UNITED STATES DEPARTMENT OF TRANSPORTATION 

FEDERAL AVIATION ADMINISTRATION 

WASHINGTON, DC 

Docket No. 16-08-05 

ALCA, Inc., Cylinder Shop, Inc., 

Suncoast Aviation, Airkraft Parts, 

and National Aviation, 

Complainants, 

V. 

Miami-Dade County, Florida 

Respondent. 

/ 

REBUTTAL OF RESPONDENT MIAMI-DADE COUNTY 

TO CORRECTED RESPONSE TO MOTION TO DISMISS 

AND REPLY BRIEF OF PETITIONERS 

• — J 

...J 

CD 

The Respondent, Miami-Dade County ("County"), files this Rebuttal to the 

Complainants' "Corrected Response to Motion to Dismiss and Response Brief of Petitioners" 

("Complainants' Reply"), and says the following: 

The County's Motion to Dismiss is Valid 

1. Complainants' Part 16 Complaint in this matter references only two exhibits. It 

does not on its face reference the 15 additional exhibits which Complainants allege are 

incorporated, nor does it make reference to any binders. See Motion to Dismiss and Answer of 

Respondent Miami-Dade County ("County's Answer") at ffl-S. It does not stipulate that any 

binders the County may have received are in fact the universe of documents on which 

Complainants relied. Thus, while the County may have had documents in its possession, the 

County was forced to attempt to guess at how these documents related to the Complaint, if in fact 

they did. Complainants caimot force the County, on its own, to determine what exhibits 

OFFICE OF COUNTY ATTORNEY, MIAMI-DADE COUNTY, FLORIDA 
Docket No. 16-08-05 

Complainants relied upon in support of their Complaint. Accordingly, the Motion to Dismiss is 

valid. 

Complainants Continue to Mischaracterize the Law and the Facts 

2. Complainants' Reply consists of, in essence, two arguments. First, Complainants 

argue—again solely by way of unsupported assertion-that discrimination has been shown. See 

Complainants' Reply at D & E. This assertion rests solely on the fact that the County concedes 

that different tenants at Opa-Locka Executive Airport ("OFF') have different lease terms; 

Complainants do not, however, address the differences between the various lessees that 

reasonably require those differing lease terms. Id. As a result. Complainants cannot demonstrate 

that the County, in executing leases, has done anything other than draft leases appropriate to the 

individual business needs of a number of unique tenants and developers. Second, Complainants 

argue that they have—^in order to comply with the FAA's clear direction that Complainants must 

provide AA with financial and business information—^provided such information to AA. See 

Complainants' Reply at L. This argument is factually flawed. Whatever minimal information has 

been provided to AA indicates only that Complainants lack the financial wherewithal to exist as 

subtenants to AA. These issues are dealt with in turn below. 

Complainants Again Fail to Demonstrate that They are Similarly Situated 

3. As was noted by the County in its initial response, see paragraph 32 of the 

County's Answer, the County may, when drafting leases, take into account the scope of a 

proposed development and the financing and amortization requirements needed to make the 

proposed leases viable. See also Pacific Coast Flyers, Inc. v. County of Sun Diego, No. 16-04-

08,2005 WL 1900515, at *40 (F.A.A. Jul. 25,2005) (upholding higher lease rates for tenants on 

2 

OFFICE OF COUNTY AHORNEY, MIAMI-DADE COUNTY, FLORIDA 
Docket No. 16-08-05 

the redeveloped site based on age, location, condition and utility of different types of facilities, 

and recognizing that economic development/improvements at an airport will result in higher 

rental structures). The FAA has expressly affirmed the appHcability of this principle to this case, 

stating that: 

FAA guidance states that there should be a direct correlation between lease terms and the 

amount of time necessary to amortize investments. 

See County's Answer, Exhibit D at fl. In their Reply, Complainants do not contest this general 

principle. 

4. Complainants, moreover, do not contest that the Co\mty may, in seeking greater 

development at OFF, decline to extend existing leases so as to make way for redevelopment. See, 

e.g. Thermco Aviation, Inc. andA-26 Co. v. County of Los Angeles, No. 16-06-07,2007 WL 

1893821 (F.A.A. June 21,2007) (Director's Determination) (finding no violation where airport 

denied subtenants' requests for a new lease in favor of demolishing hangar under a 

redevelopment plan); Hill Air Co., Inc. v. Broward County Bd. of County Commissioners, No.l3-

93-7, 2006 WL 325373 (F.A.A. Jan. 31, 2006) (Director's Determination) (airport's decision not 

to renew or offer new leases to FBO and proceed with redevelopment of land did not constitute 

unjust discrimination); Vincent Desciose, Jr. & Omaha Airplane Supply, Inc. d/b/a Aero Realty 

Co. V. City of Long Beach, No. 16-99-12 (F.A.A. Feb. 20,2001) (Director's Determination) 

(airport's refijsal to extend lease on grounds that tenant's proposed improvements were 

inconsistent with overall redevelopment scheme did not violate federal grant assurances). 

5. In the County's Answer, and consistent with the legal principles articulated 

above, the County set forth in exhaustive detail the differences in development scope, financing, 

and readiness to move forward (as evidenced by at-hand plans and proposals) between 

3 

OFFICE OF COUNTY ATTORNEY, MIAMI-DADE COUNTY, FLORIDA 
Docket No. 16-08-05 

Complainants and, respectively, AA, MEA, Natoli, and Flightline. See County's Answer at in[28-

54. The County explained in detail how these differences affected leasing opportunities and 

terms. Id. The Coimty explained that it entered into a long term lease with AA to facilitate large 

scale development of OFF, with the intent of making OFF self-sustaining. See County's Answer 

atinill,15. 

6. Complainants' Response does not in any way address these explanations. At best, 

it merely asserts that Complainants are the same as, and should have received the same lease 

terms as, for example, AA. See Complainants' Reply at E. %\. This assertion is clearly refiited by 

the record facts. AA is developing nearly two hundred acres with a required investment of over 

$160,000,000; Complainants on the other hand, wish to operate small sites and provide minimal 

investment. 

7. Complainants assert that they, like MEA or Natoli, had presented viable business 

plans to the County, but have not attached such plans in either Complainants' Complaint or their 

Reply. 

8. In short, then, in both Complainants' Complaint and their Reply, Complainants 

fail to demonstrate that the differences in the referenced lease terms are the product of 

discrimination rather than the mere product of the differing needs of differing lessees and 

developers. These differing terms are thus expressly allowed under the Grant Assurances, and 

Complainants request for relief must be denied. 

Complainants Incorrectly State that AA has been Provided Required Documents 

9. In its preliminary Agency determination on Complainants' prior Fart 13 

proceeding issued on December 11,2007, the FAA noted that: 

[I]f your clients wish to secure long term leases at [OFF], they will be required to 

provide the basic information requested by AA Acquisitions to determine the 

4 

OFFICE OF COUNTY ATTORNEY, MIAMI-DADE COUNTY, FLORIDA 
Docket No. 16-08-05 

terms available for such leases. If the tenant's are not willing to provide such 

information, AA Acquisitions is within their rights to refuse to negotiate lease 

terms. 

See County's Answer, Exhibit D at \2. 

10. In Complainants' Reply, Complainants now allege that all requested information 

has been provided to AA. A detailed response fi-om AA to this assertion is attached hereto as 

Exhibit A. As is clear firom Exhibit A, AA has—even through these proceedings—^met and 

negotiated with Complainants in good faith, based on the information submitted by 

Complainants.* To the extent these negotiations have failed, it is because Complainants either 

have not provided information or have insisted on imrealistic terms, such as maintenance of the 

historically low rents at OFF. 

11. In addition to AA's response, the County notes that Complainants have not, in 

fact, attached, either to Complainants' Complaint or their Reply, any of the information allegedly 

proffered. Rather, Complainants have attached letters referring to this allegedly proffered 

information. See e.g.. Complainants' Reply, l", T^, and 4^ Exhibits. The actual information is 

not attached; there is thus no way to evaluate if this allegedly proffered information was in fact 

provided, or provided in a manner responsive to AA's needs and in accordance with the FAA's 

own principles. 

12. As the record thus reflects that Complainants—even now—^have not provided the 

information the FAA has directed them to provide. Complainants request for relief must be 

denied.^ 

The County additionally notes that the County itself has discussed with Complainants space at 

OFF on property not leased to AA, including space imder the Coimty's direct control. It is not 

clear if Complainants will be able to make or will choose to make use of this space. 

In a variation on the Complainants' theme. Complainants suggest that the Respondent has 

failed to provide them with "any opportunities anywhere at the airport." Reply ^4 at 1. 

5 

OFFICE OF COUNTY ATTORNEY, MIAMI-DADE COUNTY, FLORIDA 
Docket No. 16-08-05 

Complainants Mischaracterize Respondent's Statements Regarding Potential Evictions 

13. In Complainant's Reply, Complainants discuss the Respondent's letter of 

December 3,2007, written by Miguel Southwell. See Complainants Reply at B. Complainants 

essentially argue that Mr. Southwell hoodwinked the FAA in this letter, as Complainants believe 

that letter to be a promise that no evictions would move forward under any circumstances. Id. 

14. This is a mischaracterization of Mr. Southwell's comments. In Respondent's 

letter of December 3,2007, Mr. Southwell at one point discussed the letter of AA that was sent to 

the existing tenants in May 2007, and stated the following as to that May letter: 

[I]t is clear that AA's intent was to capture the attention of the tenants and induce 

them to make contact with AA so that a meaningful discussion of the tenants' 

desires and AA's plans could start. If AA's intent was to trigger an eviction of all 

existing tenants, AA would have followed up its letter by actions of eviction 

against all tenants. That, of course, has not happened. As reported by AA, the 

only tenant being evicted is National Aviation, and those eviction proceedings 

arise out of National's refusal to pay rent and its refusal to discuss the issues with 

AA. 

See County's Answer, Exhibit C at 2. 

15. At the time of his comments in December 2007, six months had elapsed between 

AA's May letter and Mr. Southwell's December 3,2007 letter. Mr. Southwell was making the 

Actually, Complainants, as potential users of the airport, have the obligation to approach the 

Respondent or any of the current developers to discuss their needs so that the Respondent and the 

developers can respond. As noted supra at Footnote 1, the County did discuss with the 

Complainants the 14 acres of developable land at OFF that are available to them. As to the land 

under the current control of the developers, the developers themselves—^not the Respondent— 

have the leasehold power to provide the Complainants with developable land on their respective 

premises. Even the FAA recognized that, as to the premises under the control of AA, AA 

itself—and not the County—should continue to negotiate with the Complainants to come to lease 

agreements. Reply, Ex. D, at 2. The FAA obviously recognized that AA was the proper party in 

interest to engage in negotiations involving property then under the control of AA. Moreover, 

Complainants have not alleged that they have approached any of the developers at OFF other 

than AA in an effort to find developable acreage. And, Complainants have certainly not alleged 

that these other developers have rebuffed the Complainants in their efforts to find suitable sites. 

6 

OFFICE OF COUNTY ATTORNEY, MIAMI-DADE COUNTY, FLORIDA 
Docket No. 16-08-05 

correct observation that had AA truly wanted to evict the tenants, AA would have followed up 

on its May letter by inunediately filing actions of eviction. Mr. Southwell was making a 

statement that evictions would never be forthcoming; rather, he was stating only that, as of 

December 3, 2007, AA had not filed any such actions (except as to National Aviation) consistent 

with AA's goal of encouraging the, tenants to engage in meaningful negotiations over the terms 

of future leases. 

16. It is apparent that the FAA did not interpret Mr. Southwell's comments as 

constituting a representation that no eviction actions would ever be filed. The FAA has 

traditionally permitted a Sponsor to file eviction actions against tenants who refuse to comply 

with their rent and contract obligations under their leases, and nothing in the FAA's letter of 

December 11,2007, suggests an abandonment of that policy or an acknowledgment that AA 

waived its right to file eviction actions when tenants do not pay their rent. Furthermore, the 

FAA's December 11,2007 letter specifically suggests that eviction actions might be appropriate 

on a separate ground if the premises are needed for AA's development purposes: 

Therefore, FAA is requesting that MDAD, through AA Acquisitions, allow these 

tenants to continue to occupy their leaseholds on a month-to-month basis until 

such time it is necessarv for the properties to be vacated to allow for future 

development. 

See County's Answer, Exhibit D at 2. 

17. The Respondent's Part 13 response of December 3, 2007 was not a representation 

that no evictions would ever occur, and the FAA's Fart 13 decision of December 11,2007 did not 

interpret the Respondent's letter as being such a representation. 

7 

OFFICE OF COUNTY AHORNEY, MIAMI-DADE COUNTY, FLORIDA 
Docket No. 16-08-05 

F. Conclusion 

For the reasons set forth in this Response, the Respondent respectfully moves the FAA on 

behalf of the County and AA to find and determine that neither the County nor AA has violated 

any Grant Assurance or any other provision of law applicable to the issues presented herein, and 

that the County and AA have acted in accordance with such requirements such that no relief in 

this matter is warranted. 

