### Page 1 of 27 APPLICATION OF GULF COAST AIRWAYS, INC.



## BEFORE THE

DEPARTMENT OF TRANSPORTATION

OFFICE OF THE SECRETARY
WASHINGTON, D.C.

Docket No. DOT

- OST

- 2000

- 0249

RESPONSE TO REQUEST FOR ADDITIONAL INFORMATION

Communication with respect to this document should be sent to:

Joel T. Johnson, Jr. Pres
GULF COAST AIRWAYS, INC.

526 Terminal Drive Naples Municipal Airport Naples, Florida 34104 Telephone: (239) 403

- 3020 Facsimile: (239) 643

- 2501

Email: joeljjj02@msn.com Application of:

GULF COAST AIRWAYS, INC.

For Authority to Conduct Scheduled Passenger
Operations as a Common Air Carrier Pursuant to 49

U.S.C. 41738



### NOTICE: ANY PERSON WHO WISHES TO SUPPORT OR OPPOSE THIS
APPLICATION S HOULD FILE BY JANUARY 15, 2009 AN ANSWER WITH THE
DEPARTMENT AND SERVE A COPY ON ALL PERSONS ON THE ATTACHED SERVICE LIST. APPLICANT REQUESTS THAT THIS APPLICATION BE
PROCESSED BY THE NONHEARING PROCEDURES UNDER SUBPART B OF
THE DEPARTMENT OF TRANSPORTATI ON'S RULES OF PRACTICE.

### Page 2 of 27 ANSWER TO QUESTION #1 We will place a copy of our Pre

- application Statement of Intent in the public document of this proceeding together with all the changes that have been made since the original filing with FAA. A copy of this in its original form with three additional copies ar e being sent to DOT for filing in accordance to your directions.

ANSWER TO QUESTION #2 Our intent was to NOT travel outside the United States and so therefore did not submit OST

Fo rm 4523. However, since this is a requirement, Form 4523 is attached in accordance with the Warsaw Convention
counterpart Agreement 18900. See Exhibit 2A that follows

.

ANSWER TO QUESTION #3 GCA proposes to initiate daily service from Naples, Florida to Key West Florida. See Exhibit

3A that follows.

ANSWER TO QUESTION #4 A nswer s to the above question follows :

### Page 3 of 27

1. Lease Deposits and rents. There are no lease deposits or rents at Naples at this time . NAA has granted us free rent for one year. The station facility deposits or rents for Key West are covered (Item # 6295) ramp fees. See

Exhibit 4A.

2. Legal Expenses are covered under professional fees (Item #6270) in Exhibit 4A

. 3. Station expe nses are covered under (Item # 6295) Exhibit 4A.

4. Facility Deposits and Rents. To date there are no deposits or rents due. See Exhibit 4A

5. Training Expenses. Are covered under (Item #6280) Pilot Services. See Exhibit 4A

6. Insurance. See (Item # 6185) for air craft and property liability damages. See Exhibit 4A

7. General and Administrative. See (Item# 6166) Employee Expenses. See Exhibit 4A

8. Employee Expenses are also under (Item #6166) Employee Expenses. See Exhibit 4A

9. Expenses related to FAA certificatio n. That item falls under (Item #6166) Employee Expenses . See Exhibit 4A

10. All items above are all prepaid.

11. Items that remain to be paid. All items are on a cash basis and therefore are not due until the services/products

are used.

12. Please see the attach ed Exhibit 4A

.

ANSWER TO QUESTION #5 There are only two relevant corporatons, Gulf Coast Airways, Inc., and Gulf Coast Aircraft,

Inc.

Gulf Coast Airways has been in business for more than three years and does not have an accou nting program prior to

20 07

. Please see the attached Exhibit 5A f or the Gulf Coast Airways, balance sheet and income statement. The
acounting system is a Cash Basis. There are no depreciation schedules or amortization of intangibles, overhauls, or

unearned revenues in these companies.

Gulf Coast Aircraft, Inc., was recently reactivated because of the need to register the Aztec. The original Gulf Coast Aircraft company was disolved about 2 years ago, and so does not hav e a financial history to date because no business

was conducted under that name. Please see the Profit and Loss Statement on Exhibit 5B

. The accounting basis is Cash Basis. There are not depreciation schedules or amortization of intangibles, overhauls, or un earned revenues to this

company as w ell.

### Page 4 of 27 ANSWER TO QUESTION #6 GCA works on a cash basis and advance deposits therefore there are no draw downs of any

kind and no terms of repayment or expiration dates. The lines of credit are being advanced by me and my wife Martha

. Our financial state ments have been presented. However, since my original submission to the DOT was unreadable , I am

re

- submitt ing my personal financial statement by U.S. Mail

. See m y Pers onal Financial Statement on Exhibit 6A

.

ANSWER TO QUESTION #7 . Because of the changing conditions with money in and out of the company it is not feasible
to give you a n average daily deposit of all funds that we are accessible to. Please see my account balances that are available on this day of the printing. See Exhibit 7A

.

ANSW ER TO QUESTION #8 See attached Lease Agreement for a Piper Aztec, N6540Y. Lessor has all other responsibilities except for fuel which we will provide. See Lease Agreement, Exhibit 8A

.

ANSWER TO QUESTION #9

. I, Joel T. Johnson, Jr. am president of Gul f Coast Airways and Gulf Coast Aircraft, Inc.

J&S Aircraft, Inc. was a former company which was administratively dissolved on 09

- 15

- 2006

. Mr. Johnson will manage Gulf Coast Airways full time, while Gulf Coast Air craft is only a leasing company. There w ill be no time spent on J&S Aircraft for the above reason and 5% of my tim e managing Gulf Coast Aircraft, Inc. No Exhibit provided.

ANSWER TO QUESTION #10 

### Please See Exhibit 10A for John Fuller, Exhibit 10B for Robert Falbo and Exhibit 10C for Melvyn Mayes which are attached.

Name of Pilot Certificate Numbers Current Ratings

Mr. John E. Fuller
See Exhibit 10A 1956775
1815700
1815700 Ground Instructor Airline Transport Pilot Flight Engineer
Mr. Robert Falbo
See Exhibit 10B 3292422 Airline Transport Pilot Airplane multi engine

### Page 5 of 27 ATR

- 42, ATE

- YS, BA

- 3100, CA

212,CL

- 85, EMB

- 145, SD

- 3, SF

340. And Airplane single engine with commercial privileges. Mr. Melvyn Mayes
See Exhibit 10C 2424115 Airline Transport Pilot, Flight Instructor, Airplane Multi

- engine land, CE

- 500, DA=20, LR

- JET, Commercial privileges, airplane single engine land.

I have photo copied all three pilot’s certificates and current ratings in color. Because the licenses are in color they do not copy well in black and white. This does not transmit well over the internet, so color copies are being provided as well as the above outline of Names, Certificate Numbers and Ratings as requested. The Original copies are being sent by a courier service. This package contains all items th at were asked for in your request to produce.

Answer to Question #11. Mr. Fuller is now nor has been the subject of any pending legal action or outstanding judgments. Please see the attached Exhibit 11A, I am resubmitted this exhibit 45 in its entirety to insure clarity

.

Answer to Question #12. Mr. Fuller is now and has never been the subject of any formal complaint or enforcement investigation by the DOT or FAA within the past 5 years. Please see the attached Exhibit 11A

, I am resubmitted this exhibit 45 in its entirety to insure clarity.



## 10. Are you or any company in which you a substantial interest now or have you been the subject of a formal complaint or enforcement investigation by the DOT or the FAA regarding complia nce with the Federal Aviation Act of 1958, or any order, rule, regulation or other requirement issued pursuant to the Act during the past five (5) 

## years? Yes__ ___ No__x____ (If “yes”, please provide information regarding all such positions and any other

r elevant information on the attached “Detailed Response”)

ANSWER TO QUESTION #12. Please see Exhibit #11A. T his question was also misunderstood. Mr. Fuller has not been
the subject of a complaint or any enforcement investigation by the DOT or the FAA



## . Please see the attached Exhibit 11A that is being resubmitted in its entirety to insure clarity

.

### Page 6 of 27 ANSWER TO QUESTION #13 A

. Mr. Falbo has no interest in any other carrier. He is retired from American Eagle Airlines

Please see the attached Exhibit 13A that is being resubmitted in its entirety. Also please see Exhibit 13B for Mr. Falbos

resume.

ANSWER TO QUESTION #14. When I called Sandra Miller for her resume, she had just announced that she is leaving Soldavini Accounting here in Naples, Florida. Brigid Soldavini, owner of Soldavini Accounting will handle our accounting

in accordance to the attached letter to Gulf Co ast Airways. They have been filing our corp orate returns for several years. Please See Exhibit 14A attached.

ANSWER TO QUESTION #15 Mr. David Montgomery is an IA for RexAir Service Center, a maintenance facility. Mr. Montgomery will continue to serve as Director of Maintenance for GCA, for the foreseeable future

. As of this date Mr. Montgomery devotes his time to our needs on a will call basis. No Exhibit is attached for this question.

ANSWER TO QUESTION #16 O ur Charter Expense line ite m is # 6135 . This has been set up to pay Charter

- Expenses to Outside Charter Service companies in case of service irregularities

. Please refer to Exhibit 4A line item #61 35 for Charter Expenses.

### Page 7 of 27 

### CERTIFICATION

The information provided pursuant to this Information Request should be accompanied by the following

Certification:

The contents of this application and the attached exhibits are true and correct to the best of my knowledge and belief. Pursuant to title 18 of United States Code Section 1 001, I Joel T. Johnson, Jr. President of Gulf Coast Airways, and Gulf Coast Aircraft, in my individual capacity and as the authorized representative of the applicant, have not in any manner knowingly and willfully falsified, or concealed or failed to discl ose any material fact or made any false, fictitious, or fraudulent statement or knowingly used any documents which

contains such statement in connection with the preparation, filing or prosecution of the application. I

understand that an individual who is found to have violated the provisions of 18 U.S.C. Section 1001 shall be fined or imprisoned not more than five years, or both.

X_ Original Signature

_________________________ Signed: Joel T. Johnson, Jr.

Dated: December 15, 2009

### Page 8 of 27 

### Exhibit 2A
Docket OST 95

- 236 U.S. Department of Transportation Office of the Secretary of Transportation 

### AGREEMENT

_____________________________________________________________________________________________________________________________ ____________________________________________________________ The undersigned carriers (hereinafter referred to as “the Carriers”) hereby agree as follows:

1. Each of the Carriers shall, effective May 16, 1966, include the following in its conditions of carriage, including tariffs embodying conditions of carriage filed by it with any government:

“The Carrier shall avail itself of the limitation of liability provided in the Convention for the Unification of Certain Rule s Relating to International Carriage by Air signed at Warsaw October 12th, 1929, or provided in the said Convention as amended by t he Protocol signed at The Hague September 28th, 1955. However, in accordance with Article 22(1) of said Convention, or said Convention as amended by said Protocol, the Carrier agrees that, as to all international transportation by the Carrier as defined in the said Convention or said Convention as amended by said Protocol, which, according to the contract of Carriage, includes a point in the United States of America as a point of origin, point of destination, or agreed stopping place

(1) The limit of liabi lity for each passenger for death, wounding, or other bodily injury shall be the sum of US $75,000 inclusive of legal fees and costs, except that, in case of a claim brought in a State where provision is made for separate award of leg al fees and costs, the limit shall be the sum of US $58,000 exclusive of legal fees and costs.

(2) The Carrier shall not, with respect to any claim arising out of the death, wounding, or other bodily injury of a passenge r, avail itself of any defense under Article 20(1) of sai d Convention or said Convention as amended by said Protocol.

Nothing herein shall be deemed to affect the rights and liabilities of the Carrier with regard to any claim brought by, on be half of, or in respect of any person who has willfully caused damage which resulted in death, wounding, or other bodily injury of a passenger.”

