SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C.  20549

                                   FORM 10-C

                REPORT BY ISSUER OF SECURITIES QUOTED ON NASDAQ
                          INTERDEALER QUOTATION SYSTEM

                  Filed pursuant to Section 13 or 15(d) of the
                Securities Exchange Act of 1934 and Rule 13a-17
                              or 15d-17 thereunder

                            Frontier Airlines, Inc.
                 (Exact name of issuer as specified in charter)

                    12015 E. 46th Avenue, Denver, CO  80239
                    (Address of principal executive offices)

         Issuer's telephone number, including area code (303) 371-7400

                   I. CHANGE IN NUMBER OF SHARES OUTSTANDING

                Indicate any change (increase or decrease) of 
                5% or more in the number of shares outstanding:

1.    Title of security: Common Stock, no par value.

2.    Number of shares outstanding before the  6,099,373
 
3.    Number of shares outstanding after the change:  8,765,506
 
4.    Effective date of change: July 9, 1996

5.    Method of change:  Exercise of Warrants

     Give brief description of transaction:  On May 14, 1996, the Company
notified the holders of its publicly traded Warrants of the Company's intention
to redeem all such Warrants that had not been exercised on or before June 28,
1996.  In July 1996, the Company issued 2,666,133 shares of its Common Stock
upon the exercise of such Warrants.  Net proceeds to the Company in connection
with the exercise of the Warrants were $13,300,000.


                          II. CHANGE IN NAME OF ISSUER

Not Applicable



Dated July 10, 1996                  FRONTIER AIRLINES, INC.


                                    /s/ Arthur T. Voss
                                    ---------------------------------------
                                    Arthur T. Voss, Vice President