R. A. CUEVAS, JR. 

County Attorney 

By: L 

Thomas F. Abbott 

David M. Murray 

Assistant County Attorneys 

PC Box 025504 

Miami, Florida 33102-5514 

Telephone: 305 876-7040 

Telefacsimile: 305 876-7294 

tabbott@miami-airport.com 

dmurray@miami-airport.com 

8 

OFFICE OF COUNTY ATTORNEY, MIAMI-DADE COUNTY, FLORIDA 
Docket No. 16-08-05 

CERTIFICATE OF SERVICE 

The imdersigned hereby certifies that a copy of the foregoing Reply has been transmitted 

electronically and submitted via overnight courier on this 12* day of January, 2009 as follows: 

Via Overnight Courier Via Electronic and U.S.P.S. 

Office of the Chief Coimsel Michael A. Fizzi, Jr., Esq. 

Attii: FAA Fart 16 Airport Proceedings 15271 N.W. 60 Avenue 

Docket, AGC-610 Suite 206 A 

Room 925, Federal Aviation Administration Miami Lakes, FL 33014 

800 Independence Ave., SW Telefacsimile: 305.231.2123 

Washington, D.C. 20591 Email: mpizzijr@vahoo.com 

Counsel for Complainants 

y ^ 

Thomas F. Abbott 

David M. Murray 

9 

OFFICE OF COUNTY AHORNEY, MIAMI-DADE COUNTY, FLORIDA 
AA Acquisitions detailed response. 

E 

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H 

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B 

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A 

OFFICE OF COUNTY ATTORNEY, MIAMI-DADE COUNTY. FLORIDA 
AA Acquisitions, LLC 

1400 N.W. 107*^ Avenue, Fifth Floor 

Miami, Florida 33172 

(305)392-4100 OfBce 

(305)392-4104 FacsimUe 

January 12,2009 

Mr. Miguel Southwell 

Assistant Aviation Director for Business Development 

Miami-Dade Aviation Department 

PC Box 025504 

Miami, FL 33102-5504 

Re: Opa-Locka Executive Airport Part 16 Complaint 

FAA Docket No. 16-08-05 

Dear Mr. Southwell: 

Since entering into its lease with the County in March of 2007 under which AA Acquisitions and 

its subtenants ("AA") will invest approximately $160M to redevelop the property, AA has 

actively attempted to work with existing subtenants to accommodate them. Even though AA has 

not received the basic financial and business plan information firom these subtenants, AA has met 

with them and continues to offer to meet with the subtenants to discuss possible 

accommodations. AA is committed to compliance with the terms of its lease, and has not 

engaged in unjust economic discrimination. 

This letter summarizes AA's response to the response of Complainants ALCA, Inc. C'ALCA"), 

Cylinder Shop, Inc. ("Cylinder Shop"), Suncoast Aviation ("Suncoast"), Aircraft Farts ("Aircraft 

Parts"), and National Aviation (''National")' (collectively "Complainants") in the above 

referenced Part 16 matter.^ AA is a tenant of Miami-Dade County (the "County"), which owns 

and operates Opa-Locka Executive Airport ("OFF") throu^ its Aviation Department 

("MDAD"). AA respectfully submits that the Complaint fails to comply with basic Part 16 

requirements^ and should be dismissed. Even if it did comply with Part 16, Complainants' 

allegations have no basis in fact, nor have they been supported by evidence. 

National Aviation has failed to pay rent for over 2 years at the site, and has been evicted Scorn both of its 

3 

AA previously responded to Complainants on September 18,2008 ("AA Response Letter"), which was attached 

to the County's Motion to Dismiss and Answer of Response as Attachment A. 

AA agrees with the County that the Part 16 Complamt should be dismissed for feilure to comply with basic 

requirements related to service and to the provision of evidence to support its claim. Complainants' disregard of 

Part 16 requirements make it impossible for the County and AA to respond to the allegations against them, and the 

complaint should be dismissed without further action. 
For over 18 months, consistent with reasonable and customary practices at airports all over the 

country, AA has been requesting basic business and financial information firom Complainants 

prior to commencing specific negotiations. Yet, as fiirther explained in this letter. Complainants 

still have not complied with these basic requests. As the FAA has stated: "if [Complainants] 

wish to secure a long-term lease at Opa Locka Airport, they will be required to provide the basic 

information requested by [AA] to determine the terms available for such leases. If the tenant's 

[sic] are not willing to provide such information, AA is within their right to refiise to negotiate 

lease terms." See AA Response Letter Attachment 4 at 2. Notwithstanding these failures, AA 

has actively engaged in negotiations with ALCA, Aircraft Parts, and Suncoast up until this tune. 

Despite several offers to meet. Cylinder Shop has declined to meet with AA and has only, as of 

January 6,2009, provided a letter purporting to (but not actually) attaching some of the financial 

mformation. Despite this, AA has met with Complainants on several occasions and remains 

ready and willing to engage in good faith negotiations upon receipt of complete information. 

The facts are as follows; 

• Under the term of its lease with the County, AA is required to invest approximately 

$160M into the development of its leasehold, the majority of which is designated for 

aviation-use under the Lease. To meet its obligations, AA began by reaching out to its 

newly inherited subtenants, the vast majority of which were operating under expired 

month-to-month leases, to inform them of AA's redevelopment plans, and to request 

basic information [e.g. business plan, financials, etc.) fi^om them if they desired to remain 

on the site and negotiate new leases with AA. 

• Complainants have not submitted the required information necessary to allow AA to 

evaluate the lease proposals. As stated in its Response Letter and further described 

herein, while various tenants provided portions of requested information, this information 

was neither complete, responsive, nor sufScient. AA has notified Complainants of the 

deficiency, and Complainants still fail to comply with the request, instead insisting that 

AA provide terms to Complainants for their review. Complainants misconstrue 

applicable requirements; Complainants need to provide proposals and information to AA 

before it can provide terms to Complainants. See e.g., AA Response Letter Attachments 

The Part 16 Complaint itself made no reference to incorporating any exhibits (from the former conqslaint or 

otherwise), and only referenced two Exhibits, O and N, in "support" of its claims. Whether or not the parties had in 

their possession documents that Complainants deemed supportive is mmiaterial. The regulations are clear: the 

parties should not be required to guess, based on documents they may have, as to what Complainants' supporting 

documents are intended to be or how they are intended to support Complainants' assertions. Nevertheless, in an 

effort to respond as fully as possible, AA (like the County) was forced to make certain assumptions about what 

Complainants intended to serve as Exhibits O and N, by referring back to Exhibits that were submitted months 

earlier in connection with the Complainants' "Part 13" complaint 

As a matter of fimdameiital &imess and judicial economy, AA should not be required to respond to such 

unsubstantiated allegations, especially where, as here. Complainants have made reference to certain correspondence 

and documents (including, for example, basic lease documents) that have not been provided. Should the complaint 

not be dismissed, at a minimum. Complainants should be required to submit underlying exhibits and the parties 

should be afforded time to review and respond to them. 
4 and 15. Nevertheless and notwithstanding these deficiencies, AA AA has shared 

development plans, schedules, and basic lease requirements with Complainants and 

continues to meet with and to actively discuss Complainants' desires to remain at the site. 

