UNITED STATES


SECURITIES AND EXCHANGE COMMISSION


WASHINGTON, D.C. 20549





FORM 10-Q/A





Amendment No. 2





x
Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934For the quarterly period ended June 30, 2011or ̈
Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934For the transition period from__________ to__________





Commission File Number 001-31898


PINNACLE AIRLINES CORP.


(Exact name of registrant as specified in its charter)





Delaware

(State or other jurisdiction

of incorporation or organization)
03-0376558

(I.R.S. Employer

Identification No.)1689 Nonconnah Blvd, Suite 111

Memphis, Tennessee

(Address of principal executive offices)
38132

(Zip Code)








901-348-4100


(Registrant's telephone number, including area code)





Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.





Yes  ̈

No x





Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).





Yes x

No  ̈








Indicate by check mark whether the registrant is a larger accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company.  See definition of “accelerated filer”, “large accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):





Large accelerated filer  ̈
Accelerated filer xNon-accelerated filer  ̈
Smaller reporting company  ̈





Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).





Yes  ̈

No x





As of August 1, 2011, 19,108,665 shares of common stock were outstanding.





Explanatory Note





The purpose of this Amendment No. 2 to Pinnacle Airlines Corp.’s Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2011, filed with the Securities and Exchange Commission on August 4, 2011 (the “Form 10-Q”), is solely to amend Item 6 (“Exhibits”), specifically to clarify the provisions of Exhibits 10.87, 10.88 and 10.89 for which confidential treatment was sought.  The purpose of this Amendment is to respond to comments received from the Securities and Exchange Commission and to conform to Commission comments Exhibits 10.87, 10.88 and 10.89 as originally filed.





This Amendment contains only the cover page, this Explanatory Note, the Signature Page and Exhibits 10.87, 10.88 and 10.89.  No other changes have been made to the Form 10-Q.  This Amendment No. 2 to the Form 10-Q speaks as of the original filing date of the Form 10-Q, does not reflect events that may have occurred subsequent to the original filing date, and does not modify or update in any way disclosures made in the original Form 10-Q.





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Index of Exhibits





10.87*
Aircraft sale agreement, dated as of June 17, 2011, between Colgan Air, Inc. and Wells Fargo Bank Northwest, National Association


10.88*
Aircraft Lease Agreement, dated as of June 17, 2011, between the lessor Wells Fargo Bank Northwest, National Association and the lessee, Colgan Air, Inc.


10.89*
Guaranty, dated as of June 17, 2011 made by Pinnacle Airlines Corp. for the aircraft lease agreement, between Colgan Air, Inc. and Wells Fargo Bank Northwest, National Association




*
Previously filed









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SIGNATURES











Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.




















PINNACLE AIRLINES CORP.By:
/s/ Brian T. HuntBrian T. HuntDate:  November 18, 2011
Vice President and General Counsel








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