ExpressJet (XJT)

            Maintenance Facilities

            In addition to our airport passenger facilities, we currently operate seven major maintenance facilities (hangars/shops) in Houston, Cleveland, Newark, Knoxville, Shreveport, Ontario and Richmond, as well as four satellite line maintenance facilities in other cities.  Continental is the primary sublessor for these facilities, with the exception of the Ontario hangar and a shop and satellite maintenance station facility located in Lake Charles.  XJT Florida, Inc., a wholly owned subsidiary of Holdings, owns an approximately 74,000 square foot building in Miami, Florida that is leased to American Composites for use as a maintenance shop.  Additionally, XJT Mexico, Inc., a wholly owned subsidiary of Holdings, owns three buildings consisting of approximately 96,000 square feet of hangar space and 3,000 square feet of administrative space in Saltillo, Mexico that is leased to Saltillo Jet Center for use in its aircraft painting business.  We are responsible for maintenance, taxes, insurance and other facility-related expenses and services at these facilities. 

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            Maintenance Facilities

            In addition to our airport passenger facilities, ExpressJet currently maintains seven major maintenance facilities (hangars/shops) in Houston, Cleveland, Newark, Knoxville, Shreveport, Ontario and Richmond as well as ten satellite line maintenance facilities in other cities.  Continental is the primary sublessor for these facilities with the exception of the Ontario hanger and shop and satellite maintenance station facilities located in Austin, Los Angeles, San Diego, San Antonio, Sacramento and Lake Charles.  ExpressJet has two other maintenance facilities, a Miami maintenance shop and the Saltillo aircraft painting facility, each of which we own.  The facility in Miami consists of approximately 74,000 square feet which we lease to American Composites for use in its aircraft repair and maintenance business.  The operation in Saltillo, Mexico is an aircraft painting facility that consists of approximately 96,000 square feet of hangar space and 3,000 square feet of administrative space.  We lease this facility to our partner Saltillo for use in its aircraft painting business.

            We are responsible for maintenance, taxes, insurance and other facility-related expenses and services at these facilities.  In addition, at each of Continental's three domestic hubs and many other locations, our passenger and baggage handling space is provided by Continental on varying terms dependent on the prevailing practice at each airport.  If the Continental CPA were terminated, we might be required to vacate the terminal facilities (or all facilities if the termination resulted from our material breach of the agreement) that are subleased to us by Continental, and to use commercially reasonable efforts to transfer to Continental or its designee any lease in our name.  See Item 1. "Business – Continental Capacity Purchase and Other Agreements - Airport Facilities, Slots and Route Authorities."  For a period of five years following the termination of the Continental CPA, if we wanted to transfer our interests in any of our facilities used to fulfill our obligations under the agreement, Continental would need to consent to the transfer (where Continental is the sublessor) and has a right of first refusal to acquire our interests in those facilities that we lease from parties other than Continental.

            Maintenance Facilities.  In addition to our airport passenger facilities, ExpressJet currently maintains eight major maintenance facilities (hangars/shops) in Houston, Cleveland, Newark, Knoxville, Shreveport, Burlington, Louisville and Richmond as well as seven satellite line maintenance facilities in other cities.  In connection with the reduction of flying under the Continental CPA, we anticipate closing Burlington and Louisville in the second quarter of 2007.  Continental Airlines is the primary sublessor for these facilities with the exception of the Houston maintenance hangar, the Knoxville hangar and shop facilities, the Shreveport hangar and facility and the Corpus Christi and Lake Charles satellite maintenance station, which we lease directly.  However, with the commencement of branded flying, we anticipate leasing an additional maintenance base of approximately 36,000 square feet at LA/Ontario International Airport in the second quarter of 2007.  ExpressJet has two other maintenance facilities, a Miami maintenance shop and the Saltillo aircraft painting facility, which we own.  The facility in Miami consists of approximately 74,000 square feet which we lease to our American Composites subsidiary for use in its aircraft repair and maintenance business.  The operation in Saltillo, Mexico is an aircraft painting facility that consists of approximately 96,000 square feet of hangar space and 3,000 square feet of administrative space.  We lease this facility to our partner Saltillo Jet Center, S. de R.L. de C.V. for use in its aircraft painting business.

            We are responsible for maintenance, taxes, insurance and other facility-related expenses and services at these facilities.  In addition, at each of Continental's three domestic hubs and many other locations, our passenger and baggage handling space is provided by Continental on varying terms dependent on the prevailing practice at each airport.  If the Continental CPA were terminated, we might be required to vacate the terminal facilities (or all facilities if the termination resulted from our material breach of the agreement) that are subleased to us by Continental, and to use commercially reasonable efforts to transfer to Continental or its designee any lease in our name.  See Item 1. "Business - Capacity Purchase and Other Agreements with Continental Airlines - Airport Facilities, Slots and Route Authorities."  For a period of five years following the termination of the agreement, if we wanted to transfer our interests in any of our facilities used to fulfill our obligations under the agreement, Continental would need to consent to the transfer (where Continental is the sublessor) and has a right of first refusal to acquire our interests in those facilities that we lease from parties other than Continental.