### BEFORETHE U.S. DEPARTMENTOFTRANSPORTATION OFFICE OFTHE SECRETARY WASHINGTON, D.C. Application of 

### PENTASTAR AVIATION CHARTER INC for authority to conduct operations as a commuter air carrier pursuant to 49 

## u.s.c. 41738 Docket DOT-OST-2013-



### APPLICATION OF PENTASTAR AVIATION CHARTER INC (PACI) FOR COMMUTER AIR CARRIER AUTHORIZATION

Communications with respect to this document should be sentto: Danny Clifton Vice President of Flight Operations PentastarAviation Charter, Inc. Oakland County lnt'l Airport (PTK) 7310 Highland Road Waterford, Ml48327 dclifton@pentastaraviation.com 248-666-8243 JE Murdock Ill 5034 Nebraska Ave., NW

Washington, DC 20008 Sandy murdock@yahoo.com 202-333-5986



### Notice: PACI is requesting expedited processing ofthis application; thus, anyperson who wishes to support or oppose this application should file an answer by January 15, 2014, and must serve that answer on above-named and all persons served with this application.
January 7, 2014 

### 1

### BEFORETHE U.S. DEPARTMENTOFTRANSPORTATION OFFICE OFTHE SECRETARY WASHINGTON, D.C.


### Application of PENTASTAR AVIATION CHARTER INC 

### for authority to conduct operations as a commuter air carrier pursuant to 49 

### U.S.C. 41738 Docket DOT-OST-2013--------------

2

### APPLICATION OF PENTASTAR AVIATION CHARTER INC FOR COMMUTER AIR CARRIER AUTHORIZATION
Pentastar Aviation Charter, Inc. (PACI) applies, pursuant to Section 41738 of Title 49 of the United States Code, Section 298.50 ofthe Economic Regulations, Parts 201 and 204 ofthe Economic Regulations, and the applicable Procedural Regulations of the U.S. Department ofTransportation (DOT or Department), for authority to conduct interstate airtransportation without limitation within the United States, using planeload domestic and interstate passengerflights forfive (5) or more flights between the same points per week.
PACI intends to operate these new flights underthe DOT's public charter rules (Part 380) while, at the same time, continuing to operate passenger flights between two airports (Pontiac (PTK) and Pellston (PLN)) in Michigan and interstate flights between these same two airports in Michigan and one (Chicago Midway (MOW)) in Illinois, among others.
PACI currently holds a Federal Aviation Administration (FAA) Part 135 Operating Certificate and operations specifications for its intrastate charter service. Utilizing its current authority, PACI has successfully provided limited (less than 5 flights per week between the points of service between MOW and PLN supplemented by occasional intrastate passenger charters for overtwo (2)years. PAC I has been made aware ofa need for service between two airports (Pontiac and Pellston) in Michigan and one (Chicago Midway) in Illinois.
PACI requests that this application be processed through the use of non-hearing procedures, and that the Department's final decision be issued as expeditiously as possible.



### 3

### In support of this application, PACI states as follows: 1. PACI is a citizen ofthe United States as defined in 49 U.S.C. 40102(a)(15). 2. PACI holds FAAOperating Certificate Number UG8A235J authorizing Intrastate Common Carriage Operations. Forovertwo (2) years, PACI has successfully provided charter operations of passengers pursuant to Part 135 of the Economic Regulations and Part 298 ofthe Federal Aviation Regulations. These flights were operated utilizing itsfleetofSaab 3408 aircraft each configured forthirty (30)passenger seatsorless. Upon receipt ofthe Authority requested hereunder, and issuance ofthe necessary FAA authority, PACI plans to utilize its two (2) Saab 3408 aircraft fleet to continue its current charter operations, and initiate on demand charteroperations for more than five flights perweek.
3. PACI anticipates that the primary market for its Services will be predominantly between these Midwestern Cities. The majority of such flights would be. conducted to satisfy consumer desires to have convenient service 5-6 days per week. The public will be served byflights from airports close to their homes, rather than having to drive to hubs. The flights will comply with the consumer protection requirements of Part 380. The specific schedules will be developed in response to this consumer demand. 4. Complete information, in support of PACI's fitness to engage in domestic charter operations, is contained in Attachments A through V ofthis application. Letter designations of attachments correspond to subsections of204.3 ofthe Department's regulations; that is, Attachment A is responsive to paragraph (a) of section 204.3, Attachment 8 is responsive to paragraph (b), and so forth. 5. As noted above, PACI requests that this application be processed by the use of expedited non-hearing procedures with shortened periods both for answers to this application and for comments on any Show Cause Order that may be issued. Expedition is appropriate and warranted for four (4) crucial reasons. First, PACI is seeking only to supplement its primary intrastate service that it has 

### 4

### been conducting successfully for over two (2) years, and submits there will be no issues of material fact arising out of this application. Second, the requested domestic public charter operations will be conducted utilizing PACI's existing fleet thereby minimizing any significant impact upon PACI's management and financial position resulting from such expansion. Third, the consumers using this service will be further protected by the well-established rules of Part 380 designed to assure that the funds collected for travel by the indirect air carrier and those fares are protected under the consumer rules of Part 380. Finally, the use of expedited procedures will benefit the traveling public by allowing PAC! potentially to initiate efficient Domestic Charter Services, utilizing its excess fleet capacity, improving PACI's financial position and providing convenient, efficient, well-timed services from these communities to Chicago's Midway Airport over both point-to-point and connecting markets. WHEREFORE, the applicant requests that the Department issue a commuter air carrier authorization to Pentastar Aviation Charter, Inc. to perform the services described herein.