2. Each Carrier shall, at the time of delivery of the ticket, furnish to each passenger whose transportation is governed by t he Convention, or the Convention as amended by the Hague Protocol, and by the special contract described in paragraph 1, the fol low ing notice, which shall be printed in type at least as large as 10 point modern type and in ink contrasting with the stock on (i) each ticket; (ii) a piece of paper either placed in the ticket envelope with the ticket or attached to the ticket; or (iii) on the ticket envelope:

“ADVICE TO INTERNATIONAL PASSENGER ON LIMITATION OF LIABILITY Passengers on a journey involving an ultimate destination or a stop in a country other than the country of origin are advised that the provisions of a treaty known as the Warsaw Convention may be applicable to the entire journey, including any portion entirely within the country of origin or destination. For such passengers on a journey to, from, or with an agreed stopping place in t he United States of America, the Convent ion and special contracts of carriage embodied in applicable tariffs provide that the liability of [certain ]* GULF COAST AIRWAYS, INC. carriers parties to such special contracts for death of or personal injury to passengers is limited in most cases to p roven damages not to exceed US $75,000 per passenger, and that this liability up to such limit shall not depend on negligence on the part of the c arrier. For such passengers traveling by a carrier not a party to such special contracts or on a journey not t o, from, or having an agreed stopping place in the United States of America, liability of the carrier for death or personal injury to passengers is limited in most cases to approximately US $10,000 or US $20,000.

The names of Carriers parties to such spe cial contracts are available at all ticket offices of such carriers and may be examined on request.

Additional protection can usually be obtained by purchasing insurance from a private company. Such insurance is not affected by any limitation of the carr ier’s liability under the Warsaw Convention or such special contracts of carriage. For further information please consult your airline or insurance company representative.”

3. [This Agreement was filed with the Civil Aeronautics Board of the United State s. The Board approved it by Order E

- 23680, adopted May 13, 1966. The Agreement (Agreement 18900) became effective May 16, 1966. On January 1, 1985, this Agreement became the responsibility of the Department of Transportation (DOT) by operation of law.]

4 . This Agreement may be signed in any number of counterparts, all of which shall constitute one Agreement. Any Carrier may become a party to this Agreement by signing a counterpart hereof and depositing it with DOT.

5. Any Carrier party hereto may withdr aw from this Agreement by giving twelve (12) months’ written notice of withdrawal to DOT and the other Carriers parties to the Agreement.

______________________________ (Signature and Date) _ SIGNED COPIES ARE BEING MAILED. _Janauary 15, 2010 *Either alternative may be used. (Printed Name and Title) _ Joel T. Johnson, Jr. President

____________

### Page 9 of 27 (Name and Address of Carrier) _ GULF COAST AIRWAYS, INC. 526 Terminal Drive Naples, Florida 34104 U.S.A. OST Form 4523 (Formerly CAB Form 263)



### EXHIBIT 3A

GULF COAT AIRWAYS, PROPOSED SCHEDULED OPERATIONS

Revenue Projections January 2010 through December 2010

MONTHS FLIGHTS

PER PAX’S

PER PAX'S

PER AVERAGE FLIGHT FREIGHT TOTAL

FLOWN MONTH FLIGHT MONTH FARE REVENUES INCOME REVENUE

Jan 35 3.75 131 135.00 17,719 2,000 19,718.75
Feb 35 3.75 131 135.00 17,719 2,000 19,718.75
Mar 35 3.75 131 135.00 17,719 2,000 19,718.75 Apr 36 3.75 135 135.00 18,225 2,000 20,225.00 May 35 3.75 131 135.00 17,719 2,000 19,718.75
June 30 3.75 113 135.00 15,188 2,000 17,187.50
Jul 25 3.75 94 135.00 12,656 2,000 14,656.25 Aug 25 3.75 94 135.00 12,656 2,000 14,656.25 Sep 30 3.75 113 135.00 15,188 2,000 17,187.50 Oct 35 3.75 131 135.00 17,719 2,000 19,718.75
Nov 40 3.75 150 135.00 20,250 2,000 22,250.00
Dec 29 3.75 109 135.00 14,667 2,000 16,667.00 Average total per. 33 trips. 70% Load Factor 122 Per

Month. 16,451.00 Ave per mo. Y ea rly total 390 1462.5 197,423 24,000 221,423.25 Hrs/trip 1.4 Total hours 546

### Page 10 of 27 Dec 18, 09 

### EXHIBIT 5A

ASSETS
Current Assets Checking/Savings 1000 · Checking (Bank Account) 1,988.74
Total Checking/Savings 1,988.74

Accounts Receivable
1001 · Accounts Receivable

- 617,460.68
Total Accounts Receivable

- 617,460.68

Other Current Assets 1002 · Inventory Asset

- 15,053.54
1499 · Un

- deposited Funds 609,151.13
Total Other Current Assets 594,097.59

Total Current Assets

- 21,374.35

Fixed Assets Office Equipment 1,331.82 1003 · 1977 Piper Aztec 250F 50,000.00
1005 · Pre

- paid Deposit

- 919.79
1006 · Loans Receivable 10,510.95

Total Fixed Assets 60,922.98

TOTAL ASSETS 39,548.63

LIABILITIES & EQUITY
Liabilities
Current Liabilities Accounts Payable 2000 · Accounts Payable

- 38,729.34 Total Accounts Payable

- 38,729.34

Credit Cards AMEX

- CARD 92000 (Rep l aced AMEX card, replacing old one) 1,949.27 2005 · AMEX

- 92000 (Credit Card

- New Replacement for 90002) 3,696.84
2010 · AMEX

- CARD 91002 (Business Credit Card) 6,403.80
2060 · AMEX

- CARD 82008 (Credit Card.) 347.90
Total Credit Cards 12,397.81

Other Current Liabilities 2200 · Sales Tax Payable

Total Other Current Liabilities 0.00

Total Current Liabilities

- 29,548.44

### Page 11 of 27 

### EXHIBIT 5A Long Term Liabilities 2300 · Loan Payable (Loan Payable to Owner ) 91,822.23 Total Long Term Liabilities 91,822.23

Total Liabilities 62,273.79

Equity 1125 · Retained Earnings (Retained Earnings)

- 215,395.51
1130 · Owner's Capital (Owner's Capital) 1140 · Investments (Investments)

- 31,833.96 1130 · Owner's Capital (Owner's Capital)

- Other 50,830.32 Total 1130 · Owner's Capital (Owner's Capital) 18,996.36

1525 · Opening Bal Equity

- 2,044.44
Net Income 175,718.43 Total Equity

- 22,725.16

TOTAL LIABILITIES & EQUITY 39,548.63

### Page 12 of 27 Gulf Coast Aircraft

Dec 1, '07

- Dec 18, 09 

### EXHIBIT 5B
Ordinary Income/Expense Expense 6003 · Inventory adjustment (out)

- 36.46 Total Expense

- 36.46

Net Ordinary Income 36.46

Net Income 36.46INDIVIDUAL**FINAc~CIAL** STATEMENT EXHIBIT6A

Applicant: _Joel T. Johnson, Jr. 15280 Devon Green Lane _Naples, Florida

________ _ Financial
Institution: WACHOVIA BANK
150 AIRPORT ROAD NAPLES, FLORIDA 34104

Loan No.: _NONE OUTSTANDING 7 

# 3.

. Occupation: _Manager/Owner Date of Birth:

_.. L_ No. of Dependents:

___ I

__ Employer: GULF COAST AIRWAYS, INC. Home Phone: 1-239-594-5524 Business Phone: 1-239-403-3020

CHECK AS APPLICABLE

- Applicant is applying for this loan:

(x) ALONE, without co-signer or guaranty of a relative or other person(s) or entity. ( ) WITH A PERSON OR PERSONS who will also be contractnally liable.

Names of other Person(s)**:-_:---=_~.,---:-.,--:::-~-:-::-;------;-::-;:-;----;-:--;-:;:-:-_--:-:-_:-=-::-:-_** Has any oiyoar property been transferred to a trust? (X) Yes, () No, Is it (X) revocable and (X ) irrevocable?

Who Ware the trustee(s)

__ Martha G. Johnson,

__ -::----:----:-::--c-:c-:::--:--:-::--::-::::-_-:--:-_-::----::-:-:c_-,-

__ _ Are any of your assets listed ou this statement property of a tmst? (x) Y es, (x) No, If so, attach a sheet listing those assets.


### lJNANCIAL**C~~~~!ION** 

### AS OF:

### Joel~~!~:::; Jr. & Martha G.

### JObns:~i!:~wson)**AP~~.I;;:i.0**

LIABILITY AMOUNT Cash Deposit. ia this Notes payable to**~** ud other 55,805 Banks Payable to tbis Bank 0.00 institutiQIIs Other Banb OtherBaDks - 

### ---
Cash Other 15,000 Notes payable to AMEX 82002**~7,500** Institutions other Institutions - -92000-- 350
Stocks &**~** Other Notes &**~btd.ItD**

Bonds Usted Dean 7,040,700.<17 Aeeounts Contract Purchases Witler Acconnt Payable
Stocks & Unlisted on ert 8,000 Taxes Payable Income Tax

Bonds GCA 75OO@)W. RfE Taxes
Real Estate**~** ReaIEstute Sebtd.ItD Reoideact{s)Hom. 700,000 Notes & Resldeoct{.) UlIlmpro""d LaDd Contracts UDilllProved Land lacum. Property lotOOle Proptrty Other Haqu Payable OUter Life los. 

# cas. Value 2,000000 Ufe Ins. Loans against IlOlicy 0.00 Other SdledllleE Other Liabilities**~** Personal Mercedes Auto 40,000 Auto & Trucks Property SOOSL Furnitllre & _nOD<
JaguarXJS 30,000 Fixtures Auto: 2002

TOTAL Liabilities: 7500.00 NET WORTH 9,889,808.07 TOTAL ASSETS b?,889,808.07 TOTAL 9,897,308.07

RE-CAP OF INCOME AND,.f:XPENsES ANNUAL INCOME FOR YF.AR 2005 ft ANNUAL EXPENSES FOR YR.lOO5 CONTINGENT LIABILITIES Salary or Willes 15,000.00**Pr~** Taxes & assesslllents !l As Endorser nn NoUsICMtracts
Divldendsllnterest 

### "---"'" Fed & State Iacome Tax Q As Guarantor 011 Notes!Contracb

BUllnesS(Gross 144,000.00 Real Estate Loan Payments Q For Taxes IDwlRe) Business (Net I_me) 10,000.00 Fayme.ts 00 CoatradS/Noteo J! Other (Des<:ribe)
Other. MoutIi. to date. 309,461.47 0tIter. Other TOTAL INCOME 463,461.47 TOTAL EXPENSES 1,500.00 TOTAL nODe

Note:**~.** CIIIId tmpport or ""p"11I1t P"Y"'ent Ine6me

_ be**~** ifyott do Dot win /u un It MDIIiderrd as a buis for repaylttg tills oIJIIptioo. FOfIIl: Ddivldul J1I"Bclot 8Oo_tIIt

Page 14 of17 <I

(I (IAPPLICANTS SIGNA TUREIS INDIVID UAL FINANCIAL STATEMENT (Continued) Exbibit6A

lIWe 'erby amnii that tM InforlBJllion c:oab.ined in Ibis Financial SIlllelllCllt i. preotnltd lew the pOt'(JOt<' or obtal.l", credit as of the**dI~** iadicared aad is
InK, eomplde aad correct lIWe IIJIderstaAd tllat the F1aandalIoslitutiOllIs rrlyiog OB thio •• !tlllent of mylOllr n

..

ucial rondllioo or employment statna tither maJdng tills to

.. elus. The IilWldai is aatkorized to IRa"" auy investigation of my/our credit or employm<llt mID. either directly or througb

.. y 12eD<)' employed by the FiuaociaJ IlSdtndoa for that porpose. The Financial Iostitntion _y disdoae to any other interested parties tke Ii.adal iBstItudo.'. elperitnce with my/our .(:tount IJWe a:ree to Inform the FlIIllnclai Institution Immediatdy of JUly matter wblcll 10iU cause any significant wnge in

.. y/oar li

.... ndal eondldoo. !/We understaod that the FillllooaJ InstiIDtiOD wtD retain tbis Finanelsl SIll_ut wIoetber granted «edit or DOt.

Dat'd:

____ __ ___ ___ __ _

APPUCANf:

Conseut (H yoo are relying 00 ioeome from a penon wIIo is not an applicant above, please bave tQI ptnOD comp;"t, this section so llut we may ""rlfy tIItIr eredit).

l

..

tIlorizt the nuncial lDodtntioo to ma""

.. y Investipooo or my eredit either direetly or througb any agellt)' uapklyed by the Financial 11I8Iiludon fur that
purpose In coonectio

... 101 this credit appliutioo.

.

Dated:

___ __ ________ _

X**A~.th~mtRd~~~~a~tn re** **----------** SSN:



### Page 15 of 17

### Page 15 of 27 

### Exhibit 7A

Wachovia Online Services I My ACCOllllts**M~"RY** OF ACCOU N ,S

Welcome

, JOEL T JOHNSON JR (joeljjj02@msn

. com Edit)

You last logged on 12117J2(X)9.

C h e c king

, Savi n gs, a n d M ane,. M. ar t<. et Accoun ts

Account Name

FEATURED PROMOTIONS Account Number

'6162

'0748

'7833

'8354 Posted Balance"

$2,354.25

$138.73

$5,778.85

$2,141.78

Total:

Free Bad Check Recovery. Let us recover your funds for you. Lea rn Mo re Seven Yeaffi of Online Statements history \"\OW availab\e. L e a rn More**~Ierts:** Keep informed and gain peace of mind. Get A l e rt s

# ::~~ ' k

...

_ _ . c " Ava;fable
Balance "

$2,354

. 25

$138

. 73

$5,778.85

$2,141.78

$10

, 413.61

* Includes transactiOns thai have cleared your account as afthe crose oflhe prevIous business day

. See hefp with this page for more details

. *'" Transactions that have been authorized but not yet posted are included. See help with this page for more**detai~ .** 

Customer Service

Secure f v 1essages Vi e \,v M essages Se nd M essages

hUps://onlinebankingl.wachoviacom/my Accounts.aspx?referreFauthService Page lof2

Action

I want to

. ..

I w ant to

. . .

i want to

...

f want to"

.

12/1712009

### Page 16 of 27 

## EXHIBIT 8A



# AIRCRAFT LEASE AGREEMENT

for

N6540Y

This Equipment Lease (this “Lease”) is made effective as of December 1, 1009, by and between Mile High Leasing, LLC and (the “Lessor”) at 2051 Trade Center Way, Naples, FL 34109

- 6244, and Gulf Coast Airways, Inc. (the “Lessee”) of 526 Terminal Drive, Naples, Florida 34104, and states the agreement of the parties as follows:

EQUIPMENT SUBJECT TO LEASE. The lessor shall lease (N6540Y), A Piper Aztec Aircraft, with the Serial Number, 27

- 3837.

TERMS: The Lessor will lease to the Lessee, N6540Y at an hourly rate calculated at $ 220.00 for each Tach time as reported by Lessee.

PAYMENT TERMS: The Lessor will have the right to lease the aircraft to Gulf Coast Airways, Inc, and used under Part 135

Certific ate. The lessor will collect all monies thru the chartering of such aircraft.

LEASE TERM: This Lease shall begin on the above effective date and shall terminate on the 1 st



### . day of December 1,

2010 , unless otherwise terminated in a manner constitant with the terms of this Lease.

LOCATION OF EQUIPMENT: The equipment shall be located at Naples Municipal Airport, Naples, Florida 34104, during the term of this lease, and shall not be removed from that location without Lessor’ prior written consent.

CAR E AND OPERATION OF EQUIPMENT: This equipment may only be used and operated in a careful and proper manner. Gulf Coast Aircraft, Inc. will maintain the aircraft to Part 135 Standards as directed by FAR’S. Its use must comply with all laws, ordinances, an d regulations relating to the possession, use, or maintenance of the equipment, including registration and/or Leasing requirements, if any. A copy of lease is to be recorded at FAA Oklahoma City,
Oklahoma, in accordance with FAR’S

MAINTENANCE AND REPAIR: The Lessor shall maintain the equipment in good repair and operating condition, allowing for reasonable wear and tear. The aircraft will be maintained in accordance with current Part 135 regulations.

LESSOR’S RIGHT OF INSPECTION: The lessor shall have t he right to inspect the equipment during the Lessee’ normal

business hours.

RETURN OF EQUIPMENT: At the end of the Lease term, the Lessee shall be obligated to return the equipment to the Lessor at the Lessee’s expense.

OPTION TO RENEW: If the Lessee is not in default upon the expiration of this lease, the Lessee shall have the option to renew this Lease for a similar term as the parties may agree on at the same terms and conditions.

### Page 17 of 27 ACCEPTANCE OF EQUIPMENT: The Lessee shall inspect each item of equipmen t delivered pursuant to this Lease. The Lessee shall immediately notify the Lessor of any discrepancies between such items of equipment and description of equipment schedule. If the Lessee fails to provide such notice before accepting delivery of the equ ipment, the Leasee will be conclusively perpresumed to have accepted the equipment as specified in the equipment schedule.

WARRANTY: The Lessor warrants that the above property is in good working condition, but makes no further warranties, expressed or im plied.

RISK OF LOSS OR DAMAGE: The Lessor assumes all risks of loss or damage to the equipment from any, cause and agrees to return it to the Lessor in the condition received from the Lessor, with the exception of normal wear and tear, unless otherwise pr ovided in this Lease or by any additional amendment.

INDEMNITY OF LESSOR FOR LOSS OR DAMAGES. Unless otherwise provided in this lease, if the equipment is damaged or lost, the Lessor shall have the option of requiring the Leasee to repair the equipment to a state of good working order, or replace the equipment with like equipment in good repair, with equipment shall become the property of the Lessor and subject to this Lease.

LIABIALITY AND INDEMNITY: Liability for injury, disability, and death of worker s and other persons caused by the operating, handling, or transporting the equipment during the term of this Lease is the obligation of the Lessor, unless Lessees Pilots are in control of the aircraft at the time of any such incident, and in this case, the Lessee shall indemnify and hold Lessor harmless from and against all such liability. Lessor shall maintain liability insurance of at $1,000,000,00
USD of Insurance coverage on the aircraft and normal hull values as determined by lessor and make Lessee ad ditionally

insured.

CASUALTY INSURANCE: The Lessor shall be responsible to maintain casualty insurance with respect to the loss or damage of the equipment.

DEFAULT: The occurrence of any of the following shall constitute a default under this Lease.

1. The f ailure to allow the Lessor and the aircraft to be used in a commercial venture.

2. The violation of any other provision or requirement that is not corrected within 90 days after the notice of violation is given.

3. The insolvency or bankruptcy of the Lessee.

4. The subjection of any of the Lessee’s property any levy, seizure, assignment, or application or sale for or by any
creditor or government agency.

RIGHTS ON DEFAULT: In addition to any other rights offered the Lessor by law, if the Lessee is in default under this Lease, without notice to or demands on the Lessee, The Lessor may take possession of the equipment as provided by law. Deduct the costs of recovery, repair, and related costs, and hold the lessee responsible for the deficiency. The rights and remedie s shall be obligated to release the equipment, or otherwise mitigate the damages from the default, only as required by law.

NOTICE: All notices required or permitted under this Lease shall be demand delivered when delivered in person or by mail, postage p repaid, addressed to the appropriate party the address show for that party the beginning of this lease.

ASSIGNMENT: The Lessee shall not assign or sublet any interest in this Lease or the equipment or permit the equipment to be used by anyone other than t he Lessor the Lessee’ employees, without Lessor’ prior written consent.

### Page 18 of 27 ENTIRE AGREEMENT AND MODIFICATION. This Lease constitutes the entire agreement between the parties. No modification or amendment of this Lease shall be effective unless in writing an d signed by both parties. This Lease replaces any and all prior agreement s between the parties.

GOVERNING LAW: This Lease shall be construed in accordance with the laws of the State of Florida.

SEVERABILITY: If any portion of this Lease shall be held to be invalid or unenforceable for any reason, the remaining provisions shall continue to be valued and enforceable. If a court finds that nay provision of this Lease is invalid or unenforceable, but that is limiting such provision, it would become valued and enforceable and such provision shall be
deemed to be written, construed, and enforced as to limited.

WAIVER: The failure of either party to enforce any provision of the Lease shall not be construed as a waiver or Limitation of that party’s right to s ubsequently enforce and compel stricter compliance with every provision of this

Lease.

ARBITRATION: Any controversy or claim relating to this Lease, including the construction or application of this Lease, will be settled by binding arbitration under the rules of the American Arbitration Association , and any judgment granted by the arbitrator(s) may be enforced in any court of proper jurisdiction.

SIGNED AND AGREED TO ON this ________day of _________ 2009.

Lessor:

By SIGNED COPIES AE BEING MAILED IN O RIGINAL FORM X____________________________________

MR. BRAD DANCER Signature Line



### Lessee:

By __ SIGNED COPIES ARE BEING MAILED IN ORIGINAL FORM

____ X____________________________________

JOEL T. JOHNSON, JR. PRES Signature Line

### Page 19 of 27 ANSWER TO QUESTION #10 

### Exhibit 10A John Fuller, Exhibit 10B Robert Falbo and Exhibit 10C for Melvyn Mayes

are attached.

Name of Pilot Certificate Numbers Current Ratings

Mr. John E. Fuller
See Exhibit 10A 1956775
1815700
1815700 Ground Instructor Airline Transport Pilot Flight Engineer
Mr. Robert Falbo
See Exhibit 10B 3292422 Airline Transport Pilot Airplane multi engine

ATR

- 42, ATE

- YS, BA

- 3100, CA

212,CL

- 85, EMB

- 145, SD

- 3, SF

340. And Airplane single engine with commercial privileges.

Mr. Melvyn Mayes
See Exhibit 10C 2424115 Airline Transport Pilot, Flight Instructor, Airplane Multi

- engine land, CE

- 500, DA=20, LR

- JET, Commercial privileges, airplane single engine land.

I have photo copied all three pilot’s certificates and current ratings in color. Because the licenses are in color they do not copy well in black and white. This does not transmit well over the internet, so color copies are being provided as well as the above outline of Names, Certificate Numbers and Ratings as requested.

### Page 20 of 27 EXHIBIT 10A

VI stGNA.TURE**OF~**

AIRL..Jt£ TRANSPORT PLOT**AlRPI,..AfEIIIIJL.~l.ANl** 8-157:**~1;** 8-7T7: F-ZT
Ca.ERCIAI.. PR/VLEGES ARPLAfE saNGl..E ENGWE LAND**PRrV~TE** PRMLEGEs GU>ER

ENGUSH""""""",,.
s.:tTT aRC. APOt..

_ \INC ON.. Y

. B-757CRe. AI:'Dt.-YMC ON..Y. VW..,.l,.TURE**;;"' "';:;""'~** **--- .**  UNITED STATES OF AMERICA XI

DEPARlNENTOf'TRANSPORTAnaN

.. FEDERAL AVIATION ADMINISTRATION

fVNAME

JOHN ERWtN FULLER

'J ADDRESS PO BOX 1000 PINElAND F1. 33945-1111

VI NAnoNAUTY USA sex HEIGHT WEIGHT HAIR EYES IVa o.o.a 2 MAR 1948 M 70 196 BROWN HAZEL

HAS BEEN FCIJND TO BE f'f!:0PERL't QUAUAEO TO**EXERCI~"DE PRI~~GE$**  Of' 

# ;**~ 6~=:~~~~**  1956775

. i

X**~TE** OF ISSUE 22 MAY 2008**~**

### >N~~ VII ACllNG AOIUNISTRATOR

UNITED STATES OF AMERICA XI

DEPARTMENT OF TRANSPORTATION

.. FEDERAl.. AVlATlOH ADMIHISTRAllON

IV NAME

.JOHN ERWIN FULLER

V ADDRESS PO BOX 1000 PlNEl.ANO FL 33945--1111

VI NATIONALITY USA SEX HEIGHT WEJGHT HAJR EYES
IVa O.O.B. 2 MAR 1948 M 70 191 BROWN HAZEL

I)( HAS BEEN FOUND TO BE PROPERL.YQUALFIED TO£XEActse THE PRMLEGE$ Of'**~ ~':~~=~RPllOT1815700**  \ 

### I I i
j X DfTEOFlSSUE 26 NOV 2008 ; I

CARPi OF2

UNITED STATES OF AMERICA XI

DEPARTMENT OF TRANSPORTATION

_ FEPERAL AVIATION AD...-sTRAT1OH

IV NAME

JOHN ERWIN FULLER

V ADDRESS PO BOX 1000 PINELAND Fl 33945-1111

VI NATIONALITY USA SEX HEIGHT WBGHT HAIR EYES
IVa O.O.B. 2 MAR 1948 M 70 191 BROWN HAZEL

DC HAS BE£N FOUND TO BE PROPeRl. Y QUAURED TO EXERCISE THE PRNIJ-EGES OF

• AlRUNE TRANSPQRT PILOT' •

. I , !

