U.S. Department of Transportation Office ofthe Secretary OfTransportation



### October 2, 2012 Mr. Shawn Simpson President Boutique Air, Inc. 340 Pine St., Suite 503 SanFrancisco, CA 94104 RE: DocketDOT-OST-2012-0108 Application ofBoutique Air, Inc. ForAuthority to Conduct Commuter Operations DearMr. Simpson: 1200 New JerseyAve., S.E. Washington, DC 20590



### Thank you for the information you recently submitted to the Depart;ment ofTransportation on behalfofBoutique Air, Inc. (''Boutique Air"), for the determination ofits fitness to conduct commuter operations. We have determined that we will need additional and/or clarifying information before we may complete our review. The attached Information Request lists the areas where further information/clarification is necessary. I ask that you respond fully to this request within 30 days ofthe date ofthis letter. You may upload your response via the web at www.regulations.gov, or you may mail the original to U.S. Department ofTransportation Dockets, West Building,.Ground Fioor, Wl2-140, 1200 New Jersey Avenue SE, Washington, D.C. 20590. Ineither case, your response shouldbe tiled in DocketDOT-OST-2012-0108. In the meantime, as is the Department's practice, further processing ofyour application will be deferred pending receipt ofthis material. Thank you for your cooperation in this matter. If you have any questions regarding this letter or the requested information, please feel free to contactBarbara Snoden ofmy staffat (202) 366-9721. Sincerely,

Lau al Chie , ir carrier Fitness Division Office ofAviation Analysis

Enclosurecc: DocketDOT-OST-2012-0108 Mr. Gerald Griswold POI for BoutiqueAir, Inc. FAA, Sacramento FSDO 

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### REQUEST FORINFORMATION BOUTIQUE AIR, INC.

CORPORATE STRUCTURE AND OWNERSHIP 1. The articles ofincorporation for "OpenTrip" were requested. However, the certificate of incorporation for a company called "HMS Technology, Inc." was submitted. Please submit the appropriate documentation if the company's name was officially changed from "HMS Technology, Inc." to "Open Trip." Otherwise, please submit the articles of incorporation for "Open Trip," the company designated as the parent company of BoutiqueAir. 2. Pleaseidentify any other subsidiary businesses OpenTrip operates besides BoutiqueAir. 

### FINANCIAL POSITION AND OPERATING PLANS 1. Pleaseprovide written confirmationwaiving BoutiqueAir's landing fees for the proposed commuter operations atbothRedding and Oakland airports. 2. In your most recent submission, you stated that Boutique Air's seasonal Air Attack operations would begin generating revenue in July 2012. In this regard, please provide July, August, and September2012 balance sheets for BoutiqueAir. 3. According to your mostrecent submission, Open Trip provided a statement claiming that it will support the operations of Boutique Air. However, based on our review ofthe financial statements submitted for Open Trip, 

### it appears as though the company has reported net losses for calendar year 2009 through June 2012. How does Open Trip intend to support the operations ofBoutique Air given its reported net losses? Does it intend to make use ofthe funds from Mr. Simpson? Ifso, we ask that youplease provide thirdparty verificationfor Mr. Simpson showing the amount ofcapital inhis name. 4. In support of its financial fitness, Boutique Air provided third-party verification from Bank of America of funds currently available to the company, which was signed by Ms. Jennifer Belcher, Client Manager, Small Business Banking. However, we were unable to contact her to verify this infom1ation. In this regard, we ask that you please provide a new letter from Bank of America on company letterhead that contains all pertinent information, such as contact information for the signatory and mailing address, to enable usto verify funds available to Boutique Air. BoutiqueAir also provided third-partyveritlcation from BankofAmericafor OpenTrip, the parent company ofthe applicant. This verification also lacks the contact information identified in the aforementioned paragraph. IfBoutique Air will rely on Open Trip to help support its proposed commuter operations, we ask that a new letter from Bank of America containing all pertinent information, including contact and mailing information ofthe signaturebeprovidedto enable us to verify funds availableto Open Trip.

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COMPLIANCE DISPOSITION 

### The information provided pursuant to this Information Request should be accompanied bythe following certification: The contents ofthis application and the attached exhibit (s) are true and correct to the best ofmy knowledge and belief. Pursuant to Title 18 United States Code Section 1001, I 

### [the individual signing the application, who shall be aprincipal owner, senior officer. or internal counsel ofthe applicant], 

### in my individual capacity and as the authorized representative ofthe 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 orknowingly used any documents which contain such statements in com1ection with the preparation, filing or prosecution ofthe application. I understand that an individual who is found to have violated the provisions of 18 U.S.C section 1001 shall be fined orimprisoned not more than five years, orboth.