• Complainants' now-inclusion of prior exhibits F through I do not, as they assert, respond 

to AA's minimum requests for information. Instead, and as previously addressed in 

AA's response letter (AA Response Letter at 2, 8, 10, 11), these three "offers" by ALCA, 

Cylinder Shop, and Aircraft Parts were on commercially unreasonable terms (e.g. long 

term leases, historical rents, no termination provisions, etc.) that would effectively 

prohibit AA firom developing the property. As the FAA made clear, increasing the 

historically low lease rates at the airport does not, by itself, resxilt in a grant assurance 

violation. AA Response Letter Attachment 4 at 2. And, as AA has previously made clear, 

these "offers" did not respond to requests for information. AA Response Letter at 6, 8, 

10,11. 

• In their response. Complainants now rely on two letters, both submitted during the Part 

16 proceeding, as evidence that they submitted the requested information to AA."* As 

discussed below, AA has reviewed the partial responses provided by both ALCA and by 

Aircraft Parts, and both are significantiy deficient and do not provide the requested 

information. AA has requested this information and, notwithstanding the lack of 

information, has continued to engage ALCA and Aircraft Parts in negotiations. 

• The statement that "all tenants" are being evicted in an expedited fashion' is not 

supported by the record. As just one example, AA and Suncoast entered into a settiement 

agreement regarding tenancy at the airport. Other tenants, like Air Repair and Advance 

Aircraft Engines have vacated the premises. Far firom expediting, AA waited nearly a 

year, during which it actively solicited information firom its subtenants to negotiate 

relocations, before it initiated eviction actions. As detailed in AA's Response Letter, 

even after the actions began, AA continued to work with Complainants' and granted 

several extensions of the state actions in the hope it could work with them towards a a 

mutually agreeable outcome. AA has continued to offer meetings and dialogue with 

tenants, including Complainants, regarding lease possibilities at the site. While eviction 

proceedings have been initiated against certain tenants in order for AA to stay on 

schedule for the redevelopment of the property in accordance with its own lease terms, 

AA has also remained open to negotiating with those Complainants (and other 

subtenants) that demonstrate their willingness to do so by providing the basic requested 

information. 

The infonnation was labeled "confidential" and for use only in connection with eviction proceedings. As 

AA previously stated, "if so desired by ALCA, AA will review these documents in the context of its 

minimum business plan and financial capacity requirements for purposes of negotiating a long term lease 

with ALCA." AA Response Letter at 8. 

As a matter of state law, landlords' eviction actions are customarily treated on a priority, expedited, basis. 

It is not unusual nor does it evidence unjust economic discrimination against Complainants. See e.g. Flo. 

Stat. §§51.011 and83.21; Pro-Art Dental Lab, Inc. v. V-Strategy Group, LLC, 986 So.2d 1244,1257 (Fla. 

2008). 
With respect to Complainants allegations against AA, AA has at all times acted in a fair, 

reasonable, and consistent manner with respect to all of the tenants at its site, and in fiill 

compliance with the terms of its lease with the Coxmty. Complainants statements that their 

"good faith proposals and submissions of financial data have fallen upon def [sic] ears,"^ and that 

the "proposals" of ALCA, Cylinder Shop, and Aircraft Parts have been "ignored"' are without 

basis in fact. 

First, AA's requests and the failxire of Complainants to comply with requests for information has 

been extensively documented in AA's Response Letter. See e.g., AA Response Letter at 2, 5,14; 

Attachments 1, 15, 16, 22, and 24. The following is a summary of events related to ALCA, 

Cylinder Shop, and Aircraft Parts since AA submitted its Response Letter in September: 

• ALCA - In response to ALCA's September 2008 submission. See Complainants' 

Corrected Response to Motion to Dismiss and Reply Brief of Petitioners ("Complainants 

Reply") at Exhibit 1, AA evaluated the information presented and found it deficient in 

several material respects including: failure to provide certified hicome/expense 

statements, cash flow statements, balance sheets, and financing information. It provided 

otJy incomplete tax returns. Nevertheless, as a show of good faith, on September 26, 

2008, AA provided ALCA with a draft drawing of Opa-Locka Airport that delineated 4 

areas that could be available for ALCA's development. See Exhibit 1. After a number of 

telephone calls and discussions between counsel, AA Acquisitions and ALCA agreed to 

schedule a meeting the week following Thanksgiving 2008. AA Acquisitions once again 

requested financial statements for the past 3 years and requested pro forma financial 

statements for the next three years, as well as information relating to ALCA's outstanding 

loans, since the limited information provided was incomplete. See Exhibit 2. The 

meeting was held on December 18, 2008 at the Aurside facility. At the meeting, AA 

identified two options for ALCA: 1) rental.of space in buildings to be built by AA 

Acquisitions ("Spec Space") or 2) ALCA's development and financmg of its own 

building on one of several 5 acre parcels available. During the meeting, ALCA's 

president acknowledged that ALCA would have difficulty paying expected market rates 

for the Spec Space, but that he would consider developing a 5 acre parcel with other 

tenants. ALCA stated that it would inform AA by January 16, 2009 whether it would 

seek a long term lease in the Spec Space, attempt to develop a 5 acre parcel, 

or relinquish its tenancy at the airport. AA is awaiting ALCA's response, and is hopefial 

that it will submit the requested information. 

• Cylinder Shop - As discussed in AA's Response Letter and associated attachments, AA 

has made several requests for infonnation from Cylinder Shop. While Cylinder Shop's 

attorney provided limited information for two of his other clients, ALCA and Aircraft 

Parts, no information was provided for Cylinder Shop. On January 6, 2009, Counsel for 

AA received an email and a fax purporting to attach a credit application, however, no 

Complainants Reply at 4. 

Id. 
such application was attached.* See Exhibit 3. If and when Cylinder Shop provides the 

requested information, AA will gladly sit down with Cylinder Shop to discxiss long-term 

lease opportunities. 

