Order 201 4

- 2

- 11

Served: February 11, 2014

UNITED STATES OF AMERICA
DEPARTMENT OF TRANSPORTATION
OFFICE OF THE SECRETARY WASHINGTON, D.C.

Issued by the Department of T ransportation

on the 11 th day of February , 201 4

Applications of

WESTERN GLOBAL AIRLINES, LL C

for certificates of public convenience and necessity,

under 49 U.S.C. § 41102 to engage in interstate and foreign charter air transportation of property and

ma il Docket DOT

- OST

- 2013

- 0105
Docket DOT

- OST

- 2013

- 0106

ORDER TO SHOW CAUSE
PROPOSING ISSUANCE OF CERTIFICATE AUTHORITY

Summary

By this order, we tent atively find that Western Global Airlines, LLC (“Western Global” )

, is a citizen of

t he United States and is fit, willing, and able to conduct interstate and foreign charter air transportation of property and mail as a U.S. certificated air carrier , subject to conditions

.

Background

Section 41102 of Title 49 of the United States Code (“t he Transportation Code”) directs us to determine whether companies proposing to engage in interstate and foreign charter air transportation are “fit, willing, and able” to perform such service, and to comply with the Transportation Code and the regulations and requirements of the Department. In making fitness findings, the Department uses a

three

- part test that reconciles the Airline Deregulation Act’s liberal entry policy with Congress’ concern for operational safety and consumer protection. The three ar eas of inquiry that must be addressed in

order to determine a n air carrier’s fitness are whether the applicant: (1) will have the managerial skills and technical ability to conduct the proposed operations, (2) will have sufficient financial resources to

co mmence the operations proposed without posing an undue risk to consumers, and (3) will comply with the Transportation Code and regulations imposed by Federal and state agencies. We must also determine that the applicant is a U.S. citizen.

On May 14, 20 13, Western Global filed applications in Dockets DOT

- OST

- 2013

- 0105 and DOT

- OST

2013

- 0106 for authority to c onduct interstate and foreign charter all

- cargo air transportation pursuant to section 41102 of the Transportation Code. The fitness information req uired by section 204.3 of our regulations was provided with the application

. 1

1 Western Global filed information supplementing its application s on September 9

, October 22, and December 9, 2013

, and January 10, 2014.

U N I T E D S

T A T E S O F A

M E R I C A D E P A R T M E N T O F T R A N S P O R T A T

I O NNo answers were filed to the application s and no special issues regarding the applicant have come to our attention. Under these circumstances, we propose to decide the issue of the applicant's fitness on the basis of the written record, and we tent atively conclude that Western Global is a U.S. citizen and has met the fitness test to conduct interstate and foreign charter all

- cargo operations. We will, however, give interested parties an opportunity to show cause why we should not adopt as final the tentative findings and conclusions stated herein

.

FITNESS

The Company

Western Global, a newly formed

, non

- operating Florida limited liability company located in Sarasota

, Flori da, was co

- founded in March 2013 by Mr. James K. Neff and his wife

, M r s. Carmit P

. Neff, both

U.S. citizen s

. Ownership of Western Global is held by three trusts formed in the State of Florida for the benefit of the Neff family. Specifically, the James K. Neff Revocable Trust, which lists Mr. Neff as its sole trustee and beneficiary, holds 35 percent of the company. The Western Global Airlines Trust, of which Mr. Neff is also the sole trustee, holds an additional 35 percent of the ownership

, with his daug hters and grandchildren listed as beneficiaries. Finally, the remaining 30 percent of the air carrier is

held in the Carmit P. Neff Revocable Trust

, of which Mrs. Neff is the sole trustee and beneficiary.

While t he applicant has no subsidiaries

, it doe s have two companies affiliated through common ownership by Mr. Neff and his family : Nordic Global Airlines, Ltd. (“Nordic Global”), a Finnish all

cargo airline partially owned by a trust controlled by Mr. and Mrs. Neff (29 percent)

, 2 and Neff Air,

LLC (“N eff Air”)

, a Delaware limited liability company under sole ownership by Mr. and Mrs. Neff. Neff Air is a management company which administers the leases of several aircraft and aircraft parts owned by special purpose companies

, established specifically to hold title to aircraft that are controlled by Mr. and Mrs. Neff.

Managerial Competence

Western Global’s key management personnel consist of the following individuals , all of whom are U.S.

citizens hired in April 2013 when the air carrier began its cer tification process :

Mr. James K. Neff Chief Executive Officer (“CEO”) and Chief Operations

Officer (“COO”)

M r s. Carmit P. Neff Chief Financial Officer (“CFO”) Mr. Thomas J. Quehl Vice President, Operations

Mr. Terrence A. Washow Director of Safe ty and Security

Mr. Jerome M. Basile Director of Maintenance Mr. George Boyko Chief Pilot Mr. William E. Phillips Chief Inspector

Mr. James K. Neff, CEO and COO of Western Global, has had a lengthy career in the cargo airline industry. In addition t o serving in his current capacity with the applicant, Mr. Neff is the CEO of Neff

2 Mr. James Neff is the non

- Executive Chairman of the Board of Directors of Nordic Global.Air (2010

- present) and non

- executive Chairman of the Board of Directors of Nordic Global ( 2011

- present )

. He previously served as CEO of Southern Air Holdings (2007

- 2010) and was the Co

F ounder and CEO of both Southern Air, Inc. (1999

- 2007) and U.S. Turbine Engine Corporation (1991

- 1999). Mr

. Neff also held the position of Senior Vice President of Cargo Programs with Aircraft Trading and Service Company (1987

- 1991), Senior Vi ce President of Marketing with Burlington Air Exp ress (1984

- 1987), Vice President, Fleet Planning with Emery Air Freight Corporation (1981

- 1984), Director of Corporate Planning with Continental Airlines (1979

- 1981)

, and Director of Scheduling at Flying Tig er Line (1971

- 1979).

M r s. Carmit P. Neff is Western Global’s CFO and C o

- F ounder. She is also the CFO and Co

- F ounder of

Neff Air ( 2010

- present), a Board Member of Southern Air Holdings (2007

- 2010) and C o

- F ounder and

B oard membe r of Southern Air

, Inc. (1999

- 2007 )

, and U.S. Turbine Engine Corporation (1991

- 1999). She previously was a M anagement C onsultant for The Weston Group, Redding Consultants, and Luther

& Co

. (1987

- 1993)

, Air Cal (1985

- 1986)

, and The Development Agency (1983

- 19 84 and 1987

- 1988) ; a Produ ct Manager for Mattel Toys (1980

- 1982) ; and a Strategic Planning Analyst with Flying Tiger Line (1976

- 1980)

.

Western Global’s Vice President of Operations, Mr. Thomas J. Quehl, is a licensed Airline Transport Pilot and certified Flight Instructor. He wa s previously employed with GPE Consulting Group, Inc. as Senior Vice President of Certification for GPE Consulting Group, Inc. (June 2012

- February 2013). He

also worked with National Airlines as Director of Training, Director of Operations, and President (Nov

. 2003

- May 2012) . Prior to that, he was with Arrow Air in positions of increasing responsibility

, including Airline Captain, Check Airman, Chief Pilot, Direc t or of Operations, and Vice President of Safety and Compliance (March 1990

- March 1995 and Mar ch 1999

- November 2003)

. Mr. Quehl was also employed by Kalitta Air as its Acting Director of Flight Standards and Aircrew Program Designee (March 1995

- March 1999)

.

