BEFORE THE DEPARTMENT OF TRANSPORTATION OFFICE OF THE SECRETARY WASHINGTON, D.C.

_______________________________________________ ) Joint Application of ) ) GULFSTREAM INTERNATIONAL GROUP, INC., ) and ) Docket OST-2011- 0061 VPAA Co. ) ) For transfer of commuter ai r carrier authority under ) 49 U.S.C. § 41738 ) _______________________________________________ )

EXPEDITED ACTION REQU ESTED BY APRIL 25, 2011

SUPPLEMENT NO. 1 TO JO INT APPLICATION OF GULFSTREAM INTERNATIONAL GR OUP, INC., AND VPAA CO.

FOR TRANSFER OF COMMUTER AIR CARRIER AUTHORITY

Communications with respect to th is document should be served upon:

For VPAA Co.

David M. Hernandez Shareholder VEDDER PRICE P.C. 1401 I Street NW, Suite 1100 Washington, DC 20005 (202) 312-3340 dhernandez@vedderprice.com For Gulfstream International Group, Inc.

David F. Hackett President and Chief Executive Officer GULFSTREAM INTERNATIONAL GROUP, INC. 3201 Griffin Road 4th Floor Fort Lauderdale, FL 33312 (954) 985-1500 dhacke@gulfstreamair.com

April 15, 2011BEFORE THE DEPARTMENT OF TRANSPORTATION OFFICE OF THE SECRETARY WASHINGTON, D.C.

_______________________________________________ ) Joint Application of ) ) GULFSTREAM INTERNATIONAL GROUP, INC., ) and ) Docket OST-2011-0061 VPAA Co. ) ) For transfer of commuter air carrier authority under ) 49 U.S.C. § 41738 ) ) ________________________________________________)

EXPEDITED ACTION REQU ESTED BY APRIL 25, 2011

SUPPLEMENT NO. 1 TO JO INT APPLICATION OF GULFSTREAM INTERNATIONAL GR OUP, INC., AND VPAA CO.

FOR TRANSFER OF COMMUTER AIR CARRIER AUTHORITY

Gulfstream International Group (“GIA or the “Company”), and VPAA Co. (“VPAA”

or “New GIA”) (collectively, the “Parties”) hereby submit in response to the Department’s

Information Request dated April 15, 2011 (the “Information Request”) regarding Joint

Application of Gulfstream International Group, Inc. and VPAA Co. for Transfer of

Commuter Air Carrier Authority (t he “Joint Application”):

MANAGEMENT AND KEY TECHNICAL PERSONNEL

1. Updated resume of Philip LeFevre, Vice President of Flight Operations

included as Exhibit A

.

2. Updated resume of Christopher Eason, Chief Pilot included as Exhibit B

.

3. Resume of Leo Krupilis, Senior Vice Pr esident of Maintenance included as

Exhibit C

.Supplement No. 1 to Joint Application

Page 2

4. In response to the Department’s inquiry regarding M r. F. Darrell Richardson’s

employment status, the Parties respectfully submit that Mr. Richardson has terminated his

employment as Chief Operating Officer of InterIslan d Aviation Services Group, and will

therefore spend 100 percent of his time working for New GIA.

OWNERSHIP

5. The current number of issued and outstanding shares in New GIA is 10,000

shares, of which Fund I holds 2,500 shares and Fund II holds 7,500 shares. There is only one

class/series of shares in New GIA at this time.

6. Fund I has availability to make a financing commitm ent to New GIA of up to

$10,000,000. Fund II has availability to make a fi nancing commitment to New GIA of up to

$45,000,000.

7. Two parties each hold 10 percent or more of the sto ck in New GIA. These

parties and the beneficial holders thereof were set forth on the list of Fund II Investors

previously submitted to the Department under Confid ential Treatment under Section 302.12.

This information is being resubmitted via a Supplem ent No. 1 to Motion of Gulfstream

International Group, Inc. and VPAA Co. to Withhold Information from Public Disclosure in

the form of a Confidential Exhibit supporting this response to Information Request. In

accordance with Rule 12, each page of the Confident ial Exhibit has been marked

“Confidential” and is being filed under seal. Ther e are no other parties in Fund I or Fund II

that hold 10 percent or more of the stock in New GI A.Supplement No. 1 to Joint Application Page 3

WHEREFORE, for the forgoing reasons, the Parties respectfully submit that New

GIA meets the Department’s citizenship a nd fitness requirements, and request the

Department transfer to New GIA the inte rstate certificate of public convenience and

necessity held by GIA.

The contents of this application and the att ached exhibits are true and correct to the

best of my knowledge and belief. Pursuant to Title 18 United States Code Section 1001, I

Matthew Ray, in my individual capacity and as th e authorized representative of the applicant,

have not in any manner knowingly and willfully fa lsified, 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 w ho is found to have violated

the provisions of 18 U.S.C. section 1001 shall be fined or imprisoned not more than five

years, or both.

Respectfully submitted,

For VPAA Co.

/S/ Matthew Ray

______________________________ Matthew Ray, Chairman VPAA Co. 227 W. Monroe Street, Suite 3900 Chicago, IL 60606 312.701.1777 mray@vpcadvisors.comSupplement No. 1 to Joint Application Page 4

The contents of this application and the attached exhibits are true and correct to the best of

my knowledge and belief. Pursuant to Title 18 United States Code S ection 1001, I, David F.

Hackett, in my individual capacity and as the au thorized representative of the applicant, have

not in any manner knowingly and willfully falsif ied, 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 w ho is found to have violated

the provisions of 18 U.S.C. section 1001 shall be fined or imprisoned not more than five

years, or both.

For Gulfstream International Group, Inc.:

/S/ David F. Hackett

________________________________ David F. Hackett President and Chief Executive Officer Gulfstream Interna tional Group, Inc. 3201 Griffin Road 4th Floor Fort Lauderdale, FL 33312 (954) 985-1500 dhacke@gulfstreamair.comCERTIFICATE OF SERVICE

I, Cristina Richards, hereby certify that I have, this, the 15th day of April 2011, caused a true copy of the foregoing Supplemental No. 1 to Joint Applic ation to be served on the following Parties via electronic mail:

Name Organization Address

Jeffrey Manley United Continental Holdings jeffrey.manley@united.com

Dan Weiss United Continental Holdings dan.weiss@coair.com

Laura Remo Air Carrier Fitness Division, X-56 laura.remo@dot.gov

Catherine O’toole Air Ca rrier Fitness Division, X-56 Catherine.O'toole@dot.gov

Bernard Stankus Office of Airline Information bernard.stankus@dot.gov

Peter Lynch Asst. Chief Counsel for Enforcement, AGC-300 peter.lynch@faa.gov

W. Jeff Weber FAA Certification Section Manager, AFS-900 w.jeff.weber@faa.gov

Rosendo M. Rigau South Florida CMO – 29 rosendo.m.rigau@faa.gov

Edward M. DaSilva South Florida FSDO – 19 edward.m.dasilva@faa.gov

/S/ Cristina Richards

Cristina RichardsLIST OF EXHIBITS

Exhibit Title

A Resume of Philip LeFevre

B Resume of Christopher Eason

C Resume of Leo KrupilisEXHIBIT A

Philip S. Le Fevre

3175 NE 184 St, #3301 Aventura, FL 33160 (305) 495-1982 plefev@gulfstreamair.com

Objective

FAA Certificates and Ratings Airline Transport Pilot License, Airplane Multi Eng ine Land, Commercial Privileges Airplane Single Engine Land BE-1900 Type Rating, EMB-120 Type Rating First Class Medical with First Class Privileges United States Passport Restricted Radiotelephone Operator Permit English Proficient

Education Flight Safety Academy, Vero Beach FL. (Private, Com mercial, Multiengine and Instrument) Course completed 08/92. International School of Kenya, High School Diploma, May 1991

Flight Times (estimated) Total: 8000 Hours PIC: 6650 Hours Instrument Actual: 900 Hours PIC Part 121: 6300 Hours Turbine: 6926 Hours SIC: 1260 Hours Night: 1726 Hours Single Engine: 177 Hours Cross Country: 7114Hours Multi Engine: 7823 Hours

Work Experience Gulfstream International Airlines 01/1996 – present Gulfstream International Airlines , Ft. Lauderdale, Florida. VP of Flight Operations/Director of Operations, VP of Tra ining and Flight Standards, FAA Aircrew Program Designee (BE- 1900 and EMB-120), Proficiency Check Airman (BE-1900 and EMB -120), Line Check Airman (BE-1900 and EMB-120), Ground, Simulator, Flight Instructor, Pilot in Command, Par t 121 scheduled passenger operations based in Florida, Pe nnsylvania, Ohio and New York.

