WITNESSETH:

                                                                    Exhibit 10.8
                                FOURTH AMENDMENT

This Fourth Amendment is entered and made as of March 5, 2001 (the "Fourth
Amendment") as an amendment to the Agreement dated as of October 15, 1990, by
and between US Airways, Inc. ("US Airways") and Air Midwest, Inc. ("Contractor")
(the "Agreement").

                                   WITNESSETH:

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

WHEREAS, in August 6, 1991, the parties further amended the Agreement in certain
respects ("First Amendment"); and

WHEREAS, in February of 1993, the parties further amended the Agreement in
certain respects ("Second Amendment"); and

WHEREAS, on October 6, 2000, the parties further amended the Agreement in
certain respects ("Third Amendment");

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 Contractor hereby agree as follows:

      1.    Section 11.01 of the Agreement is hereby amended by inserting a
            subsection "(a)" before the word "Contractor" in the first paragraph
            of such Section.

      2.    Section 11.01 of the Agreement is hereby amended by inserting a new
            subsection "(b)" at the end of the first paragraph as follows:

            "(b)Effective March 5, 2001, US Airways hereby grants to Contractor
            for a period of one year, the right to conduct operations described
            in Section 2.01 above, as amended, and any additional operations
            undertaken by subsequent amendment hereto under the trademark "US
            Airways Express" on behalf of Midwest Express Airlines, subject to
            all of the terms and conditions of Article 11 of the Agreement." Air
            Midwest Airlines flights d/b/a US Airways Express which operate
            between Kansas City to the airports listed in Section 2.01 will be
            permitted to carry the YX code when connecting to Midwest Express
            Airlines flights from Kansas City to the airports listed below. Any
            one or more of the airports listed is subject to change at the sole
            discretion of US Airways, provided that US Airways provides 60 days
            notice to Air Midwest:

                  [***]
      3.    Except as amended hereby, the Agreement shall remain in full force
            and effect.

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.

        AIR MIDWEST, INC.                            US AIRWAYS, INC.

        /S/ Xxxx Xxxxxxxx                          /S/ Xxxxxx X. Xxxxxx
     --------------------------                 ---------------------------
     By:      Xxxx Xxxxxxxx                     By:      Xxxxxx X. Xxxxxx
     Title:   President                         Title:   Vice President
                                                         Express Division