Mr. Terrence A. Washow, Western Global’s Director of Safety and Security and a licensed Ai rframe and Powerplant Mechanic and Inspector, was most recently a self

- employed aviation consultant and subject matter expert (September 2010

- April 2013 ). He also worked as Manager of Maintenance Programs and Planning with Ryan International Airlines (Apr il 2007

- August 2010), Production Supervisor and Station Maintenance Manager at US Airways (July 1999

- April 2007), Systems Support Engineer at GE Capital Services Inc. (May 1998

- June 1999), Technical Consultant with Galaxy Scientific (August 1 997

- May 1998), Vice President of Maintenance and Engineering at Flagship Airlines/American Eagle (February 1996

- June 1997) , and Automation Projects Manager and Supervisor of Production Control with American Airlines (August 1988

- February 1996).

Mr. Jerome Basile, Weste rn Global’s Director of Maintenance, is the former Director of Resource Planning with CTS Engines (November 2012

- March 2013). He previously was employed as a Fleet Manager and Manager of Technical Support for Southern Air, Inc. (September 2006

- November 20 12)

, a Maintenance Crew Chief for Polar Air Cargo (March 2004

- September 2006 and June

- November 2000)

, and as an Aircraft Technician for American Airlines (November 2000

- June 2003 ) and for Tower Air (September 1998

- May 2000).

Mr. George Boyko, Chief Pilot f or Western Global, is a licensed Airline Transport Pilot with over 18,300 flight hours . H e was previously a n MD

- 11 Captain and Pilot Trainer with Nordic Global(2011

- 2013) and has held similar Captain positions with Avient (2009

- 2011), Sky Lease (2009), Gemini Air Cargo (1999

- 2008)

, and Viasa ( 1976

- 1997)

. Additionally, Mr. Boyko was an owner of D

- Computers (1998)

, and was also a First Officer for Ford Motor Company (1976) and Protinal (1974

- 1976).

Mr. William E

. Phillips

, Western Global’s Chief Inspecto r, i s a licensed Airframe and Powerp lant

Mechanic. He was

, most recently, Chief Inspector for National Airlines (January 2013

- September 2013). Prior to this, he was em ployed with Southern Air, Inc.

, as a Regulatory Compliance Engineer (September 2009

- Oct ober 2012), Vice President of Quality Control/Chief Inspector (January 2000

- September 2009), and Manager of Quality Control (March 1999

- January 2000). Mr. Phillips also

worked as a C ontract A uditor for Tower Air , Inc. (January 1999

- March 1999), and held s everal positions at Southern Air Transport, Inc., including Chief Inspector (May 1997

- August 1998), Manager of Quality Assurance (June 1995

- May 1997), and Senior Maintenance Representative (March 1989

- June 1995). He was a Lead Mechanic and Electrician for Aero Corporation (June 1984

- March 1989) and

served in the U.S. Air Force (January 1978

- May 1984 )

.

In view of the experience and background of the applicant's key personnel, we tent atively conclude that

Western Global has demonstrated that it possesses th e managerial skills and technical ability to conduct its proposed charter operations. 3

Operating Proposal and Financial Condition

If granted the interstate and foreign all

- cargo charte r authority it seeks , Western Global intends to
operate cargo charter flights, providing wide

- body cargo capacity to air carriers and freight forwarders worldwide. The air carrier initially plans to operate one MD

- 11 freighter aircraft and plans to operate up

to four MD

- 11s, all of which will be leased by Neff Air, by the end of its first year of certificated operations

.

To meet the Department’s financial fitness criteria, an applicant should have access to financial resources sufficient to cover its pre

- operating expenses and the expenses that are reasonably projected t o be incurred during three months of “normal” operations. 4 I n support of its ability to meet our f inancial fitness test, Western Global provided its balance sheet dated May 14, 2013, which shows the company as having current assets of $60 0,000 and no curr ent liabilities, for a positive working capital balance of $600,000. The applicant also pr ovided a statement from J.P. Morga n Private Bank, dated

December 5

, 2013, indicating the combined balance of the Neff’s personal bank accounts to be in excess of $10 .0 million , together with letter s from Mr. and Mrs. Neff, pledging access to these funds to support Western Global’s proposed operations

.

