Item 1.01. Entry into a Material Definitive Agreement.

On October 13, 2009, Mesa Air Group, Inc. (the "Company") issued a press release announcing that it had entered into agreements with Mokulele Flight Services Inc. d/b/a/ Mokulele Airlines and its majority shareholder, Republic Airways Holdings Inc,. to create a joint venture to provide Hawaii inter-island airline service under the go! and Mokulele brand names.

Under the terms of the agreements, the Company will own 75% of the joint venture and the Mokulele shareholders will own the remaining 25%. Both parties have agreed to make initial cash contributions totaling $1 million, with total required cash contributions of up to $6 million. Concurrently with the execution of the joint venture agreement, the joint venture entity also has entered into a Services Agreement with the Company pursuant to which the Company will be responsible for operating the inter-island service on behalf of the joint venture and will be entitled to be reimbursed for all of its costs and expenses of such operations.

The press release is filed herewith as Exhibit 99.1 and is incorporated b reference herein.

Item 9.01 Financial Statements and Exhibits

d. Exhibits.

Exhibit No. Description
99.1 Press release, dated October 13, 2009

---