Independent Study 09/93-12/95 Living in Nairobi, Kenya studying the environment w hile traveling in Eastern, Central and Southern Africa

Flight International 08/92-08/93 Flight International, Newport News Virg inia. First Officer, Pilot in Command, Second in Command MU-2 J/K/L. Part 135 Unscheduled Passenger Charter operator, U.S Departm ent of Defense contracts.

Gulfstream International Airlines 05/92-08/92 Gulfstream International Airlines, M iami, Florida. Second in commandCE-402 B/C. Part 135 scheduled passenger operation s Florida, Bahamas, and Haiti

References Available upon requestEXHIBIT B


# Christopher J. Eason 4705 SW Thirty Fourth Terrace Fort Lauderdale, FL 33312

Mobile: 954 817-0134

CERTIFICATES AND RATINGS:

FLIGHT TIME: TOTAL 13,400

PIC 11,500 PIC Turbine 10,300 SIC Turbine 1,200 Turbine > 12,500 lbs. 11,500

WORK EXPERIENCE:

1992 to Present Gulfstream International Airlines d/b/a Continental Connection

Ft Lauderdale, FL

System Chief Pilot and Director of Line Flying, Li ne Check Airman, Pilot-inCommand, Second-in-Command, BE1900D, E120, FAR Part 121 operations in Florida, Cleveland, and Bahamas

EDUCATION:

1979 to 1983 Florida Institute of Technology, Melbourne, F L

Bachelor of Science Degree, Aviati on Management Associate of Science Degree, Flight Technology

Airline Transport Pilot BE-1900, EMB-120 Commercial Privileges: Airplane Single Engine Land FCC Restricted Radiotelephone Operator Permit FAA First Class Medical Certificate: Issued with no limitations

1990 to 1992 Pan Am Express, Fort Myers, FL

Customer Service Manager, Supervisor of ground oper ations at regional southwest airport.

1988 to 1989

1982 to 1987 LM Berry Company

Advertising Sales Executive

Peoples Express/Continental Airlines, Newark, NJ

Lead aircraft Dispatcher, Customer Service ManagerEXHIBIT C



### Leo Krupilis 1120 SW 75 th 

### Terrace Plantation FL 33317 954-520-1612 Citizenship: United States

12/99 – present Gulfstream International Airlines: Ft. Lauderdale International Airport, Ft Lauderda le Fl

Sr. Vice President of Maintenance in c harge of 23 Hawker Beechcraft 1900D aircraft and 105 employees. Also responsibl e for maintaining Aircraft, parts and facility to meet airworthines s standards

09/95 – 12/99 Paradise Island Airlines: Ft. Lauderdale International Airport, Ft Lauderda le FL

02/1999 – 12/1999 Director of Maintenance

Responsible for maintaining aircraft, parts and fac ility to meet airworthiness standards

09/1995 – 02/1999 Maintenance Control Manager

In charge of planning and scheduling maintenance fo r six DeHaviland Dash Seven aircraft.

07/95 – 09/95 Unemployed

08/78 - 07/95 Allegheny Airlines: Harrisburg International Airport Middletown PA

10/1993 – 7/1995 Maintenance Control Manager

Maintenance Control Manag er in charge of planning and scheduling maintenance for 50 DeHavi land Dash Eight aircraft

06/1990 – 10/1993 Production Supervisor

In charge of 24 mechanics to perform scheduled ma intenance on Aircraft airframes and Power plants

07/1986 – 06/1990 Quality Control Inspector

Duties included inspecting passenger airline aircra ft for safe flight and compliance with FAA regulatio ns.

08/1978 - 07/1986 A&P Mechanic

Duties included inspecting, repairing, passenger ai rline aircraftfor safe flight and compliance with FAA regulatio ns

09/77 – 8/78 U.S. Navy Civilian fuel contractor

NAS Chase Field Beeville TX

Fueled all aircraft stationed at NAS Chase Field Fueled T2 and A4 aircraft

09/73 – 09/77 U.S. Navy

NAS Chase Field Beeville TX

Jet Mechanic (ADJ) worked on T2 and A4 aircraft. As signed to the USS Lexington carrier flight deck as final checke r for aircraft deployment

Education: 1973 Navy “A” school for Jet Mechanic Rating Memphi s Tenn. 1986 Pratt and Whitney PT6 heavy maint enance Longueil Canada 1988 Pennsylvania Airlines Beechcraft 1900 training Harrisburg PA 1990 Flight Safety Dash Eight training Toronto Canada

Certificate: A&P number 3328313