UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G A/1

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(AMENDMENT NO.1)

REPUBLIC AIRWAYS HOLDINGS, INC.

_____________________________________________

(Name of Issuer)

Common Stock, par value $0.001 per share

__________________________

(Title of Class of Securities)

760276105

______________________________________________

(CUSIP Number)

December 31, 2009

(Date of Event which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

£ Rule 13d-1(b)

þ Rule 13d-1(c)

£ Rule 13d-1(d)

*The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

228635.2

CUSIP NO. 760276105				13G
1	NAME OF REPORTING PERSON S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON				Wexford Catalyst Investors LLC
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a)  o (b)  ¨
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION				Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER				0
		6	SHARED VOTING POWER				0
		7	SOLE DISPOSITIVE POWER				0
		8	SHARED DISPOSITIVE POWER				0
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON						0
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAINSHARES o
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW					0%
12	TYPE OF REPORTING PERSON				OO

228635.2

CUSIP NO. 760276105				13G
1	NAME OF REPORTING PERSON S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON				Wexford Spectrum Trading Limited
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a)  o (b)  ¨
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION				Cayman Islands
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER				0
		6	SHARED VOTING POWER				0
		7	SOLE DISPOSITIVE POWER				0
		8	SHARED DISPOSITIVE POWER				0
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON						0
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAINSHARES o
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW					0%
12	TYPE OF REPORTING PERSON				CO

228635.2

CUSIP NO. 760276105				13G
1	NAME OF REPORTING PERSON S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON				Wexford Capital LP
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a)  o (b)  ¨
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION				Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER				0
		6	SHARED VOTING POWER				0
		7	SOLE DISPOSITIVE POWER				0
		8	SHARED DISPOSITIVE POWER				0
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON						0
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAINSHARES o
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW					0%
12	TYPE OF REPORTING PERSON				PN

228635.2

CUSIP NO. 760276105				13G
1	NAME OF REPORTING PERSON S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON				Charles E. Davidson
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a)  o (b)  ¨
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION				United States
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER				0
		6	SHARED VOTING POWER				0
		7	SOLE DISPOSITIVE POWER				0
		8	SHARED DISPOSITIVE POWER				0
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON						0
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAINSHARES o
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW					0%
12	TYPE OF REPORTING PERSON				IN

228635.2

CUSIP NO. 760276105				13G
1	NAME OF REPORTING PERSON S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON				Joseph M. Jacobs
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a)  o (b)  ¨
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION				United States
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5	SOLE VOTING POWER				0
		6	SHARED VOTING POWER				0
		7	SOLE DISPOSITIVE POWER				0
		8	SHARED DISPOSITIVE POWER				0
9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON						0
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAINSHARES o
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW					0%
12	TYPE OF REPORTING PERSON				IN

228635.2

This Amendment No. 1 to Schedule 13G modifies and supplements the Schedule 13G initially filed on March 26, 2009 (the “Statement”), with respect to the common stock, par value $0.001 per share (the “Common Stock”) of Republic Airways Holdings, Inc., a Delaware corporation (the “Company”). Except to the extent supplemented by the information contained in this Amendment No. 1, the Statement, as provided herein, remains in full force and effect.  Capitalized terms used herein without definition have the respective meanings ascribed to them in the Statement. This amendment is being filed to reflect that the Reporting Persons no longer own any securities of the Company.

Item 4. Ownership

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.

(i) Wexford Catalyst Investors LLC

(a) Amount beneficially owned: 0

(b) Percent of class: 0%

(c) Number of shares to which the person has:

(i) Sole power to vote or to direct the vote: 0

(ii) Shared power to vote or to direct the vote: 0

(iii) Sole power to dispose or to direct the disposition of: 0

(iv) Shared power to dispose or to direct the disposition of: 0

(ii) Wexford Spectrum Trading Limited

(a) Amount beneficially owned: 0

(b) Percent of class: 0%

(c) Number of shares to which the person has:

(i) Sole power to vote or to direct the vote: 0

(ii) Shared power to vote or to direct the vote: 0

(iii) Sole power to dispose or to direct the disposition of: 0

(iv)   Shared power to dispose or to direct the disposition of: 0

(iii) Wexford Capital LP

(a) Amount beneficially owned: 0

(b) Percent of class: 0%

(c) Number of shares to which the person has:

(i) Sole power to vote or to direct the vote: 0

(ii) Shared power to vote or to direct the vote: 0

(iii) Sole power to dispose or to direct the disposition of: 0

(iv)   Shared power to dispose or to direct the disposition of: 0

(iv) Charles E. Davidson

(a) Amount beneficially owned: 0

(b) Percent of class: 0%

(c) Number of shares to which the person has:

(i) Sole power to vote or to direct the vote: 0

(ii) Shared power to vote or to direct the vote: 0

(iii)   Sole power to dispose or to direct the disposition of: 0

(iv)   Shared power to dispose or to direct the disposition of: 0

(v) Joseph M. Jacobs

(a) Amount beneficially owned: 0

(b) Percent of class: 0%

(c) Number of shares to which the person has:

(i) Sole power to vote or to direct the vote: 0

(ii) Shared power to vote or to direct the vote: 0

(iii) Sole power to dispose or to direct the disposition of: 0

(iv) Shared power to dispose or to direct the disposition of: 0

Item 5. Ownership of Five Percent or Less of a Class

If this statement is being filed to report the fact that as of the date hereof the reporting persons have ceased to be the beneficial owner of more than five percent of the class of securities, check the following  þ

Item 10. Certification

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Date February 8, 2010		WEXFORD CATALYST INVESTORS LLC
	By:	/s/ Arthur H. Amron
		Name Arthur H. Amron
		Title Vice President and Assistant Secretary

	WEXFORD SPECTRUM TRADING LIMITED
By:	/s/ Arthur H. Amron
	Name Arthur H. Amron
	Title Vice President and Assistant Secretary
	WEXFORD CAPITAL LP
By:	/s/ Arthur H. Amron
	Name Arthur H. Amron
	Title Partner and Secretary
By:	/s/ Charles E. Davidson
	CHARLES E. DAVIDSON
By:	/s/ Joseph M. Jacobs
	JOSEPH M. JACOBS