PentastarAviation Charter Inc.



### 5

### ATTACHMENTS A-E

ATTACHMENT A ATTACHMENT B ATTACHMENT C ATTACHMENT D ATTACHMENT E CORPORATE INFORMATION AND CITIZENSHIP Response to 14 CFR 204.3(a): Applicant's full name: Pentastar Aviation Charter, Inc. Address: 7310 Highland Rd. Waterford, M I 48327 Telephone: 248-666-8243 Response to 14 CFR 204.3(b), (c) and (d): Pentastar Aviation Charter, Inc. (PACI) is a wholly owned subsidiary of PentastarAviation, LLC (PA, LLC). PentastarAviation Charter, Inc. is duly incorporated underthe laws ofthe State of Delaware. A certificate issued by the Delaware Secretary ofState, confirming that PAC! is a corporation in good standing comprises Attachment D. Response to 14 CFR 204.3(e): PACI is a citizen ofthe United States as defined in 49 U.S.C. 40102(a)(15). At the present time and after issuance of its Interstate Authority, PACI is, and will continue to be, 100% owned by a U.S. citizen; all of its managers are and will continue to be U.S. citizens and the company is and will remain underthe actual control of U.S. citizens. An affidavit of citizenship is included as Attachment E.Attachment D, Page 2

....... .**~** 

# tJJefaware
PAGE 1 

# 'Ifie 

# :FirstState

Ir JEFFREY W. BULLOCKr SECRETARY OF STATE OF THE STATE OF DELAWAREr DO HEREBY CERTIFY "PENTASTAR AVIATION CHARTERr INC." IS DULY INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE AND IS IN GOOD STANDING AND HAS A LEGAL CORPORATE EXISTENCE SO FAR AS THE RECORDS OF THIS OFFICE SHOWr AS OF THE SEVENTH DAY OF OCTOBERr A.D. 2013.

0670129 8300 1.31.1.32841 You may verify this certificate onLine at**co~.deLaware.gov/authver.shtmL** jeffrey W. Bullock, Secretary ofState

- C TION: 07951.67 DATE: 10-07-13Attachment E

Affidavit of Citizenship STATE OF MICHIGAN
ss: COUNTY OF OAKLAND GregoryJ. Schmidt, being duly sworn, deposes and says: 1. That he is appointed, qualified and serving as President and Chief Executive Officer of Pentastar Aviation Charter, Inc. and he is authorized to and does make this affidavit for it. 2. That Pentastar Aviation Charter, Inc. is a citizen ofthe United States with the meaning of49 U.S.C. 40102(a)(15)

.

NANCY N. KEMMER Notary Public, State ofMichigan County of Oakland**~Y ~ommi** **ss on**  Expir.e, sMjll"

.. 17,2017 Acting m the County o f 

## vet k: 

### lc;t.i/r!Ji President and Chief Executive Officer Pentastar Aviation Charter, Inc. Sworn to and subscribed before me this 11th day of December, 2013.Attachment F KEY PERSONNEL Response to 14 CFR 204.3(f): Pentastar Aviation Charter, Inc. employs the following key personnel, all ofwhom will be involved in the company's operation of its existing Intrastate Service and its proposed Interstate Charter Service: President and CEO: Gregory

### J. Schmidt Director ofOperations: Danny K. Clifton Chief Pilot: KipS. Catlin Director of Maintenance: Frank J. Publiski Messrs. Schmidt, Clifton, Catlin and Publiski comprise the management personnel required under section 119.69 ofthe FARs for operations conducted under Part 135. In addition to the FAA-required personnel, Pentastar Aviation employs Messrs. Michael L. Baker and Gerald M. Boprie in important management positions. All ofthe referenced persons are U.S. citizens. Experience, expertise and responsibilities ofthe above persons are reflected in their resumes, which follow this page in the order listed above. Each person's address is reflected in these resumes. None ofthe above named individuals hold any ownership interests in Pentastar Aviation Charter, Inc. None ofthe above named individuals hold any officership, directorship, shares ofstock or other interest in any air carrier, foreign air carrier, common carrier, person substantially engaged in the business of aeronautics, or person whose principal business (in purpose orfact) is the holding ofstock in or control ofany air carrier, foreign air carrier, common carrier, or person substantially engaged in the business of aeronautics.

### GREGORY

## J. SCHMIDT 7310 Highland Rd Waterford, Michigan 48327 Phone: 248-886-8905 gschmidt@pentastaraviation.com 

### CARIEIER SUMMARY Finance and Operations Executive with a 20-year proven track record ofsuccess at two Fortune 200 companies and a privately held enterprise with 250 employees. Demonstrated ability to create cohesive teams and generate tangible results. Articulate communicator with creative ability to deliver operational excellence and expertise in the following areas:

e 

### Organizational growth and development e 

### Strategic planning and forecasting e 

### Investment analysis and decision-making e 

### Complex financial modeling e 

### Project leadership e 

### Customer relations Gl 

### Asset management e 

### Risk management Gl 

### Budgets, cash flows, and financial analysis Gl 

### GAAP, FASB, SEC, and SOX 

### PROFIESSiONAL IEXPIERIIENCIE PENTASTAR AVIATION, LLC, Waterford, Michigan 2008 - Present President 

### & Chief !Executive Officer January 2013 - Present Responsible forthe overall performance, strategic direction, and long-term growth of Pentastar Aviation, LLC, a premier aviation services company privately owned by Edsel B. Ford II, specializing in aircraft management, maintenance, interiors, charter, and brokerage services. Senior Vice President 

### & Chief Financial Officer 2008-2012 Responsible for all aspects offinance, risk management, insurance, and contract negotiations. Led company's diversification efforts with President to minimize dependence on auto industry by expanding into air medical services, regional shuttle operations, and brokerage activity. Created management metric dashboard to engage non-finance executives in strategic goal development, revenue generation, and cost reduction.