• Aircraft Parts - On October 2, 2008, Aircraft parts submitted some financial and 

business information. Unfortunately, the infonnation was deficient for several reasons, 

including: incomplete (and non-certified) income/expense statements and balance sheets, 

no cash flow statements, and mcomplete tax retums. Aircraft Parts informed AA that it 

had not filed 2007 tax retmns, and, as to the business plan that was submitted, it was 

submitted under the name of a different, unknown, entity, with no supporting information 

related to that entity. In response, AA requested updated information on November 24 

and again on December 12. See Exhibits 4 and 5. Notwithstanding the lack of 

information, as a show of good faith, AA agreed to meet with Aircraft Parts on December 

17; however Aircraft parts first rescheduled and then canceled the meeting with less than 

30 minutes notice. See Exhibits 6 and 7. Followii^ the canceled meeting, AA's counsel 

discussed Aircraft Parts' plans with its counsel, wherein counsel stated that its business 

plan included the service of Boeing 757 aircraft at the airport. Such services cannot be 

accommodated at Aircraft Parts' current location, and Aircraft Parts provided no support 

demonstrating its ability to finance the necessary improvements for such service, 

assuming it was permitted. Currentiy, we understand that Aircraft Parts is seeking to 

relocate to another part of the airport on a temporary basis, which will require additional 

discussions between the parties. AA remains ready to discuss such relocation upon 

receipt of the requested infonnation fi-om Aircraft Parts. 

Second, it is reasonable for AA to require certain financial and business information fi-om 

prospective subtenants prior to engaging in negotiations, and specifically, in this case, the FAA 

reminded Complainants that AA would not be required to negotiate with Complainants if such 

information were not provided.' AA Response Letter Attachment 4 at 2. To require AA to 

provide proposals to Complainants - or to require AA to negotiate with Complainants - prior to 

submission and review of such material, as Complainants suggest,*" would be inconsistent with 

the established policies applicable to all subtenants at the site and with FAA-recognized 

practices. 

10 

Because AA has agreed to maintain financial information confidential, it has not included copies of the 

actual submission by Cylinder Shop. It would be pleased to do so under mutually agreeable confidentiality 

agreements. 

See also: U.S. Aerospace, Inc. v. Millington Municipal Airport Authority, No. 16-98-06,1998 WL 

1083384, at *16 (FA.A. Oct 20,1998) (Director's Determination) (upholding airport's refusal to grant 

tenant's application where tenant did not comply vnth reasonable infonnation requests); James Vernon 

Ricks, Jr. v. Millmgton Municipal Airport Authority, No. 16-98-19,1999 WL 1295210, at *15 (F.A.A. 

Dec. 30,1999) (upholdmg Director's Determination and agreeing that the airport "has fte discretion to 

require certified financial statements as a prerequisite to obtaining a lease Federal law and FAA policy 

do not dictate the procedures by which airport sponsors must evaluate and consider proposals for tenancy 

on an airport, so long as those procedures are reasonable and not unjustly discriminatory."). 

Complainants Reply at 4. 
Third, it is not the case that AA has "ignored" proposals subnutted by ALCA, Aircraft Parts, and 

Cylinder Shop." As discussed in AA's Reply, the "proposals" were commercially unreasonable 

on any many levels, and were unaccompanied by the required financial and business plan 

information: 

• The ALCA proposal was for a lease on terms identical to the assigned lease between 

ALCA and the County for a period of 25 years, at the same rent, with the deletion of the 

120-day termination provision that allowed the landlord to terminate the lease, and 

requested an additional two acres. 

• The Cylinder Shop and Wayman proposals likewise requested a lease for 30 years on 

terms it claims had been agreed to previously by the County, with deletion of the 30-day 

and the 120-day termination provisions. 

• The Aircraft Parts proposal was for a lease on terms identical to the assigned lease 

between Aircraft Parts and the County for a period of 35 years, at the same rent, with the 

deletion of the 120-day termination provision. Aircraft Parts also requested expansion 

rights for additional hangars. 

As addressed previously, AA was not required to agree to historically low rents that may have 

been offered hi decades past by the County, Nor is it reasonable for Complainants to demand 

historic treatment in the context of ongoing development and changing conditions at the 

property. See AA Response Letter at 13. 

Far from ignoring the proposals as Complainants state,*^ AA responded (in writing) to these 

proposals to again request the required information necessary to begin lease terms. Specifically, 

AA responded in writmg to the October 22, 2007 offers of ALCA, Suncoast, Aircraft Parts, and 

the Cylinder Shop on November 16, 2007, and again requested the basic infonnation to be able 

to negotiate in good faith. See AA Response Letter at 6; AA Response Letter at Attachment 15. 

Fourth, Complainants statements with respect to meetings are inconsistent. In their complaint. 

Complainants asserted that the complaining tenants offered "to set up meetings to continue 

negotiations," but that those offers were "ignored by Adler," stating fiirther that Adler has not 

"offered to meet with the tenants." Complaint at 4. As detailed in its response letter, AA did, in 

fact, respond to those requests, meet with complaining tenants on multiple occasions, and 

continues to offer to meet with them, provided the basic information is provided. AA Response 

Letter at 2, 5, 14; AA Response Letter at Attachment 15. Now in their Reply, Complainants state 

12 

AA and Suncoast have entered into a settlement agreement related to the property. While listed as one of 

the origmal Complainants, Complamants make no reference to Suncoast in their reply. The Suncoast 

proposal was for a lease on identical terms as a lease it had with the County for 5 years (with an additional 

5 year extension option), with the deletion of the 30-day termination rights. As with the other proposals, 

A A responded by reiterating its need for basic information. See AA Response Letter at 7-8: AA Response 

Letter at Attachment 15. 

Complainants Reply at 4. Complainants made the same allegation in their May 8,2008 Complaint (p. 4), 

which wholly ignore the written responses sent by AA. 
that "tenants met with . . . . AA representative [sic] on October 5, 2007 and June 20, 2008." 

Complainants Reply at 5.^^ Complainants inconsistent (and factually inaccurate statements) 

should be disregarded. 

Fifth, Complainants would have the FAA believe, without support, that "NO ONE has been 

given a lease and that everyone is being evicted in an expedited fashion." Complainants Reply at 

1. As discussed above and in our prior letters, AA has worked exhaustively for the past 18 

months to accommodate its existing tenants. Despite pressing development requirements, it held 

off on eviction actions for nearly a year after entering the lease, and has, at all times, remained 

open to negotiating with its subtenants. AA has repeatedly offered extensions of the eviction 

dates to tenants, which were well beyond the time AA needed the property to begin 

redevelopment. However, as Complainants have not complied with these requests, and because 

the land is needed for redevelopment, AA has no choice but to proceed with eviction 

proceedings. 