In addition, Western Global provided the Department with its pre

- operating and first

- year expense forecasts. The a pplicant expects to incur about $320,000 in pre

- operating expenses which includes

3 Before authorizing an air carrier to conduct air transportation operations, the FAA also evaluates certain of the air

car rier's key personnel with respect to the minimum qualifications for those positions as prescribed in the Federal Aviation Regulations. The FAA’s evaluation of these key personnel provides an added practical and in

- person test of their skills and

technical ability. All of Western Global’s key technical personnel have been approved by the FAA to hold their positions.

4 Because projected expenses during the first several months of air transportation services frequently do not include all

costs that will be incurred during a “normal” period of operations, it is our practice to base our three

- month test on an average

of one

- quarter of the first year’s operating cost forecast.conformity of maintenance manuals, proving runs, crew training, and FAA/DOT certification costs ; and approximately $17.62 million in first

- year expenses. Western Global ’s fo recast assumes most operating costs including fuel and ground handling are paid in advance directly by its charter customers. We have

reviewed Western Global’s forecasts and find them to be reasonable

. Thus, in order to meet our

financial fitness criteri a, Western Global will need access to approximately $4. 72 million. 5

In light of the above, w e tentatively conclude that Western Global will have sufficient financial resources available to it to enable it to commence its proposed charter all

- cargo opera tions without posing an undue risk to consumers or their funds. W e note that, as is our practice, prior to making any authority awarded to Western Global effective, we will require the company to demonstrate that it

continues to have access to the financi al resources needed to meet our financial test.

Compliance Disposition

Western Global states that there have been no charges of fraud, felony or antitrust violations, or of unfair, anticompetitive or deceptive business practices filed against it, its ow ners, or its key personnel in the past 10 years

. Additionally, Western Global states that as a newly formed air carrier, it has not been

involved in an y accident s or incident s

.

The FAA advises us that it has no objections to the Department’s grant of W estern Global ’s request for charter authority and knows of no reason why the air carrier should not be granted the authority it is seeking

.

In light of these circumstances, we tentat ively find that Western Global has the proper regard for the

laws and regulations governing its services to ensure that its aircraft and personnel conform to applicable safety standards and that acceptable consumer relations practices will be followed

.

CITIZENSHIP

49 U.S.C. § 41102 requires that authority to engage in air transportation be held only by citizens of the

United States as defined in 49 U.S.C. § 40102(a)(15). That section requires that the president and

two

- thirds of the Board of Directors and other managi ng officers be U.S. citizens, that at leas t 75 percent

o f the voting interest be owned by U.S. citizens , and that the air carrier must be under the actual control

of U.S. citizens.

As previously stated, Western Global is a limited liability company organized under the laws of Florida

. Ownership of Western Glo bal is held by three trusts formed in the State of Florida for the benefit of the Neff family : the James K. Neff Revocable Trust ( 35 percent ), t he Western Global Airlines Trust ( 35 percent ), and the Carmit P. Neff Revocable Trust (30 percent)

. Further, al l of Western Global ’s key personnel are identified as U.S. citizens and the company has provided an affidavit attesting that it is a citizen of the United States within the meaning of the Transportation Code and that it is actually controlled by U.S. citiz ens.

5 The $4. 72 million noted here is one quarter of the applicant’s forecast of appr oximately $17.62 million in first year expenses plus the $320,000 in pre

- operating costs.Based on the above, we tentatively conclude that Western Global is a citizen of the United States and is fit, willing, and able to provide the interstate and foreign all

- cargo charter service it proposes as a U.S.

certificated air carrier.

PUBLIC CONVENIENCE AND NECESSITY

No finding of consistency with the public convenience and necessity is required for the award of authority for interstate charter air transportation under section 41102, although such a finding is required for authority to engage in foreign charter air transportation.

We tentatively find that the foreign charter all

- cargo air transportation proposed by Western Global is consistent with the public convenience and necessity. By Order 78

- 7

- 106, which instituted the Former Large Irr egular Air Service Investigation , the Civil Aeronautics Board found that there was a continuing demand and need for additional charter air carriers. Therefore, if Western Global meets the fitness requirements of the Transportation Code, it will receive ce rtificates authorizing it to engage in interstate and foreign charter air transportation of property and mail under section 41102. 6

OBJECTIONS

On January 30, 2014, Western Global filed a motion requesting that, upon the issuance of a show

- cause order te ntatively finding Western Global fit, willing, and able to engage in interstate and foreign charter air transportation of property and mail as a U.S . certificated air carrier, the Department reduce its

standard 14

- day objection and 7

- day answer period to 5 days for objections and 3 days for answers. This request for expedited treatment in the startup of Western Global’s operations is meant to allow the air carrier to fulfill certain business agreements.

On February 5, 2014, Western Global advised the Depa rtment that there were no objections to shortening the answer period. Under these circumstances and under authority assigned in 14 CFR

385.12 , we have decided to grant Western Global’s request for a shortened answer period in this case. We will give inte rested persons 5 days following the service date of this order to show cause why the tentative findings and conclusions set forth here should not be made final; answers to objections will be due within 3 days. We expect that persons objecting to our tenta tive findings and conclusions will

support their objections with relevant and material facts. 7 We will not entertain general, vague, or unsupported objections. If no substantive objections are filed, we will issue orders that will make final

our tentativ e findings and conclusions with respect to certification and fitness and will issue Western

Global certificates that will contain an exact copy of the attached Terms, Conditions and Limitations.

6 Pursuant to 49 U.S.C. § 41307, issuance of foreign authority to Western Global is subject to Presidential review.

7 If an oral evidentiary hearing or discovery p rocedures are requested, the objector should state in detail why such hearing or discovery is considered necessary, and what material issues of decisional fact the objector would expect to establish through a hearing or discovery that cannot be established in written pleadings. The objector should consider whether discovery procedures alone would be sufficient to resolve material issues of decisional fact. If so, the type of procedure should be specified ( see Part 302, Rules 19 and 20); if not, the reason s why not should be explained.CERTIFICATE CONDITIONS AND LIMITATIONS

If Western Globa l is found fit and issued the certificates it seeks, its authority will not become effective

until the air carrier has fulfilled all of the requirements for effectiveness as set forth in the terms,

conditions and limitations attached to its certificates. T his includes , a mong other things, (1) a copy of the holder's Air Carrier Certificate and Operations Specifications authorizing cargo charter operations

from the FAA, (2) a fully

- executed OST Form 6410 evidencing liability insurance for all of its aircraf t that meets the requirements of 14 CFR §205.5(b) of our rules, (3) verification of available funding necessary to meet the Department’s fitness requirements, and (4) a statement of changes that Western Global has undergone in its ownership, management, op erations, finance, or compliance disposition

since the issuance of this order. 8

Additionally, o ur tentative findings stated above are based on the operating plan described in Western

Global ’ s applications that utilizes up to four aircraft. These findin gs might no longer apply if the company were to substantially change the scope of its operations through the introduction of additional aircraft. Therefore, once the applicant’s certificates become effective, should Western Global propose to acquire addit ional aircraft, it must notify the Department in writing at least 45 days in advance and demonstrate its fitness for such operations prior to implementing service with those additional aircraft.

Furthermore, we remind Western Global of the requirements of 49 U.S.C. § 41110(e). Specifically, that section requires that, once a n air carrier is found fit initially, it must remain fit in order to hold its authority. To be assured that certificated air carriers continue to be fit after effective authority ha s been issued to them, we require that they supply information describing any subsequent substantial changes they may undergo in areas affecting fitness

. 9 The compliance of the company with this requirement is

essent ial if we are to carry out our responsi bilities under 49 U.S.C. § 41110(e). 10

Finally, to aid the Department in monitoring the fitness of new carriers, we require that all newly

certificated air carriers submit a detailed progress report, within 45 days following the end of the first year of ce rtificated operations, to the Air Carrier Fitness Division. The report should include a description of the air carrier’s current operations (number and type of aircraft, principal markets served,

total number of full

- time and part

- time employees), a summa ry of how these operations have changed during the year, a discussion of any changes it anticipates from its current operations during its second

8 Western Global has filed its Family Assistance Plan with both the Department and the National Transportation Safety Board, a copy of which was provided in Docket DOT

- OST

- 1996

- 1960 on May 17, 201 3.

