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Consent
of Independent Registered Public Accounting Firm
The Board
of Directors
Republic
Airways Holdings Inc.:
We
consent to the use of our report dated May 26, 2009, with respect to the
consolidated balance sheets of Frontier Airlines Holdings, Inc. and subsidiaries
(the Company) (a wholly owned subsidiary of Republic Airways Holdings Inc.) as
of March 31, 2009 and 2008, and the related consolidated statements of
operations, stockholders’ equity (deficit) and other comprehensive income
(loss), and cash flows for each of the years in the three-year period ended
March 31, 2009, incorporated herein by reference, which report appears in the
Form 8-K/A of Republic Airways Holdings Inc. dated October 1, 2009, and to the
reference to our firm under the heading “Experts” in the
prospectus.
Our
report dated May 26, 2009 includes an explanatory paragraph that states that the
consolidated financial statements have been prepared assuming that the Company
will continue as a going concern. As discussed in note 1 to the consolidated
financial statements, the Company filed petitions for reorganization under
Chapter 11 of Title 11 of the United States Code (the Bankruptcy Code), and this
raises substantial doubt about the Company’s ability to continue as a going
concern. Management’s plan concerning this matter is also discussed in note 1 to
the consolidated financial statements. The consolidated financial statements do
not include adjustments that might result from the outcome of this
uncertainty.
Our
report refers to the Company’s adoption of Financial Accounting Standards Board
(FASB) Interpretation
No. 48, Accounting for
Uncertainty in Income Taxes—an interpretation of FASB Statement
No. 109, effective April 1,
2007 and the adoption of FASB Staff Position No. APB 14-1, Accounting for Convertible
Debt Instruments That May Be Settled in Cash Upon Conversion (Including Partial
Cash Settlement) (FSP APB
14-1).
Denver,
Colorado
October
20, 2010