ost995

OST-99-5798

Cardinal Airlines, Inc.

OST-99-5798	June 4, 1999	Application for a Certificate of Public Convenience and Necessity	Certificate of Public Convenience and Necessity
		Exhibit 1: Deleware Certificate of Good Standing
		Exhibit 2: Affidavit
		Exhibit 3: Officers and Key Personnel
		Exhibit 4: Description of Securities
		Exhibit 5: Company Narrative and Load Factor Analysis
		Exhibit 6: Financial Statements
		Exhibit 7: Warsaw Liability Agreement
		Exhibit 8: Certiifcate of Authenticity
OST-99-5799	June 4, 1999	Application for a Certificate of Public Convenience and Necessity for Foreign Charter Air Transportation	Certificate of Public Convenience and Necessity for Foreign Charter Air Transportation

Cardinal proposes to provide scheduled service to primary Eastern United States markets from Melbourne International Airport, Florida. The applicant proposes to provide a high level of service, with first class seats, at prices approximating the advance restricted coach fares of major carriers. The initial service will be to Baltimore/Washington International Airport.

Cardinal's Filings with the SEC

Counsel: Allan Markham, 202.337.2149

Cardinal Airlines, Inc.

OST-99-5798

June 22, 1999

Re: Air Carrier Fitness Request for Additional Information

Certificate of Public Convenience and Necessity - Interstate Scheduled

By: Air Carrier Fitness, Janet Davis

Cardinal Airlines, Inc.

OST-99-5798	July 14, 1999	Supplement No. 1 to Application	Certificate of Public Convenience and Necessity
		Exhibit 4: Revised Page 2 from Original Application
		Supplement No 1: Application of Cardinal Airlines, Inc.
		Exhibit 1-1: Certificate of Incorporation
		Exhibit 2-1: Certificate from State of Delaware, Office of the Secretary of State
		Exhibit 3-1: Board of Directors
		Exhibit 4-1: Flow Chart of Corporate Structure
		Exhibit 5-1: Tasks and Duties of Lawrence A. Watson
		Exhibit 6-1: Private Placement of Stock Offerings
		Exhibit 7-1: Tasks and Duties of H. Lawrence Mason
		Exhibit 8-1: Resume of H. Lawrence Mason
		Exhibit 9-1: Time Allocation Related to Overlapping Employment
		Exhibit 10-1: Affidavit of Qualifications
		Exhibit 11-1: Prospectus
		Exhibit 11-1A: Exhibits Filed in S-1 Registration
		Exhibit 11-1B: Exhibits Filed in S-1/A on April 9, 1999
		Exhibit 11-1C: Exhibits Filed in S-1/A on June 3, 1999
		Exhibit 11-1D: Exhibits Filed in S-1/A on July 6, 1999
		Exhibit 12-1: Preapplication Statement of Intent
		Exhibit 13-1: Certification of Authenticity
		Exhibit 14-1: Pro Forma Balance Sheet; Income Statement
		Exhibit 15-1: Maintenance and Training Statements

Counsel: Allan Markham, 202.337.2149

Cardinal Airlines, Inc.

OST-99-5798	December 17, 1999	Supplement No.2 to Application	Certificate of Public Convenience and Necessity
		Exhibit 1: Common Stock
		Exhibit 2: Balance Sheet
		Exhibit 3: Application for Intent
		Exhibit 4: Selling Agreement
		Re: Meeting
		Service List

Cardinal Airlines, Inc. (Cardinal or "the applicant") herein provides supplemental data as requested by the Department of Transportation, Fitness Division. 1. There are 100,000 outstanding shares of Series A preferred stock issued in the applicant, as listed below. These four also hold 56% of the outstanding common shares in the applicant. Exhibit 1 lists all of the current common shareholders and their respective holdings. 2. The applicant plans to initially offer scheduled service between Melbourne, FL and Baltimore-Washington International Airport, MD with two DC-9 series aircraft configured with all first-class seating. Revised pro-forma balance sheet, cash flow statement, income statement, and use of proceeds for pre-operating and first year, of operations are set out in Exhibit 2. The applicant's revised Federal Aviation Administration Preapplication Statement of Intent is set out in Exhibit 3. The agreement between the applicant and Capstone Partners, L.C. is set out in Exhibit 4.

Counsel: Allan Markham, 202.337.2149

Cardinal Airlines, Inc.

OST-99-5798	January 11, 2000	Supplement No.3 to Application	Certificate of Public Convenience and Necessity
		Exhibit 1: Financial Report
		Exhibit 2: Preapplication of Intent
		Exhibit 3: Resume of Houston Glover
		Exhibit 4: Resume of Jack Freeman
		Service List

Counsel: Allan Markham, 202.337.2149

Cardinal Airlines, Inc.

Order 00-2-1 OST-99-5798	Issued February 1, 2000 Served February 3, 2000	Order To Show Cause Proposing Issuance of Certificate Authority	Certificate of Public Convenience and Necessity
		Attachment: Terms, Conditions, and Limitations
		Service List

Order 2000-2-1 tentatively finds Cardinal Airlines, Inc., is fit, willing, and able to provide interstate scheduled air transportation of persons, property, and mail as a certificated air carrier.

By: Bradley Mims

Cardinal Airlines, Inc.

Order 00-2-27 OST-99-5798	Issued February 23, 2000 Served February 23, 2000	Final Order	Certificate of Public Convenience and Necessity
		Certificate of Public Convenience and Necessity
		Terms, Conditions, and Limitations
		Service List

By: Bradley Mims