9 Western Global may c ontact our Air Carrier Fitness Division to report proposed substantial changes in its operations, ownership, or management, and to determine what additional information, if any, will be required under section 204.5. Moreover, by notice dated July 21, 1998 , the Department requested air carriers to provide a 30

- day advance notification of any proposed change in ownership, restructuring, or recapitalization. If the air carrier fails to file the information or if the

information fails to demonstrate that the air carrier will continue to be fit upon implementation of the substantial change, the Department may take such action as is appropriate, including enforcement action or steps to modify, suspend, or revoke the

air carrier's charter authority.

10 We also re mind Western Global of the requirements of section 204.7 of our rules. This section provides, among other things, that (1) the certificate authority granted to a company shall be revoked if the company does not commence actual flying operations under that authority within one year of the date of the Department's determination of its fitness; (2) if the company commences operations for which it was found fit and subsequently ceases such operations, it may not resume certificated operations unless its fitnes s has been redetermined; and (3) if the company does not resume operations within one year of its cessation, its authority shall be revoked for dormancy.year, current financial statements, 11 and a listing of current senior management and key technical personnel. The air carrier should also be prepared to meet with staff members of the Fitness Division to discuss its current and future operations.

ACCORDINGLY:

1. We direct all interested persons to show cause why we should not issue orders making final the

tentat ive findings and conclusions stated above and award certificates to Western Global Airlines, LLC

, authorizing it to engage in interstate and foreign charter air transportation of property and mail, subject to the attached specimen Terms, Conditions, and Li mitations.

2. We direct any interested persons having objections to the issuance of orders making final any of the proposed findings, conclusions, or the certificate awards set forth here to file such objections with the Departmen t of Transportation Docke ts, 1200 New Jersey Avenue, SE., West Building Ground Floor,

Room W12

- 140, Washington, D.C. 20590, in Dockets DOT

- OST

- 2013

- 0105 and DOT

- OST 2013

- 0106

, and serve them upon all persons listed in Attachment A no later than 5 calendar days after the service

da te of this order; answers to objections shall be filed no later than 3 calendar days thereafter.

3. We grant the motion of Western Global Airlines, LLC in Dockets DOT

- OST

- 2013

- 0105 and

DOT

- OST

- 2013

- 0106 to shorten the public comment period to 5 days.

4. If timely and properly supported objections are filed, we will accord full consideration to the matters or issues raised by the objections before we take further action. 12

5

. In the event that no objections are filed, we will consider all further procedur al steps to be waived and we will enter orders making final our tentative findings and conclusions and will issue Western Global Airlines, LLC c ertificates that will contain exact copies of the attached specimen Terms, Conditions, and Limitations.

6

. We wi ll serve a copy of this order on the persons listed in Attachment A.

7

. We will publish a summary of this order in the Federal Register.

By :

SUSAN L. KURLAND Assistant Secretary for Aviation
and International Affairs

An electronic version of this document is available on the World Wide Web at http://www.regulations.gov

11 These financial statements should include a balance sheet as of the end of the company’s first full year of actual flight operations and a twelve

- month income statement ending that same date.

12 Since we have provided for the filing of objections to this order, we will not entertain petitions for reconsideration.

### Attachment Specimen 

### Terms, Conditions, and Limitations

WESTERN GLOBAL AIRLINES, LLC

is authorized to engage in interstate charter air transportation of property and mail between any point in any State, territory, or possession of the United States or the District of Columbia, and any other point in any of those entities.

This authority is subject to the following provisions:

(1) The authority to operate under this certificate w ill not become effective until six (business) days after the Department has received the following documents; provided

, however , that the Department may stay the effectiveness of this authority at any time prior to

that date:

(a) A copy of the holder's Ai r Carrier Certificate and Operations Specifications authorizing such operations from the Federal Aviation Administration (FAA).

(b) A certificate of insurance on OST Form 6410 evidencing liability insurance coverage meeting the requirements of 14 CFR 205. 5(b) for all of its aircraft.

(c) A statement of any changes the holder has undergone in its ownership, key personnel, operating plans, financial posture, or compliance history, since the date of

the Show Cause Order in this case.

(d) A revised list of p re

- operating expenses already paid and those remaining to be paid, as well as independent verification that the holder has available to it funds sufficient to cover any remaining pre

- operating expenses and to provide a working capital reserve equal to the operating costs that would be incurred in three months of operations.

(2) Pending receipt of effective authority, the holder may not accept payment of any kind (i.e., cash, check, or credit card), or enter into contracts for the operations proposed under this certificate, and any advertisement by the holder must prominently state: "This service is subject to receipt of government operating authority."

(3) The holder shall at all times conduct its operations in accordance with the regulations prescribed b y the Department of Transportation for the services authorized by this certificate, and with such other reasonable terms, conditions, and limitations as the Department of Transportation may prescribe in the public interest.

(4) The holder is not authorize d to carry passengers (other than cargo attendants accompanying freight shipments).2

(5) The holder's authority under this certificate is effective only to the extent that such operations are also authorized by the Federal Aviation Administration (FAA), and comply with all U.S. Government requirements concerning security, including, but not limited to 49

CFR Part 1544. ∗

(6) The holder shall at all times remain a "Citizen of the United States" as required by 49 U.S.C. 40102(a)(15).

(7) The holder shall mai ntain in effect liability insurance coverage as required under 14 CFR Part 205. Failure to maintain such insurance coverage will render a certificate ineffective, and this or other failure to comply with the provisions of Subtitle VII of Title 49 of

the U nited States Code or the Department's regulations shall be sufficient grounds to revoke this certificate.

(8) The holder is not authorized to engage in air transportation operations between points within the State of Alaska.

(9) Should the holder propose any substantial change in its ownership, management, or operations (as defined in 14 CFR 204.2(l)), it must first comply with the requirements of 14

CFR 204.5.

(10) In the event that the holder does not commence actual flying operations under this certif icate within one year of the date of the Department's determination of its fitness, its authority shall be revoked for dormancy, unless the holder is conducting operations under another type of certificate authority. Further, in the event that the holder commences operations for which it was found "fit, willing, and able" and subsequently ceases all such operations, its authority under all certificates held shall be suspended under the terms of 14 CFR 204.7 and the holder may neither recommence nor adverti se such operations unless its fitness to do so has been redetermined by the Department. Moreover, if the holder does not resume operations within one year of its cessation, its authority shall be revoked for dormancy.

∗ To assure compliance with all applicab le U.S. Government requirements concerning security, the holder shall, before commencing any new service (including charter flights) to or from a foreign airport, contact its Principal Security Inspector (PSI) to advise the PSI of its plans and to find out whether the Transportation Security Administration has determined that security is adequate to allow such airport(s) to be served.

### Attachment Specimen 

### Terms, Condi tions, and Limitations

WESTERN GLO BAL AIRLINES, LLC

.

is authorized to engage in foreign charter air transportation of property and mail:

Between any place in the United States and any place outside thereof.

This authority is subject to the following provisions:

(1) The authority to operate under this certificate will not become effective until six (business) days after the Department has received the following documents; provided

, however , that the Department may stay the effectiveness of this autho rity at any time prior to

that date:

(a) A copy of the holder's Air Carrier Certificate and Operations Specifications authorizing such operations from the Federal Aviation Administration (FAA).

(b) A certificate of insurance on OST Form 6410 evidencing l iability insurance coverage meeting the requirements of 14 CFR 205.5(b) for all of its aircraft.

(c) A statement of any changes the holder has undergone in its ownership, key personnel, operating plans, financial posture, or compliance history, since the date of

the Show Cause Order in this case.

(d) A revised list of pre

- operating expenses already paid and those remaining to be paid, as well as independent verification that the holder has available to it funds sufficient to cover any remaining pre

- operat ing expenses and to provide a working capital reserve equal to the operating costs that would be incurred in three months of operations.

(2) Pending receipt of effective authority, the holder may not accept payment of any kind (i.e., cash, check, or credi t card), or enter into contracts for the operations proposed under this certificate, and any advertisement by the holder must prominently state: "This service is subject to receipt of government operating authority."

(3) The holder shall at all times con duct its operations in accordance with the regulations prescribed by the Department of Transportation for the services authorized by this certificate, and with such other reasonable terms, conditions, and limitations as the Department of Transportation may prescribe in the public interest.

(4) The holder is not authorized to carry passengers (other than cargo attendants accompanying freight shipments).2

(5) The holder shall at all times conduct its operations in accordance with all treaties and

agreements between the United States and other countries, and the exercise of the privileges granted by this certificate is subject to compliance with such treaties and agreements and with any orders of the Department of Transportation issued under them or for the pu rpose of requiring compliance with them.

(6) The exercise of the authority granted here is subject to the holder's first obtaining from the appropriate foreign governments such operating rights as may be necessary.

(7) The holder's authority is effectiv e only to the extent that such operations are also authorized by the FAA, and comply with all Department of Transportation and Department of Homeland Security requirements concerning security.

(8) The holder shall at all times remain a "Citizen of the Uni ted States" as required by 49 U.S.C. 40102(a)(15).

(9) The holder shall maintain in effect liability insurance coverage as required under 14 CFR Part 205. Failure to maintain such insurance coverage will render a certificate ineffective, and this or othe r failure to comply with the provisions of Subtitle VII of Title 49 of the United States Code or the Department's regulations shall be sufficient grounds to revoke this certificate.

(10) Should the holder propose any substantial changes in its ownership, management, or operations (as that term is defined in 14 CFR 204.2(l)), it must first comply with the requirements of 14 CFR 204.5.

(11) In the event that the holder does not commence actual flying operations under this certificate within one year of the date of the Department's determination of its fitness, its authority shall be revoked for dormancy, unless the holder is conducting operations under another type of certificate authority. Further, in the event that the holder commences operations for whic h it was found "fit, willing, and able" and subsequently ceases all such operations, its authority under all certificates held shall be suspended under the terms of 14 CFR 204.7 and the holder may neither recommence nor advertise such operations unless its fitness to do so has been redetermined by the Department. Moreover, if the holder does not resume operations within one year of its cessation, its authority shall be revoked for dormancy.3

ATTACHMENT A

SERVICE LIST FOR WESTERN GLOBAL AIRLINES, LL C

MR JAMES NEFF

CEO

WESTERN GLOBAL AIRLINES LLC

5566 BROADCAST COURT

SARASOTA FL 34230

MR MARK ATWOOD

COZEN O’CONNOR

1627 I STREET NW

WASHINGTON DC 2000 6

MR WILLIAM ROYAL

POI FOR WESTERN GLOBAL AIRLINES

FEDERAL AVIATION ADMIN ISTRATION

5601 MARINER STREE T

SUITE 310

TAMPA FL 33609

MR PETER LYNCH AGC

- 300

ASST CHIEF COUNSEL FOR

ENFORCEMENT

FEDERAL AVIATION ADMIN ISTRATION

800 INDEPENDENCE AVE SW

WASHINGTON DC 20591 MR WILLIAM CHADWICK

OFFICE OF AIRLINE INFO

DEPT OF TRANSPORTATION

1200 NEW JERSEY AVE SE

WASHINGTON DC 20590

MR MARK MAZOR AFS

- 900

MANAGER CSET

FAA SUITE 203B

45005 AVIATION DRIVE

DULLES VA 20166

- 7537