<Page> AIRCRAFT SUBLEASE AGREEMENT N0. 8 THIS SUBLEASE SUPPLEMENT NO. 1 HAS BEEN EXECUTED IN COUNTERPARTS. TO THE EXTENT, IF ANY, THAT THIS SUBLEASE SUPPLEMENT NO, 1 CONSTITUTES CHATTEL PAPER (AS SUCH TERM IS DEFINED IN THE UNIFORM COMMERCIAL CODE AS IN EFFECT IN ANY APPLICABLE UNITED STATES JURISDICTION), NO SECURITY INTEREST IN THIS SUBLEASE SUPPLEMENT NO. 1 MAY BE CREATED THROUGH THE TRANSFER OR POSSESSION OF ANY COUNTERPART OTHER THAN THE ORIGINAL EXECUTED COUNTERPART CONTAINING THE RECEIPT THEREFOR EXECUTED BY MELLON FINANCIAL SERVICES CORPORATION #3, AS LENDER ON THE SIGNATURE PAGE HEREOF. SUBLEASE SUPPLEMENT NO. 1 SUBLEASE SUPPLEMENT NO.1., dated March 29, 1996 ("Sublease Supplement No. 1") to Aircraft Sublease Agreement No. 8 dated as of March 1, 1996 (the "Sublease") by and between CHAUTAUQUA AIRLINES, INC., as sublessee ("Sublessee"), and FAIRBROOK LEASING, INC., as sublessor ("Sublessor"). I N T R O D U C T I O N WHEREAS, Sublessor and Sublessee have heretofore entered into the Sublease (defined terms therein being hereinafter used with the same meanings). The Sublease provides for the execution and delivery of a Sublease Supplement for the purpose of leasing the Aircraft under the Sublease as and when delivered by Sublessor to Sublessee in accordance with the terms thereof; and WHEREAS, a counterpart of the Sublease, with this Sublease Supplement No. 1 attached thereto, is being filed for recordation with the FAA Aircraft Registry as one document; NOW, THEREFORE, in consideration of the premises and other good and valuable consideration, the receipt and adequacy of which are hereby acknowledged Sublessor and Sublessee hereby agree as follows: A. THE AIRCRAFT. Sublessee hereby confirms to Sublessor that Sublessee has accepted the Aircraft and each Engine and Propeller described below for all purposes hereof and of the Sublease as being airworthy, in accordance with specifications, in good working order and repair and without defect in condition, design, operation or fitness for use, whether or not discoverable by Sublessee as of <Page> SCHEDULE 1 CE CERTIFICATE TO CRAFT SUBLEASE AGREEMENT NO. 8 as Sublessor EEDINGS as Sublessee, hereby acknowledges tance of the Saab 340A Aircraft end at the time and place set forth Aircraft Sublease Agreement No. 8 i Sublease Supplement No. 1 thereto by and between FAIRBROOK LEASING, UQUA AIRLINES, INC., as sublessee. 340A-123 N123MQ, to be changed to N123CQ - ---------------------------- March 29,1996 - ---------------------------- - ---------------------------- CHAUTAUQUA AIRLINES, INC. By /s/ Timothy L. Coon ------------------------- Name Timothy L. Coon ----------------------- Title VICE PRESIDENT ---------------------- <Page> the date hereof; PROVIDED, HOWEVER, that nothing contained herein or in the Sublease diminishes or affects any right. Sublessor or Sublessee may have with respect to the Aircraft against the Manufacturer, GE, Dowty, any vendor or any subcontractor or supplier thereof: <Table> <Caption> AIRFRAME MANUFACTURER MODEL SERIAL NUMBER U.S. REG. NO Saab-Fairchild 340A 340A -123 N123MQ (being changed to N123CQ) <Caption> INSTALLED ENGINES MANUFACTURER MODEL SERIAL NUMBER RATED TAKEOFF H/P General CT7-5A GE-E-367-401 (left) Each of which Electric GE-E-367-426 (right) Engines has 750 or more rated take off horsepower or the equivalent thereof. <Caption> INSTALLED PROPELLERS RATED TAKEOFF MANUFACTURER MODEL SERIAL NUMBER SHAFT H/P Dowty Rotol R354/4- DRG/1789/87 (left) Each of which 123-F/13 Propellers is R389/4- DRG/1792/87 (right) capable of 123-F/25 absorbing 750 or more rated take off shaft horsepower. </Table> B. STIPULATED LOSS VALUE Sublessee hereby agrees to pay in accordance with and when required by the Sublease Stipulated Loss Value payments. in the amounts set forth in Annex 1 to the Sublease Rent Schedule and incorporated herein by reference. C. REPRESENTATIONS BY SUBLESSEE. Sublessee hereby represents and warrants to Sublessor that on the above date: (1) The representations and warranties of Sublessee set forth in the Sublease are true and correct in all material respects as though made on the date above; (2) Sublessee has satisfied or complied with all requirements in 2 <Page> the Sublease, to be completed by it on or prior to the date hereof; (3) No Sublease Default or Event of Default has occurred and is continuing on the date above; and (4) Sublessee has obtained, and there are in full force and effect, such insurance policies with respect to the Aircraft, as are required to be obtained under the terms of the Sublease. D. DELIVERY DATE: March 29, 1996 E. TERM The Term shall commence on the Delivery Date and expire on August 28, 2006, unless terminated earlier pursuant to and in accordance with the Sublease: PROVIDED, however, that if Sublessor is unable to renew the Lease beyond its current termination date of July 11, 2002, then the Sublease will terminate on July 11, 2002 and Sublessor shall lease or sublease a Saab 340A aircraft to Sublessee through August 28, 2006 on the same terms and conditions as those of the Sublease. F. BASE RENT: Sublessee agrees to pay Sublessor, Base Rent monthly in