Gl 

### Negotiated aircraft management contracts that account for revenues of$11 million annually. e 

### Protected $4.6 million in accounts receivables subject to bankruptcy proceedings in 2008 and 2009, recovering more that 99% of outstanding balances owed from automakers and associated suppliers through proactive collection efforts, negotiation, and legal proceedings.
e 

### Revised pricing structure and quoting philosophy in maintenance operations, resulting in a turnaround in financial performance from a division nearly discontinued because offinancial losses.
e 

### Developed customer satisfaction survey and numerous initiatives responsible for Pentastar being voted the #1 Fixed Base Operator in the United States. Gl 

### Reduced company's outlay for health care cost by 41% in 2012 through plan design changes and employee education on health care alternatives. Gl 

### Acted as 401 K committee chairman overseeing employee funds in excess of $14 

### million. • Negotiated acquisition and led integration ofaircraft interior division and additional maintenance location further diversifying company's portfolio of services.

### 1-'age ;; PULTE HOMES, INC., Bloomfield Hills, Michigan 1998-2007 

### Manager- Corporate Asset Management Committee 2005-2007 Managed capital investment decisions in excess of $2 billion for 14 divisions in eight states. Approved new community expenditures based on internal rate of return, rigorous underwriting standards and risk assessments. Analyzed financial results against established metrics to ensure successful execution and identify potential operating efficiencies.
• Collaborated with Senior Executive Management and division operators to direct strategic growth of 20% annually and maximize asset performance. • Directed taskforce ofsuperiors and peers and implemented nationwide underwriting process that substantially reduced acquisition, entitlement, and financial risk. e 

### Implemented corporate-wide review and analysis on $8 billion land inventory resulting in compliance with Securities and Exchange Commission regulations. e 

### Developed training guide used by more than 150 newfinance employees and orchestrated mentoring seminars between 45 high-potential employees and Senior Executives.


### President- Puite Homes ofOhio, LLC 2003-2005 Responsible for leading all aspects ofthe homebuilding operations in Northeast Ohio including land acquisition and development, construction, sales and marketing, customer relations, mortgage services and human resources management. Scope included 15 communities, 130 employees, and annual volume of nearly 600 closings.
• Increased sales volume 28% and revenue to $106 million by analyzing demographics and conducting in-depth market research and focus groups. • Created customer relations department resulting in 12% increase in customer satisfaction. • Hired and actively coached nine senior-level operations executives to improve all aspects ofthe homebuyer's experience and division's profitability. e 

### Created "first-class" culture by initiating alliances with Habitat for Humanity and Coats for Kids to increase community involvement, create team-building opportunities, and improve brand recognition. • Personally recognized as one of Northeast Ohio's Top 40 under40 leading executives by Crain's Cleveland Business.


### Vice President of finance and Operations - 2001-2003**Pu~te** 

### Homes of Ohio, LLC Co-managed community investment and human resource decisions with the Division President. Coordinated financial activities including monthly reporting, variance analysis, annual plans and quarterly forecasts focusing on growth objectives, operational excellence, and overhead cost reduction.
• Reduced house cost by 4% by managing supplier and contractor relationships. • Improved overhead leverage ratio by 30% through energetic and creative cross-functional finance presentations and training. 

### Land**Entit~ement** 

### and Acquisition ManagerPuae Homes of Michigan Controller- Pulte Homes Great Lakes Area 2000-2001 1998-2000

### Gregory 

### J. Schmidt 

### EDUCATION Master of Science, Finance, Walsh College, Troy, Ml 

### Bachelor ofScience, Business Administration 

### IAccounting, University of Detroit 

### ADDDITIONAL National Air Transportation Association, Board Member 

### Centerfor Success - Pontiac, Board Member Page 3



### 1997 1991

2013 2013DANNY K. CUFTON 

### 271 Eager Rd. 682-564-2273 Howell, Ml48843 ddifton4@gmail.com ddifton@pentastaraviation.com

Career Summary I have over 40 years of experience in the aviation industry and US Air Force. I retired from the Air Force after nearly 25 years of honorable service, having flown T-38s and A-lOs. I 

### was given increasingly responsible positions of leadership, culminating in the command ofAir Combat Command's Training Support Squadron with 15 detachments spread throughout the US. Since retirement, I 

### have been involved with managingthe flight operations of4 different and distinct airlines, first as an Assistant Chief Pilot forAirborne Express and then as the Director of Operations and Vice President ofthe Flight Departmentfor each ofthe follow-on airlines. I 

### have an excellent working knowledge of FAA regulations and have always had an outstanding relationship with the FAA Safety Inspectors. Mygreatest strengths are an unwavering integrity, a dedication to my employees that makes me available 24/7, a beliefthat aviation must never include unnecessary risks, and the desire to run the best flight department in the world with the best employees in the world. Professional Experience 2009 to Present: Vice President and Director ofOperations, Pentastar Aviation Charter, Inc. 2007 to 2009: Vice President and Director of Operations, USA Jet Airlines. 2004to 2007: Vice President and Director of Operations, Kitty Hawk Aircargo 1999 to 2004: Assistant Chief Pilot (DC-9L Line Pilot and Flight Engineer, Airborne Express. 1998 to 1999: Company Pilot, Rick Aviation. 1973 TO 1998: U.S. Air Force. Retired after nearly 25 years of honorable service and atthe rank of 0-6 (Full Colonel). Education: 1969to 1973, Virginia Polytechnic Institute (Va Tech), Bachelor ofScience in Education.

