<Page>

                                                                 Exhibit 10.7(b)

                                SECOND AMENDMENT

This Second Amendment is entered and made as of December 20, 2000 (the
"Amendment") as an amendment to the Chautauqua Jet Service Agreement dated as of
March 19, 1999, by and betwccn US Airways, Inc. ("US Airways") and CHAUTAUQUA
AIRLINES. INC. ("Chautauqua") as amended by the First Amendment dated as of
September 6, 2000 (as amended, the "Agreement").

                                   WITNESSETH:

WHEREAS, US Airways and Chautauqua have entered into the Agreement; and

WHEREAS, US Airways and Chautauqua desire to further amend certain provisions of
the Agreement;

NOW THEREFORE, in consideration of the premises and mutual covenants hereinafter
set forth and for good and valuable consideration, the receipt and sufficiency
of which is acknowledged US Airways and Chautauqua hereby agree as follows:

1. Section 2.1 is hereby amended by deleting "twenty (20) active and 1 spare"
as stated in item 1 of the First Amendment and replacing it with, "twenty (25)
active and (1) spare EMB-145 LR" which have an engine performance rating at
least as high as the rating provided by the Rolls Royce engine with an AIP
rating. Chautauqua represents that all aircraft delivered after November 2000
shall be configured with the AIP performance rating, subject to FAA
certification, and that Chautauqua shall use its best efforts to retro-fit
the existing US Airways ERJ Fleet with, the AIP performance modification in a
timely manner.

2. Exhibit 2.1 of the Agreement is hereby deleted in its entirety and replaced
with Exhibit 2.1 attached hereto.

                                       1

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Certain portions of this exhibit have been ommitted pursuant to a request for
confidential treatment under Rule 406 of the Securities Act of 1933. The
omitted materials have been filed separately with the Securities and Exchange
Commission.
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3. (a) Exhibit 5.1 of the Agreement is hereby deleted in its entirety and
   replaced with Exhibit 5.1 attached hereto as of December 20, 2000.

   (b) US Airways reserves the right but not the obligation to provide Hull
   Insurance and Passenger Liability Insurance at the levels specified in the
   Section 6 of the Agreement or at mutually agreed levels in lieu of payment
   far Hull Insurance and Passenger Liability Insurance as specified in the
   Pricing Model.

4. As of the date when the twenty second (22nd) aircraft is placed into
service, Section 5.5 is hereby amended by deleting " [*] as stated in the
first sentence of Section 5.5 and replacing it with" [*].

5. Section 7.1 of the Agreement is hereby deleted in its entirety and the
following is substituted in lieu thereof:

"7.1 This Agreement is effective as of March 19, 1999 and Services provided
hereunder will continue, without interruption until March 1, 2009 unless it is
terminated on an earlier date pursuant to the provisions of this Article 7 of
the Agreement. US Airways will have the right to extend the term of this
Agreement by three (3) years upon twelve (12) months notice prior to the end
of the initial term."


                                       2

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* Confidential
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Except as amended hereby, the Agreement remains unchanged in all other respects.
Upon its execution, this Second Amendment, together with the Agreement, will be
the complete and binding understanding of the parties with respect to the terms
and conditions of the Agreement, as amended by the terms set forth heroin.

     IN WITNESS WHEREOF, the parties have caused this Agreement to be executed
by their duly authorized representatives as of the day and year first above
written.

     CHAUTAUQUA AIRLINES, INC.               US AIRWAYS, INC.

     /s/ Bryan Bedford                       /s/ Thomas M. Hanley
    ------------------------                --------------------------
     By:    Bryan Bedford                    By:    Thomas M. Hanley
     Title: President                        Title: Vice President, US Airways

                                       3

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EXHIBIT 2.1 IMPLEMENTATION SCHEDULE OF AIRCRAFT DEPLOYMENT

<Table>
<Caption>
                                  NUMBER OF
DATE                         OPERATIONAL AIRCRAFT

                               
Date of Amendment                 11

January 2001                      12

May 2001                          13

July 2001                         14

July 2001                         15

August 2001                       16

September 2001                    17

September 2001                    18

October 2001                      19

October 2001                      20

November 2001                     21

December 2001                     22

December 2001                     23

January 2001                      24

February 2002                     25

March 2002                        26
</Table>


                                       4

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EXHIBIT 5.1 PRICING MODEL PER 2ND AMENDMENT

[CONFIDENTIAL MATERIAL OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND
EXCHANGE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT]

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[U.S AIRWAYS LOGO]

     DATA TRANSMITTAL. COVER SHEER

     Date: December 20, 2000

     Time: 4;05 PM

     To: Bryan Bedford / Fax: 317-484-6047

     From: Tom Hanley

     Number of Pages (including cover sheet): 8

     ===============================================================

     Comments:

     Re: Second Amendment














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