1159154--3/15/2007--REPUBLIC_AIRWAYS_HOLDINGS

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{provision, law, control}

{product, market, service}

{stock, price, operating}

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{acquisition, growth, future}

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Risks Related To Our Operations We are dependent on our code-share relationships with our major partners. Our code-share agreement with Delta will be terminated if Delta does not emerge from bankruptcy. We may be unable to redeploy smaller aircraft removed from service in response to our code-share partners' demand for larger aircraft. If the financial strength of any of our code-share partners decreases, our financial strength is at risk. Our code-share partners may expand their direct operation of regional jets thus limiting the expansion of our relationships with them. Any labor disruption or labor strikes by our employees or those of our code-share partners would adversely affect our ability to conduct our business. Our current growth plans may be materially adversely affected by substantial risks, some of which are outside of our control. Our code-share partners may be restricted in increasing the level of business that they conduct with us, thereby limiting our growth. Our fleet expansion program will require a significant increase in our leverage and the financing we require may not be available on favorable terms or at all. We currently depend on Embraer to supply us with the aircraft we require to expand. Reduced utilization levels of our aircraft under the fixed-fee agreements would adversely impact our revenues and earnings. Increases in our labor costs, which constitute a substantial portion of our total operating costs, will directly impact our earnings. Our business could be harmed if we lose the services of our key personnel. We may experience difficulty finding, training and retaining employees. We are at risk of losses stemming from an accident involving any of our aircraft. Wexford Capital has significant influence over our affairs by virtue of its significant ownership of our common stock and they may make decisions with which you disagree. We may have conflicts of interest with Wexford Capital, and because of its significant ownership, we may not be able to resolve these conflicts on an arm's length basis. Risks Associated with the airline industry The airline industry is highly competitive. Continued high fuel costs would harm the airline industry. The airline industry has been subject to a number of strikes which could affect our business. Airlines are often affected by certain factors beyond their control, including weather conditions which can affect their operations. The airline industry has recently gone through a period of consolidation and transition; consequently, we have fewer potential partners. The airline industry is heavily regulated. Risks Related To Our Common Stock Our stock price is volatile. Future sales of our common stock by our stockholders could depress the price of our common stock. Our incorporation documents and Delaware law have provisions that could delay or prevent a change in control of our company, which could negatively affect your investment. Our charter documents include provisions limiting voting by foreign owners.

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1159154--3/15/2007--REPUBLIC_AIRWAYS_HOLDINGS_INC