U.S. Department of Transportation Office ofthe Secretary OfTransportation August 31, 2012 Mr. Ted Vallas Vice President-Administration Carlsbad-PalomarAirlines, Inc.

d/b/a CaliforniaPacific Airlines 5670 El Camino Real, Suite D Carlsbad, CA 92008

DearMr. Vallas: '1200 NewJersey Ave., S.E. Washington, DC 20590

Re: Docket DOT-OST-2010-0126, Application of Carlsbad-Palomar Airlines, Inc. d/b/a California Pacific Airlines for certificates ofpublic convenience and necessity

We have completed our initial review information filed by Carlsbad-PalomarAirlines, Inc. d/b/a CaliforniaPacific Airlines ("CP Air") on.August 7, 2012, in support ofits request for a waiver from section 204.7 ofourrules (14 CFR 204.7). This review has revealed the need for additional and/or clarifying information beforewe can complete our review ofCPAir's request. The attached Information Request lists the areas where further and/or clarification information is necessary. I ask that you respond fully to this request within 14 days of the date of this letter. Your response should be mailed to U.S. Department of Transportation, Docket Operations, (M-30, Room Wl2- 140), 1200 New Jersey Avenue, S.E., West Building Ground Floor, Washington, D.C. 20590, or you may electronicallyfile yourresponse at www.regulations.gov. Ifyou have any questions regarding this letter orthe requested information, please feel free to contact me at (202) 366-9721. 

# ;:!JL

Damon Walker Analyst, Air CarrierFitness Division

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Enclosure

cc: DocketDOT-OST-2010-0126INFORMATIONREQUEST CARLSBAD-PALOMARAIRLINES,INC. D/B/A CALIFORNIAPACIFIC AIRLINES 1. Pleasedescribe the status and, ifrelevant, the results ofCP Air'sprivateplacement. 2. As you know, in order to be found fit to conduct commuter operations CP Air must provide evidence that it has access to funds equal to or in excess ofone-quarter ofits first-year operating expenses plus any remaining pre-operating expenses and any negative working capital. Based on the information CP Airprovided in its August

### ih request for a waiver it appears that CP Air would need to provide evidence that it has access to $11.6 million, which is one-quarter ofits first-year operating expenses ($7.0 million) plus its remaining pre-operating expenses ($4.6). Therefore, please provide evidence that CP Airhas access to $11.6 million in funding and/or describe CP Air's plans to raise additional capital. 3. The letter-of-credit that CP Air provided in its August 

### ihrequest for a waiver does not disclose the terms ofrepayment or if any conditions must be met before funds will be advance. Please provide the terms of repayment and disclose any preconditions to funding. 4. Messrs. Robert Hembury, Paul Hook, and Dean Sinerius' resumes indicate that each hold additional employment positions with other companies in addition to holding their positions at CP Air. If Messrs. Hembury, Hook, and Sinerius, have since resigned from their otherpositions ofemploymentplease note the date ofresignation. Ifthey have not resigned, please indicate ifthey intend to resign once CP Air begins revenue operations orifthey intend to remain dually employed. 5. Provide a detailed description of each class or series of stock issued. Such description should include: the number of shares outstanding by class or series, convertibility into other classes or series of stock, representation on the board of directors, voting rights, entitlement to dividend, consequences offailure to pay such dividends, and liquidationpreferences. The information provided pursuant to this Information Request should be accompaniedbythefollowing certification: The contents ofthis application and the attached exhibit (s) are true and correctto the best of my 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 of the applicant, have not in any manner knowingly and willfully falsified, concealed or failed to disclose any material fact or made any false, fictitious, or fraudulent statement or knowingly used any documents which contain such statements in connection with the preparation, 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 befined orimprisonednotmorethanfive years, orboth.