'

. CERTIFICATE NUMBER 1815700 \ • I

X**l¥<TEOF~E** 26 NOV2008 : 

### i

__ ""'

.....

'I**~.**

CARD2OF2**XN~~ ·**  VII ..ACT1NG AOi8NISTRATOR

I UNITED STATES OF AMERICA X I

DEPARl10ENT Of' TRAHSPORTAlION

_ FEDERAL AVIATION ADMlNI$TRATlON

IVNAME

JOHN ERWlN FULLER

Y ADDRESS PO BOX 1000 ANElAND F1. 33945-1111

SEX HEJGHT WEJGHT HAIR EYES II 70 180 BROWN HAZEL VI NATlONAUTY USA
IV. o.O.B. 2 MAR 1948 IX HAS BEEN FOUND TO BE PROf'S'tl Y**~EO** TO**~CISIi** THE PRMl£GE'$ OF j l FUGtrT ENGINEER j l

i

.**C~RTlBCATE** NUMBER 1815700 I \ 

## ,.II1II_

X 0tTEOFISSUE 2.JUN2008 1 I**~**

### Page 21 of 27 

# ROBERT LOUIS FALBO

Email: falbol803@comcast.oet 2547 River Reach Drive Naples, Florida 33942
239-293-6390

Certificates:

Airline Transport Pilot

Multi-Engine Pilot

Type Rating:

CA-212, BA-3100

SD-360, SF-340, ATR 42-72

CL-65, EMB

- 145

Flight Time: Flight Instructor

Aircraft Mechanic

Multi-Engine: FAA I" class Medical

Total Time: 15,882

Pilot-in-Command: 14,804

Flight Instruction: 900 Turbo-Prop: 10

, 113

Turoo-Jet: 2,450

Experience:

Feb 08

- Present

Oct 07 -Feb 08

March 90

- Retired

Mar 89

- Sept 89

Feb 85

- Mar 89

Jan 87

- Apr 87

Mar 84- July 85 les,FL

1981-1984

1970-1980

Military Service:

1967 -1970

Education:

1981-1982

1970-1971 M.K. Developers

, Ilrc.
C-90 King Air

YellDll1 Air TIlXi Flying 135, Sheduled & Charter

, flew C-402

AMERICAN EAGLE AIRLINES Captain on 70 seat CRJ, flying out of Chicago. Flew EMJ 145

EVERGREEN lNTERNA710NALAlRLINES Flying government contracts in South America. Capt

. CA 212

AMBASSADOR AIRWAYS
Chief Pilot, flying charters, air ambulance

. Light Twin

GUll AIR, INC. Flying commuter to Bahamas Islands. C-402

KREHLING INDUSTRIES Company Pilot and aircraft maintenance

. C-402

SELF-EMPLOYED Flight Instructor and A & P Mechanic

Police Patrolmen Steubenville, Ohio

United States Air Force: honorable discharged

Pittsburgh Institute of Aeronautics, Associates Degree

Attended University of Akron, Physical Education

._. _ . ..

_ - -- -- - - -_.

_ -- - - - -- 

### EXHIBIT lOB

### Page 22 of 27 'liI Cncr.ts:**a~ Lens...** **~ l::!Sa;;~**  :$, e

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11**C~~l:7:t:!' :~** **2'241~5** ::( !:lA T E O F iSS: ;:: : ,;:; 5EP 2009

UNITED STATES OF**E~C A**  )\,

oa>AA1)Il8.-r0E' TRAJlS?CRtA1"KW**.:..l.. ~""~ll~**  .tt:.ii '-S1illI."froH

'AGORE-SS .£55C RO&t, i>.."IE
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Na D.o.3. 24l1.AY 1Si7 ill 72 195 e RA- Y aW E

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### Page 23 of 27 

### Exhibit 11A 

## Gulf Coast Airways, Inc. This is a corrected Application Questonnaire

NB: The information that you provide in this questionnaire will be used in Gulf Coast’s Airways Application for Certificate Authority. All questions should be answered fully and completely. Where more detailed responses are required or requested, please use the attached “Detailed Responses” sheet.

1. Please state your name and residence address:

JOHN E. FULLER 4590 Oro Pesos Lane North Captiva, Florida 33943

2. Title of Position with Company 

## Chief Pilot

3. Number and type of shares of Company stock owned, or to be acquired, if any:


## 0%

4. Current Position, Business Address and Telephone: (Complete only if you are not currently employed by the Company. Otherwise
indicate 

## “N/A. ”)



## 5. Are you a citizen of the United States? Yes __x____ 

## No_______ (If you are not a U.S

. citizen, please indicate nationality and current immigration status on the attached “Detailed Response.)”

6. Are you currently an officer, director or major shareholder (5 percent or more of the total stock), or do you have any other significant interest in, any other air carrier, foreign air carrier, common carrier, person substantially engaged i n the business of aeronautics, or person whose principle business is the ownership or control of any such transportation or aeronautic activity? Yes_______ 

## No___X____ (If “yes”, please provide information regarding all such positions and any other
relevan t information on the attached “Detailed Response.”)

7. 

## Have you in the past, held any position with any U.S. or foreign air carrier, or other aviation

- related business? Yes ___x___ No______

Mr. Fuller has not worked for any foreign carrier, but is a retired pilot from Continental Airlines, Houston, Texas. See attached Exhibit 7A and 7B.

### Page 24 of 27 

### Exhibit 11A 

## 8

. Are you or any other company in which you have a substantial interest (defined below) the subject of any pending legal action, or outstanding judgment, involving a claim in excess of $5,000? 