Finally, AA has reached agreements -with Suncoast and Southwings, another pre-existing tenant. 

As stated in its previous letter, AA has expended great effort, time, and resources seeking to 

engage the Complainants in negotiations. See AA Response Letter at 2, 5, 14. AA continues to 

offer to negotiate with Complainants (and other subtenants), provided they present the basic 

requested documents that are necessary to evaluate Complainants* proposals. Without this 

information, AA is unable to evaluate the proposals and wiU effectively be prevented fi-om 

complying with the terms of its own lease with the County. As an imfortunate result, AA has 

been left with little choice but to proceed with eviction proceedings. 

Very truly yours, 

AA AC0t^SmONS, LLj6, a/lorida lunited Uability company 

By: ^tJy^y<^ 

Name: EricGreenwald 

Tide: Authorized Signatory 

See also Complainants Reply at 1 stating that they have "met on several occasions with the County's sub 

tenants [sic]." 
Email to Kent Robbins and Heui Young Choi 

from George Mahfood re: ALCA Avionics (For 

Settlement Discussions Only). 

(September 26,2008) 

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Exhibit 1 

George Mahfood 

From: Mahfood, George [gmah1iDod@ferrellworldwide.com} 

Sent: Friday, September 26,200812:53 PWI 

To: khrobbins@kenthanisoninobbins.com 

Co: Choi, Heui Young 

Subject: ALCA Avionics (For Settlement Discussions Only) 

Attachments: Draft Drawing Opa Locka Airport.pdf 

Dear Kent: 

Attached is a draft drawing of Opa Locka Airport that delineates 4 general areas of the airport that could be 

available to ALCA Avionics for its ftiture operations. This drawing is simply a draft to be used only for our 

settlement discussions and may not be used as evidence In legal proceeding and may not be used for any 

purpose other than settlement discussions between ALCA Avionics and AA Acquisitions. The 4 general areas 

designated A, B, C, and D, are not precisely delineated, and will likely be moved somewhat in the development 

process, but the areas are generally those that could be available to ALGA for consideration for future operations. 

Please let me know If you have any questions. 

George 

George Q. Mahfood 

Ferreli Law 

A Proltessinmil Anuciotton 

fgftftBlLLLA W 

201 S. Biscayne Boulevard 

34* Floor, Miami Center 

Miami. Florida 33131 

3().')-371-8585 

305-371-416-6305 fax 

teiTelKvorldwlde.cotn 

598 Madison Ave.. 2'"' Floor 

New York, New York 10022 

212-813-9500 

212-813-1155 fex 

PRIVILEGED MATERIA L Attorney/Client Work Product 

Die information contained in this message may be confidential and privileged and may be intended only for tlie use of flie 

individual or entity identified. If you are not the intended recipient, please do not disseminate, distribute or copy. Instead we 

ask that you please notify us by replying to the email or calling us at 305-371-8585, and please immediately delete this 

message. Tliank you. 

1/6/2009 
Letter to Kent Robbins from George Mahfood 

re: ALCA Avionics, Inc. 

(November 24, 2008) 

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I OFFICE OF COUNTY ATTORNEY, MIAMI-DADE COUNTY. FLORIDA 
Exhibit 2 

FERREL L LAW 

GEORGE G. MAHFOOD 

November 24,2008 

Via Email 

Kent Harrison Robbins, Esquire 

1224 Washington Avenue 

lifiami Beach, Florida 33139 

Rie: ALCA Avipnics, Inc. 

Dear Mr. Robbins: 

AA Acquisitions would like to schedule a meeting with you and with 

representatives of ALCA Avionics the week after Thanksgiving to discuss the 

possibility of a lease agreement between AA Acquisitions and ALCA Avionics at Opa 

Locka Airport. 

This vrfll also confirm that your client is primarily interested in AA 

Acquisitions building and providing a turnkey operation that would include "hangars 

with two bays each of just under 11,000 square feet each, totaling less than 44,000 

square feet." See ALCA Avionics June 21, 2007 letter to AA Acquisitions submitted 

with your letter of September 15,2008. 

AA Acquisitions would like to receive tHe following information before the 

meeting, if available, in addition to the information that you pro-vided in your letter of 

September 15,2008: 

1. Financial statements for the years 2006, 2007, and 2008 to date, 

including statements of income and expenses, balance sheets, and cash flow 

statements. We will accept unaudited financial, statements, if that is all your 

client has, only because it has provided tax retums for 2006 and 2007. 

2. Projected financial statements for at least the first three years of 

operation at a new location. The ALCA Small FBO proposal submitted to 

Miami-Dade County, Exhibit 3 to your letter of September 15, 2008, oniits 

information related to sales forecasts for fiscal years 2008, 2009, and 2010. 

See Part 5.4, Sales Forecast, page 11, and Part 7.4, Projected Profit and Loss, 

page 15;. 

Perrsll Law, p. A. ?0I South fiiscji>fie Blvd • 34th Fkio'• H-iamI FL 33131 • p: 305-3"''I-8585 • f.305-416-6305 ' ynahfoottgreTeilivcklAlde com • ferrellvwrldwlde.com 
Exhibit 2 

Kent Harrison Robbins, Esquire 

November 24,2008 

Page 2 of2 

3. Information relating to outstanding loans and other debt 

obligations. Your client omitted information related to outstanding loans, in 

the ALCA.Small FBO proposal submitted to Miami-Dade County. See Part 

2.2, page 6. This infonnation is significant because the interest expense noted 

on ALCA's tax retums increased approximately 68% fix)m 2006 to 2007 

($5589 to $9387). 

We look forward to receiving this information as soon as possible, and to 

scheduling a meeting with you and representatives of ALCA for next week. 

Sincerely, 

FERRELL 
Letter to George Mahfood from Michael Pizzi 

re: AA Acquisitions v. The Cylinder Shop, Inc., 

CaseNo. 08-18393 CC 23 

(January 6,2009) 

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OFFICE OF COUNTY ATTORNEY. MIAMI-DADE COUNTY. FLORIDA 
• w.a.uj ill U-iL 

From: 1+305+231+2123 Page:2/2 Data: 1/6/20095:48:32PM .,„ .,^^ 

Exhibit 3 

MICHAEL A. PIZZI, JR., P.A. 

Attorney at Low 

15271 N. W. 60'" Avenue - Suite 206A 

Miami Ukes, Florida S»014 

e-mqil: m|>izzijitiyahoo.iH>ni 

Telephone: (306)231-2121 FAX: (305)231-2123 

jAiiuai7 6,2009 

George 6. IVIahfood, Esq. 

