FIRST AMENDMENT TO EXPRESSJET HOLDINGS, INC. MANAGEMENT BONUS PLAN

FIRST AMENDMENT TO
EXPRESSJET HOLDINGS, INC.
MANAGEMENT BONUS PLAN

            WHEREAS , ExpressJet Holdings, Inc. (the “Company”) has adopted the ExpressJet Holdings, Inc. Management Bonus Plan, as amended and restated through February 20, 2007 (the “Plan”); and

            WHEREAS , the Company desires to amend the Plan in certain respects;

            NOW, THEREFORE , the Plan shall be and hereby is amended as follows, effective as of January 1, 2009:

            1.         The second sentence of Section 4 of the Plan shall be deleted and the following shall be substituted therefor:

            “A Participant’s target bonus amount for a Fiscal Year shall be determined as set forth below unless a different base salary percentage (which may not exceed 100%) is determined by the Committee with respect to a Participant prior to commencement of a Fiscal Year: