 28 U.S.C. § 157(b). Venue is properbefore this Court pursuant to 28 U.S.C. §§ 1408 and 1409.
Relief Requested
5.
 
The Debtors request entry of an order pursuant to sections 105(a) and363(c) of the Bankruptcy Code (i) authorizing the Debtors, in their business judgment, to (a)perform and honor their prepetition obligations related to the Customer Programs (as defined
11-15463-shl Doc 12 Filed 11/29/11 Entered 11/29/11 07:53:02 Main DocumentPg 2 of 27
 
 
US_ACTIVE:\43853169\05\14013.0138
3herein) as they deem appropriate, and (b) continue, renew, replace, implement new, and/orterminate one or more of the Customer Programs as they deem appropriate, in the ordinarycourse of business, without further application to the Court, and (ii) authorizing and directing theDisbursement Banks (as defined below) to honor and process related checks and transfers.
The Debtors’ Customer Programs
6.
 
The Debtors’ customers are the lifeblood of their business. In this highlycompetitive business, customer satisfaction is the key to survival. Before the CommencementDate and in the ordinary course of their business, the Debtors offered various customer programsand engaged in certain customer practices to develop and sustain a positive reputation in themarketplace for their services and to engender customer loyalty (collectively, the “
CustomerPrograms
” and the obligations thereunder and related thereto, collectively, the “
CustomerProgram Obligations
”). The Customer Programs include, but are not limited to, theTicketholder Claims, the AAdvantage Travel Awards Program, the Leisure Sales Programs,American Airlines Vacations, Barter Arrangements, the Admirals Club
®
, the CorporatePrograms, the Gift Cards, and the Cargo Programs, each of which is defined and described ingreater detail below. The Debtors’ Customer Programs ensure customer satisfaction, generategoodwill, and meet competitive pressures so that the Debtors can retain current customers, attractnew customers, and ultimately enhance revenues.7.
 
Pursuant to sections 105(a) and 363(c) of the Bankruptcy Code, theDebtors request authority in their business judgment to (i) perform and honor the prepetitionCustomer Program Obligations as they deem appropriate, and (ii) continue, renew, replace,implement new, and/or terminate one or more of the Customer Programs as they deemappropriate, in the ordinary course of business, without further application to the Court.
11-15463-shl Doc 12 Filed 11/29/11 Entered 11/29/11 07:53:02 Main DocumentPg 3 of 27

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