FeiTe]lLaw,F.A. 

201 S« Biscayne Boulevard 

34* Floor 

]Vfianii»FL 33131 

Re: AA Acquisition vs. The Cylinder Shop, Inc. 

Case No.: 08-18393 CC 23 

Dear Mr. Mahfood: 

Attached is a copy of The Cylinder Shop's application and credit form. As 

you loiow, The Cylinder Shop, Inc. has been at the C^pa Locka Airport for over 33 

years and operated a very mndh needed flight school. Their rent is ap to date and 

Cylinder Shop and the County had agreed upon a long term lease extension when 

the land was leased to AA Acquisition. 

Cylinder Shop continues to stand willing to meet with all parties In a good 

faith effort and continne its over three decade presence at the airport. 

At this time, it is requested that you postpone yonr hearing to expedite 

Cylinder Shop's eviction, while fiirther negotiations take place, flease advise. 

Very truly yours, 

:ichaelA.Pizzi,Jr.,]^ 

MAP, Jr,:mg 

This fax was received by GFI FAXmaker fax setver, For more Information, visit htlp://www.gfl.com 
Email to Kent Robbins from George Mahfood 

re: Aircraft Part Sales Inc. 

(November 24, 2008) 

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Exhibit 4 

George Mahfood 

From: Mahfood, George [gmahfood@fiBrrellworIdwide.com] 

Sent: Monday, November 24,2008 3:24 PM 

To: Kent H. Robbins 

Subject: Aircraft Parts Sales inc. 

Dear Mr. Robbins: 

Please provide financial statements for Aircraft Parts Sales Inc. for the year 2007. The financial statements 

should include a statement of income and expenses, a balance sheet including short and long temn debt 

obligations, and a statement of cash flow, if Aircraft Parts Sales, Inc. has any long term service contracts that it 

would like AA Acquisitions to consider as part of its financial condition, please provide those contracts as well. 

AA Acquisitions is willing to discuss a future business relationship with Aircraft Parts Sales, Inc., but AA 

Acquisitions must be assured of the financial viability and stability of any business enterprise that seel<s a lease at 

the Opa Locka Airport. You have submitted tax returns for 2005 and 2008, but not for 2007. You have Indicated 

that Aircraft Sales Parts, inc. has not yet filed a tax return for 2007. This is an obvious area of concern. The 

financial statements I am requesting may or may not provide adequate assurance of Aircraft Parts Sales, Inc. AA 

Acquisitions will not be in a position to properly assess the financial responsibility of Aircraft Parte Sales, inc. until 

it receives adequate, reliable, and current financial information. 

Please provide this Information and we will then be in a position to have meaningful discussions witii your client 

Upon receipt of the Information requested in this email, we can endeavor to schedule a meeting between us and 

our respective clients, 

Thanl< you for your anticipated cooperation. 

Sincerely, 

George G. Mahfood 

Feirell Law 

A PixilbsFloiiol Affiiadatinn 

201 S. Biscayne Boulevard 

34"' Floor, Miami Center 

Miami, Florida 33131 

305-371-8585 

305-371-416-6305 Rix 

Feirellworldwide.eom 

598 Madison Ave., 2"^ Floor 

Mew York. New York 10022 

212-813-9500 

212-813-1155 fax 

PRIVILEGED iVIATERTAL Attorney/Client Work Product 

The information contained in this message may be confidential and privileged and may be intended only for the use of the 

individual or entity ideiilified. If you are not tlie intended recipient, please do not disseminate, distribute or copy. Inslead we 

ask that you please notify us by replying to the email or calling us at 305-371-8585, and please immediately delete this 

message. Thank you. 

1/6/2009 
Letter to Kent Robbins from George Mahfood 

re: Airkraft Service and Maintenance, Inc. and 

Aircraft Parts and Sales Inc. 

December 12, 2008 

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OFFICE OF COUNTY ATTORNEY. MIAMI-DADE COUNTY. FLORIDA 
Exhibit 5 

FERHELL LAW 

fieocmber 12,2008 

ViaEmial 

Kent Harrison Robbins, Esqidre 

1224 Wasliington Avenue 

Mieuni Beach, Florida 33139 

i Re: Airkraft Service and Maintenance, Inc..and Aircraft Parts Sales htc. 

i 

\ GEORGE G. MAHFOOD Dear Mt. Robbius: 

I Please allow this letter to confirm that AA Acquisitions has agreed to meet 

i -wi^ you aad'representatives. of Airkraft Service and Maintenance, Inc. and Aircraft 

I Parts Sales, Inc. on Wednesday, December 17, 2008, at 11:30 ajn., at the Airside 

I ofBce at Opa-Locka Airport 

I The purpose of the meetrog is to discuss Airkiajft's or Aircraft's leasehold and 

I busmess plans, and Airkrait's or Aircraft's financial capability to catryout these plans. 

j . - You will recall that I wrote to you on November 24, 2008, via email, and 

i .requested that Aircraf): Parts Sales, Inc. provide additional financial iiifonnation 

j including financial statemients for the year 2007. The verbatim-text of my email, a 

I copy of whicih is attached, is as follows: 

j Dear Mr. Robbing .] . 

Please provide financial statements for Aircraft Parts Sales Inc. for the year 

2007. The financial statements should (ndude a statement of Income and 

expenses, a balance sheet including short and long tenn debt obllgatfons, and a 

statement of cash flow^ If Aircraft Parts Sales, Ina has any long term service 

contracts that ft would lllce AA Acquisitions to consider as part of its financial 

condition, please provide those contracts as'well. 

AA Acquisitions is willing to discuss a ftiture business relationship with Aircraft 

Parts Bales, ina, but AA Acquisitions must be assured of the financial viability 

and stability of any business enterprise that seel<s a lease at the Opa Locica 

Airport. You have submitted tax retums for 2005 and 200S, |3ut not for 2007. 

You have indicated that Aircraft Sales Parts, ina has not yet ffled a tax return for 

2007. This is an obvious area of concern. The financial statements I am 

requesting may or may not provide adequate assurance of Abcraft- F^arts Sales, 

inc. AA Acquisitions will not be in a position to properly assess the financial 

FewoULaWiRA . 201 Seuth Bhcz^ne t9«J "l^hFloor'Miatril.n.33131 ' p:.30E-371-8S85 » r:X5^16-6305 •|!.ii*fcodaferTeM«*crid.\Ideccm • BOTellviiDrtdvM 
Exhibit 5 

Kent Harrison Robbins, Esquire 

December 12,2008 

Page-2 

responslbnity'of Aircraft Parts Sales, Inc. until It receh/es adequate, reliable, and 

current financial infonnaOon. 