arrears, in the amounts and on the dates, as set forth in the Sublease Rent Schedule. G. FIRST BASE RENT PAYMENT DATE April 29, 1996 H. BASE RENT PAYMENT DATES: Base Rent during the Term shall be paid on the same day of each month as the day of the month of the First Base Rent Payment Date, I. AIRCRAFT BASE: Indianapolis, Indiana or Akron, Ohio. J. DELIVERY SITE: Indianapolis, Indiana. K. COUNTERPARTS This Sublease Supplement No. 1 may be executed in any number of counterparts and by the parties hereto on separate counterparts, 3 <Page> each of which counterparts, shall for all purposes be deemed an original, and all such counterparts shall together constitute but one and the same Sublease Supplement No. 1; PROVIDED that, to the extent, if any, that this Sublease Supplement No. 1 constitutes chattel paper (as such term is defined in the Uniform Commercial Code as in effect in any applicable jurisdiction) no security interest may be created through the transfer or possession of any counterpart other than the counterpart containing the receipt therefor executed by Mellon Financial Services Corporation #3, as Lender on the signature page hereof. L. REFERENCE: All the terms and provisions of the Sublease are hereby incorporated by reference in this Sublease Supplement No. 1 to the same extent as if fully set forth herein. IN WITNESS WHEREOF, Sublessor and Sublessee have caused this Sublease Supplement No.1 to be duly executed by their authorized officers as of the day and year first above written. FAIRBROOK LEASING, INC., as Sublessor or By: /s/ Mark D. Pugliese -------------------- Mark D. Pugliese Vice President and General Counsel By: /s/ Gena H. Laurent ------------------- Gena H. Laurent Assistant Vice President CHAUTAUQUA AIRLINES, INC., as Sublessee By: /s/ Timothy L. Coon ------------------- Timothy L. Coon Senior vice President 4 <Page> Lease Rent Schedule Aircraft Lease Agreement No. 8 <Table> <Caption> Basic Rent Date PMT No. Payment [CONFIDENTIAL MATERIAL OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] </Table> <Page> Stipulated Loss Value SAAB 340A-123 <Table> <Caption> Date PMT No. Stipulated Loss Value [CONFIDENTIAL MATERIAL OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT] </Table> <Page> NOTE TO EXHIBIT 10.19(a) The 14 additional Sublease Supplements No. 1 are substantially identical in all material respects to the filed Sublease Supplement No. 1 except as follows: <Table> <Caption> - ------------------------------------- ----------------------------------- ----------------------------------- TAIL NUMBER CLOSING DATE OWNER-PARTICIPANT - ------------------------------------- ----------------------------------- ----------------------------------- N118CQ July, 1996 Fairbrook Leasing - ------------------------------------- ----------------------------------- ----------------------------------- N140CQ October, 1996 Fairbrook Leasing - ------------------------------------- ----------------------------------- ----------------------------------- N152CQ October, 1996 Fairbrook Leasing - ------------------------------------- ----------------------------------- ----------------------------------- N148CQ October, 1996 Fairbrook Leasing - ------------------------------------- ----------------------------------- ----------------------------------- N157CQ October, 1996 Fairbrook Leasing - ------------------------------------- ----------------------------------- ----------------------------------- N146CQ October, 1996 Fairbrook Leasing - ------------------------------------- ----------------------------------- ----------------------------------- N158CQ October, 1996 Fairbrook Leasing - ------------------------------------- ----------------------------------- ----------------------------------- N101CN October, 1996 Fairbrook Leasing - ------------------------------------- ----------------------------------- ----------------------------------- N138CQ October, 1996 Fairbrook Leasing - ------------------------------------- ----------------------------------- ----------------------------------- N104CQ October, 1996 Fairbrook Leasing - ------------------------------------- ----------------------------------- ----------------------------------- N96CN October, 1996 Fairbrook Leasing - ------------------------------------- ----------------------------------- ----------------------------------- N108CQ October, 1996 Fairbrook Leasing - ------------------------------------- ----------------------------------- ----------------------------------- N149CQ October, 1996 Fairbrook Leasing - ------------------------------------- ----------------------------------- ----------------------------------- N150CQ October, 1996 Fairbrook Leasing - ------------------------------------- ----------------------------------- ----------------------------------- - ------------------------------------- ----------------------------------- ----------------------------------- - ------------------------------------- ----------------------------------- ----------------------------------- - ------------------------------------- ----------------------------------- ----------------------------------- </Table>