### 1557 S. CreekDrive Milford, MI 48380


### OBJECTIVE QUALIFICATIONS

PILOT CREDENTIALS

EXPERIENCE

EDUCATION KIP STEPHENCATLIN

);> 

### Airline TransportPHot )> 

### 12,917 Total Time )> 

### 8,722 Multi Pilot-in-command );> 

### 10,606 Total turbine 

### 12,917 Total FlightHours

9,527 Pilot-in-command 3,107 Second-in-command 11,854 Multi-engine-airplane

5,126 Turbojet Medical: Class I 989-763-2107 kipcatlin88@gmail.com

385 Instruction Given 877 Actual Instrument Type Ratings: C680, LR45, C500,DHC8
FCC Radiotelephone OperatorPermit Valid U.S. Passport 

### ChiefPilot PentastarAviation

- Waterford, MI April2012- Present 

### IOE CaptainLR40/45, Citation Bravo Northern Jet Management- Grand Rapids, MI Part 135 operator Jan. 2000 -April 2012 

### Director OfOperations & 

### General Manager Hansen Flying Service, Inc.

- Alma, Michigan FBO & 

### 135 Operator Sept. 1995-Jan. 2000 

### Captain PiedmontAirlines -Lynchburg, VA deHavilland DASH 8 Part 121 Captain Jan. 1989- Sept. 1995 

### Private,Instrument, Commercial, CFI,Multi-Engine Hansen Flight School (Part 61)- Alma, MI July 1983- Apri11988 

### High School Diploma AlmaHigh School

# FrankA. PubliskiIII 2700 Corkins Rd. Carleton, MI 48117 734-654-4697 publiski@gmail.com Objective A knowledgeable aircraftmaintenance manager experienced inFAR135 andFAR145 operations looking to leadandmanage anAircraftMaintenance andAvionicsdepartment, maximizing financial pe1:{ormance, while maintainingdepartmentalgoals andobjectives. 

### ProfessionalExperience PentastarAviation LLC,Waterford, MI 1986- present Vice Presidentof Maintenance Operation March 2011-present -PAC!FAR 119.69Directorof Maintenance (PAC!ManagingDOM& 

### GeographicDOMformain basemaintenanceproviderP AIPTK) -PALLCFAR 145.151 RepairStationAccountableManager (Director of Maintenance Operations) -P

ALLCEASA 145RepairStationAccountableManager (Director of Maintenance Operations)
Provides leadership and management for all facets ofthe Aircraft Maintenance and Avionics Departments. Accountable for planning, organizing, directing, and control ofall Main, Satellite and Sub-Base Maintenance actions. Responsible for all planning, organizing, direction, control and actions ofthe FAR 145 Repair Station andthe FAR 135 maintenance operations. 

### AircraftMaintenanceManager Janztmy2008- Mm·ch 2011 Provides leadership and management for Avionics and Maintenance departments. Accountable for planning, organizing, directing, and control ofall Main Base Maintenance actions. 

### AircraftMainte11allce Supervisor Jmnrmy 1999- Janumy2008 Planned and coordinated the activities oftheAircraft Maintenance Leads and Mechanics to maximize efficiency andproductivity. Coordinated activities with the Avionics Supervisorto maximize departmental efficiency. Supervised and trained subordinate personnel in properprocedures, methods, practices and safety. Provided technical leadership and guidance, set and measured performance standards, group priorities. Reported daily status to the Director ofMaintenance Operations.

### AircraftMaintenanceLead June 

### 1995- JanuaJy 

### 1999 Coordinated the activities ofthe AircraftMaintenance Mechanics to maximize efficiency and productivity. Provided technical leadership and guidance. Coordinated maintenance activities with Quality Control. Reported status to AircraftMaintenance Supervisor. 

### AircraftMechanic June 1986 -Jzme 

### 1995 Planned and coordinated daily activities to maximize efficiency and accuracy. Carried out assigned maintenance duties in accordance with properprocedures, methods, practices and techniques.



### Education SienaHeightsUniversity,Adrian, Michigan B.A.S., AiJji·ame DetroitAero Mechanics,Detroit, Michigan Airframe and Powerplant Certificate Flight SafetyInternational,Hawker700, Hawker 800, Gulfstream G-V, G550 Maintenance Manager, Cessna 560 Gulfstream Aerospace, G -IV initial GlobalJet Services,Eclipse 500, initial 

### Certificates Airframe and Jl>owerplantMechanic 

### ComputerExperience Extremely proficient with MS Excel, MS Word, and MS Outlook, Adobe Acrobat Reader, CorridorMRO, Various Windows and PDA Applications. 

### Professional, ClientandPersonalreferences available upon request

### Michael 

### L. Baker 

### 500 West Dewey Road, Owosso, Michigan 48867 mbaker500@frontler.com, mbaker@pentastaraviation.com 989.725.7589 (H) 248.249.7233 (C) Career S11..1mmaoy 

### Over 36 years in the aviation industry including 31 years of hands on and leadership experience with 14 CFR 145/EASA 145 Repair Station Operations and 14 CFR 135 OnDemand Air Carrier Operations utilizing corporate aircraft. I have been deeply involved with the evaluation, acquisition, outfitting and entry into service of numerous corporate jet aircraft (both new and used). I possess and apply very high standards for the determination of airworthiness, quality and customer service. I possess an excellent working knowledge of FAA and DOT regulatory data and have maintained excellent working relationships with FAA Safety Inspectors due to regulatory knowledge, personal abilities, sincerity and integrity. Instrumental with IS-BAO registration and initiation of direct air carrier support services for air ambulance operations and 14 CFR 380 public charter operations. Personal attributes include: high levels of initiative, impeccable operational integrity and ethical standards, fair and consistent personnel management and interpersonal skills, outstanding communication skills, excellent ability to manage and prioritize multiple tasks, excellent research skills and attention to detail. ProfessionaB Experience PentastarAviation, LLC and PentastarAviation Charter, Inc.\ Waterford!, Michigan 

