CONFIDENTIAL AMENDMENT No. 10 TO PURCHASE AGREEMENT DCT-014/2004

This Amendment No. 10 to Purchase Agreement DCT-014/2004, dated as of April 30, 2005 (“Amendment No. 10”) relates to the Purchase Agreement DCT-014/2004 (the “Purchase Agreement”) between Embraer - Empresa Brasileira de Aeronáutica S.A. (“Embraer”) and Republic Airline Inc. (“Buyer”) dated March 19, 2004 as amended from time to time (collectively referred to herein as “Agreement”). This Amendment No. 10 is between Embraer and Buyer, collectively referred to herein as the “Parties”.

This Amendment No. 10 sets forth additional agreements between Embraer and Buyer relative to change on [*] for Aircraft [*] for the Conditional Aircraft and Option Aircraft.

Except as otherwise provided for herein all terms of the Purchase Agreement shall remain in full force and effect. All capitalized terms used in this Amendment No. 10, which are not defined herein shall have the meaning given in the Purchase Agreement. In the event of any conflict between this Amendment No. 10 and the Purchase Agreement the terms, conditions and provisions of this Amendment No. 10 shall control.

WHEREAS, in connection with the Parties’ agreement above mentioned, the Parties have now agreed to amend the Purchase Agreement as provided for below:

NOW, THEREFORE, for good and valuable consideration which is hereby acknowledged Embraer and Buyer hereby agree as follows:

Certain portions of this exhibit have been omitted pursuant to a request for confidential treatment under Rule 24b-2 of the Securities Exchange Act of 1934. The omitted materials have been filed separately with the Securities and Exchange Commission.

CONFIDENTIAL

1. Firm Aircraft: