U.S. Department of

Transportation

Office of the Secretary

Of Transportation

June 13,2014

Mr. Robert P. Silverberg

Silverberg Goldman & Bikoff, L.L.P.

Georgetown Place, Suite120 .

1101 30TH Street, N.W.

Washington, DC 20007

Dear Mr. Silverberg:

, 'qn.:E~!TOr. 1200 New Jersey Ave .. S.E.

.'.. "SOORTJ W,'" Washington. DC 20590

.,.. - 0 \ Vi~

. ';. , 0t-R' TIO~i(,

v" •.•' ' .. MI~ 'f,v

1m .w;:~ 13 P 3: 40.

,

We have completed our initial review of the information Gulf & Caribbean Cargo, Inc.

("G&CC"), provided in support of its request to remove the condition that limits the number of

large aircraft it may operate.

This review has revealed the need for additional and/or clarifying information before we can

complete our review of G&CC. Specifically, in the application, you state that G&CCand

Shadrack, LLC ("Shadraek") entered into an Agreement and Plan of' Recapitalization in

December 2013 and at that time, amended the air carrier's Articles of Incorporation. In addition,

you also state that G&CC now has two classes of common stock. In light of the foregoing, we

ask that you please provide the following:

(I) Agreement and Plan of Recapitalization entered between G&CC and Shadrack.

(2) G&CC's amended Articles of Incorporation.

(3) Please identify the citizenship of each owner of G&CC, provide the type and number

of shares held by each owner, and provide the compliance history information as required by

sections 204.3(1), (m), (0), and (P) of our rules.

(4) Please state the total number of shares issued, authorized and outstanding for each

class of stock.

In addition, we remind G&CC that it should promptly provide the Department with any

information regarding changes it may undergo in areas affecting its fitness (i.e., management,

operating plans or financial condition, compliance disposition, or ownership) while under review

by the Department.
2

Please include the following certification signed by a representative of the air carrier [who shall

be a principal owner, senior officer, or internal counsel of the carrier]:

The contents of this submission and the attached exhibit (s) are true and correct to the

best of my knowledge and belief. Pursuant to Title 18 United States Code Section 100 I,

1 [the individual signing the application, who shall be a principal owner, senior officer,

.or internal counsel of the applicant], in my individual capacity and as the authorized

representative of the applicant, have not in any manner knowingly and willfully falsified,

concealed or failed to disclose any material fact or made any false, fictitious, or

fraudulent statement or knowingly used any documents which contain such statements in

connection with the preparation, filiI!g or prosecution of the application. I understand

that an individual who is found to have violated the provisions of 18 U.S.C section 100 I

shall be fined or imprisoned not more than five years, or both.

Thank you for your cooperation in this matter. I ask that you respond fully to this request within

30 days of this letter. If you have any questions regarding this letter or the requested

information, please feel free to contact Shabu Thomas at (202) 366-9721.

Laur ~ J. Remo

Chief, Air Carrier Fitness Division

Office of Aviation Analysis

cc: Dockets DOT-OST-1996-1023

DOT-OST-1996-1071

Mr. Russel J Megargle (FAA)

POI