## Yes______ No__x_____ (If “yes”, please provide date and amount of each claim or judgment, and the name of each claimant or judgment creditor o n the attached “Detailed Response.

Unfortunately this question was not understood. Mr. Fuller is now, nor has been, the subject of any pending legal action or outstanding judgment.

9. Are you or any company in which you have substantial interest the subject of any pending legal action, or out

- standing judgment involving a claim of less than $5,000? 

## Yes______ No__x____ (If “yes”, please supply the total number and aggregate amount of all claims and/or judgments outstanding against you on the attach ed “Detailed Response.”)

Unfortunately this questions was not understood correctly as was the previous question. Mr. Fuller is now nor has been the subject of any pending legal action or outstanding judgment.

10. Are you or any company in which you a s ubstantial interest now or have you been the subject of a formal complaint or enforcement investigation by the DOT or the FAA regarding compliance with the Federal Aviation Act of 1958, or any order, rule, regulation or other requirement issued pursuant to the Act during the past five (5) 

## years? Yes__ ___ No__x____ (If “yes”, please provide information regarding all such positions and any other relevant information on the attached “Detailed Response.”)

Unfortunately this question was also misunderstood. Mr. Fuller has not been the subject of a complaint or any enforcement investigation by the DOT or the FAA.

### Page 25 of 27 

## EXHIBIT 13A Gulf Coast Airways, Inc. DOT Application Questonnaire
NB: The information that you provide in this questionnaire will be used in Gulf Coast’s Airways Application for Certificate Authority. All questions should be answered fully and completely. Where more detailed responses are required or requested, please use the at tached “Detailed Responses” sheet.

1. Please state your name and residence address:

ROBERT FALBO
2547 River Reach Drive Naples, Florida 33942

2. Title of Position with Company
Line Pilot



## 3. Number and type of shares of Company stock owned, or to be acquired, if any:


## None

4. Current Position, Business Address and Telephone: (Complete only if you are not currently employed by the Company. Otherwise
indicate 

## “N/A. ”)

_______________________________



## 5. Are you a citizen of the United States? Yes ___x___ 

## No_______ (If you are not a U.S

. citizen, please indicate nationality and current immigration status on the attached “Detailed Response.)”

6. Are you currently an officer, director or major shareholder (5 percent or more of the total stock), or do you have any other significant interest in, any other air carrier, foreign air carrier, common carrier, person substantially engaged in the business of aeronautics, or person whose principle business is the ownership or control of any such transportati on or aeronautic activity? Yes_______ 

## No___x____ (If “yes”, please provide information regarding all such positions and any other relevant information on the attached “Detailed Response.”)

7. 

## Have you in the past, held any position with any U.S. or foreign air carrier, or other aviation

- related business? Yes __x____ No______ Please refer to Robert Falbo Resume herein contained. (If “yes”, please provide information regarding all positions held, with dates of 

## employment and responsibilities, and any other relevant information on the attached “Detailed Response,” or attach a copy of a recent resume to this
Questionnaire



# . ) Please see the attached resume marked at Exhibit 13B for his work history.

### Page 26 of 27 

### EXHIBIT 13A


## 8

. Are you or any other company in which you have a substantial interest (defined below) the subject of any pending legal action, or outstanding judgment, involving a claim in excess of $5,000? 

## Yes______ No ___x____ (If “yes”, please provide date and amount of each claim or judgment, and t he name of each claimant or judgment creditor on the attached “Detailed Response. ’I)



## 9. Are you or any company in which you have substantial interest the subject of any pending legal action, or out

- standing judgment involving a claim of less than $5,000? 

## Yes______ No __x____ (If “yes”, please supply the total number and aggregate amount of all claims and/or judgments outstanding against you on the attached “Detailed Response.”)

10. Are you or any company in which you a substantial interest now or have you been the subject of a formal complaint or enforcement investigation by the DOT or the FAA regarding compliance with the Federal Aviation Act of 1958, or any order, rule, regulation or other requirement issued pursuant to the Act during the past five (5 ) 

## years? Yes_____ No __x____ (If “yes”, please provide information regarding all such positions and any other relevant information on the attached “Detailed Response.”)

### Page 27 of 27 

# ROBERT LOUIS FALBO

Email: falbol803@comcast.oet 2547 River Reach Drive Naples, Florida 33942
239-293-6390

Certificates:

Airline Transport Pilot

Multi-Engine Pilot

Type Rating:

CA-212, BA-3100

SD-360, SF-340, ATR 42-72

CL-65, EMB

- 145

Flight Time: Flight Instructor

Aircraft Mechanic

Multi-Engine: FAA I" class Medical

Total Time: 15,882

Pilot-in-Command: 14,804

Flight Instruction: 900 Turbo-Prop: 10

, 113

Turoo-Jet: 2,450

Experience:

Feb 08

- Present

Oct 07 -Feb 08

March 90

- Retired

Mar 89

- Sept 89

Feb 85

- Mar 89

Jan 87

- Apr 87

Mar 84- July 85 les,FL

1981-1984

1970-1980

Military Service:

1967 -1970

Education:

1981-1982

1970-1971 M.K. Developers

, Ilrc.
C-90 King Air

YellDll1 Air TIlXi Flying 135, Sheduled & Charter

, flew C-402

AMERICAN EAGLE AIRLINES Captain on 70 seat CRJ, flying out of Chicago. Flew EMJ 145

EVERGREEN lNTERNA710NALAlRLINES Flying government contracts in South America. Capt

. CA 212

AMBASSADOR AIRWAYS
Chief Pilot, flying charters, air ambulance

. Light Twin

GUll AIR, INC. Flying commuter to Bahamas Islands. C-402

KREHLING INDUSTRIES Company Pilot and aircraft maintenance

. C-402

SELF-EMPLOYED Flight Instructor and A & P Mechanic

Police Patrolmen Steubenville, Ohio

United States Air Force: honorable discharged

Pittsburgh Institute of Aeronautics, Associates Degree

Attended University of Akron, Physical Education

._. _ . ..

_ - -- -- - - -_.

_ -- - - - -- 

### EXHIBIT lOB