Please provide this inlbrmatton and we will then be in a poeltian to have 

meaningful discussions with your client. Upon receipt of ttie Infonnation 

requested in this email, we can endeavor to schedule a meeting between us and 

our respective clients. 

Thani< you for your anticipated cooperafion. 

Sincerely, 

George O. Mkliibod 

FendlLaw 

A Fraftwioaal Anodation 

You and your client have not provided the requested hiformation as of today. 

Please provide-this information in advance of the zneeting on December 17, 2008, to 

enable the discussions to be meaningful for both pardes. I look forward to seeing you 

onthe 17*. 

Sincerely, 

cc: Erie Qreenwald, Esquire 

Enclosure 

FERRELL 
Letter to Kent Robbins firom Heui Young Choi 

Re: AA Acquisitions, LLC v. Aircraft Parts 

Sales, Inc. 

December 17, 2008 Meeting 

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OFFICE OF COUNTY ATTORNEY. MIAMI-DADE COUNTY. FLORIDA 
Exhibit 6 

FERRELL LAW 

uvwr c * va n • sNTOMmh. ».-»• i" 

December 17,2008 

Via Fttcsitnile 

Kent Hanison Robbms, Esq. 

1224 Washington Avenue 

Miami Beach, Florida 33139 

Re: AA Acquisitions, LLC v. Aircraft Parts Sales, Inc. 

Decemb^ 17,2008 Meeting 

Dear Mr. Robbins: 

- This is to confinn that today's-meeting, has been rerset to. 12:30 p.m. et.your request. 

However, please note that the original time for the meeting had been set since December 12, 

2008, based on everyone's availability. The last minute changmg of the meeting will greatly 

shorten the tune available for any discussion. AA Acquisitions has made every possible effort to 

accommodate you and youi' client and it is these last minute changes and cancellations that 

prevent us fiom icaching a resolution. 

Moreover, at the time of the December 12, 2008 meeting, we reminded you and youi 

client that additional tDfonnation was needed. Specifically, we requested and youi clients agreed 

to produce financial infonnation for 2007. Mr. Eric Greenwald explained that it would be very 

difBcult to conduct meaningful discussions if this infoimation was not provided. To date we 

have received none of the requested documents. 

AA Acquisitions again requests that the financial infoimation be provided for the year 

2007 at today's meeting. 

Sincerely, 

eui Young Cnoi 

George G. Mahfood 

Eric Greenwald 

{00236881 D0C;1} 

farrsl i Uw , R A. M l South BseirixBi.xl • i«l>Ro9--fOSc-<0!-9{-93 - ri».n fi.33ljl -p.};K-'3:-|J>5A7 -13li;-3;-i-S73^ • ii(b©ci-dl«DiidA-xls;sif • fonelworldwldaoom 
Letter to Kent Robbins fi-om George Mahfood 

re: Aircraft Parts and Sales Inc. and 

AA Acquisitions, LLC 

December 17, 2008 

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OFFICE OF COUNTY ATTORNEY. MIAMI-DADE COUNTY. FLORIDA 
GEORGE G. MAHFOOD, P.A. 

Exhibit 7 327 sw 22'«» ROAD 

MIAMI, FLORIDA 33129 

305-491-1400 

qmahfoodlSlgmail. com 

December 17,2008 

Vin Email 

kJiivbbinfflglkeiilliBrrisoni-obbins.com 

Kent Marrison Robbins, Esquire 

1224 Washington /\ venue 

Miwni Beach, Florida 33139 

Re: Aircraft Paris Service, Inc. and AA Acc|uisitions, LLC 

Dear Mr. Robbins: 

Tliis will confirm thai yon and your clients, ASrorafl Parts Service, Inc. and Rosa 

Arellana. cancelled tlie meeting scheduled today between AA Acquisitions, LLC. and Aircrsl^ 

Parts Service. Inc. This meeting was set to acconunodale you and your clients after you 

repeatedly dcmunded a meeting with AA Acquisitions to dLscuss a lease at the Opa-Lodca 

Airport despite the fact that your clients have repeatedly and continuously failed to pravidc AA 

Acquisitions with current and relevant financial records. Your clients cancelled this meeting 

after you falsely accused AA Acquisitions of various forms .of discrimination and after you 

falsely accused AA Acquisitions of relbsina U) meet Avith and to ncgotialje a lease at Opa-Locka 

Airport with your clients. 

It is on undcrslaterucnt to say tbnl AA Acquisitions is extremely disturbed and 

disappointed by your clients' conduct and by your last minute cancellation. AA Acquisitions 

hud assembled a team of five senior, 'well prepared, managers, and rae, to meet with you and 

your clients today. The mocting was initially set for 11:30 a.m., but you unilatci-ally notified us 

that you could not attend until 12:30 p.m. because of other matters on your schedule. Then, at 

approximately 12:00 noon you had your as.ststanl call me to cancel the meeting based on some 

vague excuse fhnl Mrs, Arellana's brother had some form of problem. When 1 a.sked why Patrick 

ArelJana could not attend so that the meeting could go forward as scheduled, your assistant had 

no answer. This cancellation, coupled with your tactic of having yoiu- assistant call to cancel tliis 

meeting nt the last minute, rather than you, sn-ongly suggests that you and your clients do not 

take this mailer seriously, and thai your complaints to various government officials are 

absolutely bciseless. 

Anotlier sign that you and your clients do not take this matter .seriously is your clients* 

nspeated and continuous foilure to provide current and reliable financial intbrraalion. Your 

clients' so-called busine.ss plan is for an entity that is not currently operating, and for wliioh you 
GEORGE G. MAHFOOD, P.A. 

Exhibit 7 

827 SW 22n'> ROAD 

MIAMI, PLORIDA 33129 

305-491-1400 

amah foodtaemail. com 

provided absolutely no fmaucial inromiatjon. It should be-painfully apparent to you and to your 

clieots that AA Acquisitions would be reckless, and would not perlbnn its duties to the people of 

Miami-Dade County, if it were lo negotiate a long terra lease at the Opa-Locka Airport with an 

entity or entities that have demonstrated no financial ability entry the significant financial 

burdens that will accompany a long lenn lease for one or possibly two aircraf) hangci-s. 

If you or your clients wish to tvschedule a meeting with AA Acquisitions, please provide 

the tiniuicial information that I have repeatedly asked you lo provide over many months in my 

post correspondence. 

.-f^ 

Sincerely, 

George G/J^hfood 

cc: Brie Greewnid, Esquire 

Thomas Abbott, Esquire 

Heui Young Choi, Esquire