Exhibit 10.12 (e)

                       October 8, 2002

(Addressee: Senior Executive Officer)

   Re:  Elimination of Voluntary Reduction in Base Salary

Dear _____________:

The  Compensation  Committee of the Board of  Directors  has
determined that it is appropriate to eliminate the voluntary
pay   reduction   implemented  for  its  senior   executives
effective  October 1, 2001.  Accordingly  your  base  salary
(also known as base pay) is being restored to an annual rate
of _______ effective October 1, 2002.

By  Letter  Agreement dated December 28, 2001,  the  Company
agreed  with  you  on certain understandings  regarding  the
effect  of  the voluntary base salary reduction  on  certain
other aspects of your compensation.  The restoration of your
base   salary  is  conditioned  on  receipt  from   you   of
confirmation that the terms of the December 28, 2001  letter
agreement   will   not  be  applicable   with   respect   to
compensation  as  of October 1, 2002.  We therefore  request
that you acknowledge your acknowledgement and acceptance  of
this  condition by your return to the Company of a  copy  of
this letter signed in the place indicated below.

This agreement constitutes an amendment to any severance  or
benefit agreement between you and the Company, including the
Severance   Agreement  dated  ___________,  but  except   as
expressly  provided herein does not otherwise  supercede  or
amend any such agreement.


                         ATLANTIC COAST AIRLINES HOLDINGS,
                              INC.


                         By:________________________________



Agreed and Accepted:

Employee

__________________________


Dated:  October __, 2001