### 9/2009 to present: Vice President of Safety & Compliance 9/2001 to 8/2009: Vice President of Maintenance & Avionics (Repair Station)/ 5/2001 to 8/2001: 1/1997 to 8/2001: 12/1989to 12/1996: 12/1988 to 11/1989: 9/1987 to 11/1988: 8/1985 to 8/1987: 4/1984 to 7/1985: 5/1982 to 3/1984: Director of Maintenance (Air Carrier) Director of Quality Assurance (Air Carrier) Manager of Quality Control (Air Carrier and Repair Station) Quality Control Supervisor (Air Carrier and Repair Station) Accessory Overhaul Shop Manager (Repair Station) Maintenance Controller (Air Carrier and Repair Station) Aircraft Maintenance Foreman (Air Carrier and Repair Station) Authorized Inspector (Air Carrier and Repair Station) A&P Mechanic (Air Carrier and Repair Station)
1 

### includes predecessor companies: ChryslerAir Transport, DaimlerChryslerAviation, Inc., and Automotive Air Charter, Inc. Transcontinental Airlines, Ypsilanti, Michigan 

### 10/1979 to 4/1982: Flight Line Lead Mechanic Spartan School ofAerona11..1tics, Tulsa, Oklahoma 

### 9/1977 to 9/1979 Student

References 

### Available upon request FAA Private Pilot Certificate, SEL issued 12/1977 FAA Mechanic Certificate, A&P issued 9/1979

### OBJECTIVE 

## GERALD 

# M. BOPRIE 7400 Highland Road #123, Waterford, Ml48327 gboprie@gmail.com Cell: 

### 248-736-8550

Provide professional pilot services while continuing formal and professional education. EXPERIENCE PENTASTARAVIATION llC, 7310 HIGHLAND RD., WATERFORD, Ml 48327 Current Position: DirectorofSafety, C560 EMS Captain October 1990- present SeNing as Captain on Cessna Encore in Emergency Medical SeNice ; directed developmentof risk assessmentand event reporting in safety management; created and developed weight and balance control system utilizing MicrosoftXLto meet FAA requirements for 135 operations; Flight time: 18,000+, turbine: 11 ,300+, jet: 6000+. -Ratings: ATP, CFI-ASME-IA with Gold Seal, GI-AI, Control Tower Operator (CTO) -Type Ratings: BE-300, BE-1900, C500, G-159, G-1159, G-IV, G-V -30 Years experience in Part 135 -7 Years experience as Director of Safety -3 Years experience as G-159 Check Airman -3 Years experience as PIC in Part 121 Scheduled Cargo Operations -FAAAcademy Graduate, 1978 -National Business Aircraft Association 16,000 Hour Safe Flying Award -FAA Master Pilot Proficiency Award Phase IX -8 Years Military Experience: 4 Years Combat Photography, 4 Years Air Traffic Control -Vietnam Veteran, Strategic Air Command Veteran -Tower, Radar, and Precision Radar -National Ski Patrol volunteer, Outdoor Emergency Care Technician. -Civil Air Patrol volunteer, Transport Mission Pilot -Member of International Society ofAir Safety Investigators AVIATION GROUP, 7310 HIGHLAND RD., WATERFORD, Ml 48327 Captain: King-Air 300 and Cessna 441 December 1987to October1990 Performed pilot-in-command duties on corporate shuttles and AirTaxi flights in BE-300 and C441; Aviation Group was purchased by Chrysler Pentastar in October 1990. 

### EDUCATION



# ------------------------------------------------------------- EMBRY-RIDDLE AERONAUTICAL UNIVERSITY, DEPT. OF INDEPENDENT STUDIES 600 South Clyde Morris Blvd., Daytona Beach, FL 32114-3900 Worked toward the Bachelor of Science Degree in Professional Aeronautics 1997-2007 MOTT COMMUNITY COLLEGE, 1401 E. COURT STREET, FLINT , Ml 48503 Associate of Applied Science Degree, Aviation Technology, 1983 Graduate Honors Summa Cum Laude, GPA 3.71 ALPENA COMMUNITY COLLEGE, 666 JOHNSON ST

.., AlPENA , Ml 49707 Attended 1976 to 1977 GPA4.0 

### REFERENCES AVAILABLE ON REQUESTATIACHMENTG SUBSTANTIAL INTERESTS Response to 14 CFR 204.3(g}: PentastarAviation Charter, Inc. (PACI} is a wholly owned subsidiary of Pentastar Aviation, LLC (PA, LLC}. PA, LLC is ultimatelyowned by Edsel B. Ford, II. As mentioned in Attachment F, none ofthe executives and managers holds any interests in the company. None ofthe persons listed herein hold any officerships, directorships, shares ofstock or interest in any carrier, foreign air carrier, common carrier, person substantially engaged in the business ofaeronautics, or person whose principal business (in purpose offact} is the holding ofstock in or control ofany air carrier, foreign air carrier, common carrier, or person substantially engaged in the business of aeronautics.ATIACHMENTH ATIACHMENT I ATIACHMENT

### J SUBSIDIARIES. OWNERSHIP INTERESTS. 10K AND 10Q REPORTS Response to 14 CFR 204.3(h): PACI has no subsidiaries. Response to 14 CFR 204.3(i): PACI has no shares of stock in, or control 

### of, any other air carrier, foreign air carrier, common carrier, or person substantially engaged in the business of aeronautics. Response to 14 CFR 204.3(j): PACI is privately held and therefore does notfile 10K or 10Qreports.LITIGATION ADACHMENTL ATIACHMENTM

Note: Pursuant to the definition of relevant corporation in section 204.2(k) ofthe Department's regulations, Pentastar Aviation Charter, Inc., is the sole relevant corporation underthis application. Response to 14 CFR 204.3(1): There are no actions or outstandingjudgments for $5,000 or more against any relevant corporation, key personnel employed by (orto be employed by) any relevant corporation, or person having a substantial interest in any relevant corporation. Response to 14 CFR 204.3(m): There are no actions or outstandingjudgments for less than $5,000 against any relevant corporation, key personnel employed by (orto be employed by) any relevant corporation, or person having a substantial interest in any relevant corporation.ATIACHMENT N FLEET OF AIRCRAFT Response to 14 CFR 204.3(n) Pentastar Aviation Charter, Inc. (PACI) presently operates a fleet oftwo (2) Saab-3408 multi-engine turboprop aircraft. Each aircraft is configured with 30 seats with a payload capacity of less than 7,500 pounds. Pentastar Aviation Charter, Inc. utilizes its current fleet primarily for Public Charter operations between PTK, MDW and PLN, with occasional interstate planeload passenger charters. We have been conducting these operations for over 2 years, having started the Public Charters in July, 2011. Based upon operational considerations, Pentastar Aviation Charter, Inc. presently anticipates utilizing excess capacity in its existing fleetto initiate increased service between PTK and MDW. Pentastar Aviation Charter, Inc. does not propose to establish maintenance or operations bases separate from its corporate offices. Pentastar Aviation Charter, Inc. intends to contract for some maintenance support as required to address mechanical issues. The frequency ofthis will be less than 10% and the type ofcontract will be an "independent contractor" agreement. PACI contracts trainingfor its pilots and flight attendants 100% ofthe time through Flight Safety International. PACI does not contract any operational functions. An affidavit ofaircraft safety compliance for Pentastar Aviation Charter, Inc.'s existingfleetfollows this page.AFFIDAVIT OF SAFETY COMPLIANCE STATE OF MICHIGAN ) ss: COUNTY OF OAKLAND Gregory J. Schmidt, being first duly sworn, deposes and says: 1
. That he is duly appointed, qualified and sitting as President and Chief Executive Officer of Pentastar Aviation Charter, Inc

. and that he is authorized to and does make this affidavit for it. 2. That all aircraft operated by Pentastar Aviation Charter, Inc

. have been certified by the Federal Aviation Administration (FAA) and currently comply with all FAA safety standards under Part 135, as well as the noise standards of Part 36, ofthe FARs.

NANCY N

. KEMMER Notary Public, State of Michigan County of Oakland My C ommission**Exp ir** **e~ ar** **)'ZJ_O~! n[**  A

c ting intileC ounty**~~** (_)::1 IL l 

### l1!.l! President and CEO Pentastar Aviation Charter, Inc.

Sworn to and subscribed before me this 11th day of December, 2013ATIACHMENTO ATIACHMENTP ATIACHMENTQ GOVERNMENT INVESTIGATIONS, BUSINESS PRACTICES, ACCIDENTS/INCIDENTS Note: Pursuant to the definition of relevant corporation in section 204.2(k) ofthe Department's regulations, Pentastar Aviation Charter, Inc. is the sole relevant corporation underthis application. Response to 14 CFR 204.J(o): There are no pending investigations, enforcement actions orformal complaints filed by the Department, including the FAA, involving PentastarAviation Charter, Inc., any relevant corporation, any personnel employed (or to be employed) by any relevant corporation, or person having a substantial interest in any relevant corporation, regarding compliance with Subtitle VII ofTitle 49 ofthe United States Code (Transportation) (the "Statute") or orders, rules, regulations or requirements issued pursuant to the Statue, and any corrective actions taken. Response to 14 CFR 204.J(p): No charges of unfair or deceptive or anticompetitive business practices, or offraud, felony or antitrust violation, have been brought against PentastarAviation Charter, Inc. or any relevant corporation or person having a substantial interest in any relevant corporation, or member ofthe key personnel employed (or to be employed) by any relevant corporation in the past 10 years. Response to 14CFR 204.J(q): No aircraft accidents or incidents (as defined in the National Transportation Safety Board Regulations, 49 CFR 830.2) have been experienced by Pentastar Aviation Charter, Inc., its personnel, or any relevant corporation, which, occurred either duringthe year preceding the date ofthis application or at anytime in the past and which remain under investigation by the FAA, the NTSB, or by PentastarAviation Charter, Inc. itself.ATTACHMENT R 

### HISTORY OF PENTASTAR AVIATION CHARTER, INC.
Pentastar Aviation Charter, Inc. (PACt) is a wholly owned subsidiary of PentastarAviation, LLC. PACI is the holder ofa Part 135 certificate.
1968 - Originally formed as American Military Products Organization, Inc.
1976 - Name changed to Spatec Corporation
1982- Name changed to PentastarAviation, Inc.
1986 - Name changed to Chrysler PentastarAviation, Inc.
1990 - Operations moved from Willow Run Airport in Ypsilanti, Michigan to Oakland County International Airport in Waterford, Michigan. March, 1999 - Name changed to DaimlerChryslerAviation, Inc. July, 1999 - Name changed to Newco Aviation, Inc. August, 1999 - Name changed to Automotive Air Charter, Inc. October, 2001 - 75% ofoutstanding shares ofAutomotive Air Charter, Inc. purchased by Pentastar Aviation, LLC July, 2009- Remaining 25% of outstanding shares ofAutomotive Air Charter, Inc. purchased by PentastarAviation, LLC August, 2009- Name changed to PentastarAviation Charter, Inc.ATIACHMENTS EXISTING AIR CARRIER AUTHORITY Response to 14CFR 204.3(s): PentastarAviation Charter, Inc. holds FAA Operating Certificate Number UG8A235J and FAA Part 135 Operations Specifications. The company actively operates under its FAA authority. The local FAA office and personnel responsible for processing any request of PentastarAviation Charter, Inc. for expanded FAA authority are as follows: FAA Flight Standards District Office Attn: Bartholomew Angle Willow Run Airport- East Side 8800 Beck Road Belleville, Michigan 48111 Bartholomew.Angle@faa.gov Phone: 734-487-7222

### ATTACHMENT T SERVICE TO BE OPERATED Response to 14 CFR204.3(t): Uponreceipt ofeffective commuter air carrier authority, PACIplansto increasethe frequency of its PTK-MDW-PTKrouting utilizing the Part 380 relationship with an indirect air carrier. Such flights will generate revenues and expenses yielding an operatingprofit of$123,600 from the operation (Confidential Exhibit onnext 2 pages). The additional routes will not detract from profitability for PACI's bottom line, but will allowfor the increase inrouting for the indirect air 

### carrier. PACI estimates its pre-operating expenses as $68,000 as a result ofoutside assistance for the CACAprocess, ofwhich $34,000 will be reimbursed byour customer. In addition, PACI may experience an immaterial level oflegal costs up to $5,000. These will be covered by PACI's current operating cash, which was approximately $2 million atJune 30, 2013.Pentastar Aviation Charter, Inc. Commuter Air Carrier Authority Application Appendix A (t) Forecasted Income Statement 

### .!Q. 

# .m .m**~** Total Revenue Management fee 

### 27,000 27,000 27,000 27,000 108,000 Pass thru expenses 

### 962,381 962,381 962,381 962,381 3,849,522 Crew fees 

### 92,100 92,100 92,100 92,100 368,400 Aircraft Insurance 

### 17,085 17,085 17,085 17,085 68,340 Ramp fees 

### 3,900 3,900 3,900 3,900 15,600 Total Revenue 

### 1,102,466 1,102,466 1,102,466 1,102,466 4,409,862 Cost of revenue Pass thru expenses 

### 962,381 962,381 962,381 962,381 3,849,522 Employee expenses 

### 92,100 92,100 92,100 92,100 368,400 Aircraft Insurance 

### 17,085 17,085 17,085 17,085 68,340 Total Cost of revenue 

### 1,071,566 1,071,566 1,071,566 1,071,566 4,286,262 Net Profit 

### $ 30,900 

### $ 30,900 

### $ 30,900 

### $ 30,900 

### $ 123,600 Revenue Per Mile 

### $ 0.34 

### $ 0.34 

### $ 0.34 

### $ 0.34 

### $ 0.34 Revenue Per Hour 

### $ 72.24 

### $ 72.24 

### $ 72.24 

### $ 72.24 

### $ 72.24Opening 

### !Q**~ ~**  Closing CURRENT ASSETS Cash 1,992,403 2,023,303 2,054,203 2,085,103 2,116,003 Accounts receivable 1,174,966 1,174,966 1,174,966 1,174,966 1,174,966 Prepaid and other current assets 48,586 48,586 48,586 48,586 48,586 Total Current Assets 3,215,955 3,246,855 3,277,755 3,308,655 3,339,555 TOTAL ASSETS 3,215,955 3,246,855 3,277,755 3,308,655 3,339,555 CURRENT LIABILITIES Accounts payable 667,867 667,867 667,867 667,867 667,867 Accrued expenses 2,214,784 2,214,784 2,214,784 2,214,784 2,214,784 Deferred revenue 457,203 457,203 457,203 457,203 457,203 Total Current Liabilities 3,339,854 3,339,854 3,339,854 3,339,854 3,339,854 MEMBER'S EQUITY (123,899) (92,999) (62,099) (31,199) (299) TOTAL LIABILITIES 3,215,955 3,246,855 3,277,755 3,308,655 3,339,555ATIACHMENTU WAIVER REQUIRED BY PART 203 Response toJ4 CFR 204.3(u): A signed counterpart ofthe agreement required by Part 203 ofthe Department's regulations comprises page 2 ofthis attachment.

### ~1--- U.S. DepartmentofTransportation Office ofthe Secretary ofTransportation Docket OST 95-236 

### AGREEMENT The undersigned carriers (hereinafter referred to as "the Carriers") hereby agree as follows: 1. Each ofthe Carriers shall, effective May 16, 1966, include the following in its conditions ofcarriage, including tariffs embodying conditions ofcarriage filed by itwith any government

"The Carrier shall avail itself ofthe limitation of liability provided in the Convention forthe Unification of Certain Rules Relating to International Carriage byAir signed atWarsaw October 12th, 1929, or provided in the said Convention as amended by the Protocol signed atThe Hague September28th, 1955
. However, in accordance with Article 22(1) ofsaid Convention , or said Convention as amended by said Protocol , the Carrier agreesthat, as to all international transportation bythe Carrier as defined in the said Convention orsaid Convention as amended by said Protocol, which , according to the contract of Carriage, includes a point in the United States ofAmerica as a point oforigin, point ofdestination, or agreed stopping place (1) The limit of liability for each passengerfordeath, wounding , or other bodily injury shall be the sum of US $75,000 inclusive of legal fees and costs, exceptthat, in case ofa claim brought in a State where provision is made for separate award of legal fees and costs, the limitshall bethe sum of US $58,000 exclusive of legal fees and costs. (2) The Carriershall not, with respect to any claim arising out ofthe death, wounding, or other bodily injury ofa passenger, avail itselfofany defense underArticle 20(1) ofsaid Convention orsaid Convention as amended by said Protocol. Nothing herein shall be deemed to affectthe rights and liabilities ofthe Carrierwith regard to any claim brought by, on behalf of, or in respect ofany person who has willfully caused damage which resu lted in death, wounding , or other bodily injury ofa passenger." 2
. Each Carrier shall , atthe time ofdelivery ofthe ticket, furnish to each passengerwhose transportation is governed by the Convention , orthe Convention as amended bythe Hague Protocol, and bythe special contract described in paragraph 1, the following notice, which shall be printed in type at least as large as 10 point modem 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 otherthan the country oforigin are advised that the provisions ofa treaty known as theWarsaw Convention may be applicable to the entirejourney, including any portion entirely within the country oforigin ordestination. Forsuch passengers on a journey to, from , orwith an agreed stopping place in the United States ofAmerica, the Convention and special contracts of carriage embodied in applicable tariffs provide thatthe liability of Pentastar Aviation Charter, Inc

. [certain 

## r [(name ofcarrier) and certain other] carriers parties to such special contracts for death ofor personal injuryto passengers is limited in most cases to proven damages notto exceed US $75,000 per passenger, and thatthis liability up to such limitshall not depend on negligence on the part ofthe carrier

. Forsuch passengers traveling by a carrier not a party to such special contracts or on a journey notto, from, or having an agreed stopping place in the United States ofAmerica, liability ofthe carrierfor 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 special contracts are available at all ticket offices ofsuch 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 ofthe carrier's liability underthe Warsaw Convention orsuch special contracts of carriage

. Forfurther information please consultyour airline or insurance company representative." 3
. [This Agreement was filed with the Civil Aeronautics Board ofthe United States

. 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 ofthe Department ofTransportation (DOT) by operation of law.] 4
. This Agreement may be signed in any number ofcounterparts, all ofwhich shall constitute one Agreement. Any Carrier may become a party to this Agreement by signing a counterpart hereofand depositing itwith DOT

. 5
. Any Carrier party hereto may withdrawfrom this Agreement by giving twelve ( months' written notice ofwithdrawal to DOT and the other Carriers parties to the Agreement. *Either alternative may be used

.

OST Fonn 4523 (FonnerlyCAB Fonn 263) (Printed Name and Title) (Name and Address ofCarrier) 

## , I**1-~t::o** 

## ?e.-..htr/zkr

# Av,afz**if't/~r/-er** .:I: nc:-. ) 

## 73t{)**/-b~ h4.....d** **~ tJ4htcW~**  

### MX**~.P .i** **2.7**ATTACHMENT V CERTIFICATION Response to 14CFR 204.3(v): The certification required by 18 U.S.C.1001 and the Department's regulations comprises page 2 ofthis attachment.VERIFICATION Pursuant to title 18 United States Code section 1001, I, GregoryJ. Schmidt, President, Pentastar Aviation Charter, Inc., in my individual capacity and as the authorized representative ofthe applicant, have not in any manner knowingly and willfullyfalsified, concealed or covered up 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, filing or prosecution ofthe appl ication. I understand that an individual who is found to have violated the provisions of 18 U.S.C section 1001 shall be fined not more than $10,000 or imprisoned not more than five years, or both.

NANCY N. KEMMER Notary Public, State of Michigan County of Oakland My Commission**Exp r~**  Mar.**017** j ' Acting in**th:_£9~!.' c:f** **{**

### '}0 K 1'-t/h

### 0 Gregory J
. Sc Pentastar Aviation Charter, Inc. December 11, 2013

### CERTIFICATE OF SERVICE
I hereby certifythat a copyofthe foregoing application, including all attachments, has been furnished byemail onJanuary7, 2014 to each ofthe following persons: Federal AviationAdministration, EasterMichigan FSDO: Mr. Bartholomew Angle, Principal Operations Inspector, PentastarAviation Charter, Inc. Bartholomew.angle@faa.gov Oakland CountyInternational Airport, Waterford, MI: Mr. Karl Randall, randallk@oakgov.com Pellston Regional Airport, Pellston, MI: Mr. KellyAtkins, katkins@emmetcounty.org Midway Airport, Chicago, IL: Ms. Erin O'Donnell, Erin@CityofChicago.org

,

# ~~-==¥..~--~-~;**&_~---**

6

# PE~T~TAR

- Aviation Charter, Inc.



### Contingency Plan for Lengthy Tarmac Delays Note: PACI does not offer its schedules through the OAG and therefore does not have an airline code. In the event of a tarmac delay of 30 minutes: 

### 1. The pilot-in-command is instructed to request permission from air traffic control to return to the fixed base operatorfrom which the passengers enplaned. 2. Underthe contract terms with the FBO, the ground personnel are instructed to assist in deplaningthe passengers and to provide space for the passengers to wait comfortably until the air traffic control delay is resolved. 3. When ATC informs the pilot that conditions have attained a level likely to allow departure within acceptable parameters, then FBO personnel and pilots will assist the passengers to re-enplane safely.