Frontier Announces Pricing of Convertible Debentures Offering

DENVER , Dec. 2 /PRNewswire-FirstCall/ -- Frontier Airlines, Inc.(Nasdaq: FRNT) today announced the pricing of its public offering of $80million aggregate principal amount of 5% Convertible Debentures due 2025. The sale of the debentures is expected to close on December 7, 2005 . The debentures are convertible into Frontier common stock at a conversion premium of 25% over the closing price of Frontier's common stock as of the pricing date, subject to adjustment.

Frontier may redeem all or some of the debentures for cash at any time on or after December 20, 2010 at a redemption price equal to the principal amount of the debentures plus accrued and unpaid interest, if any, to the redemption date. Holders may require Frontier to repurchase the debentures on December 15, 2010 , 2015 or 2020 or upon the occurrence of certain designated events at a repurchase price equal to the principal amount of the debentures plus accrued and unpaid interest, if any, to the repurchase date.

Frontier has granted the underwriters a 30-day over-allotment option to purchase up to an additional $12 million principal amount of the debentures.Frontier plans to use the net proceeds from the offering, which will be approximately $77.1 million (or $88.7 million in the event the underwriters exercise their over-allotment option in full), to fund working capital and capital expenditures, including capital expenditures related to the purchase and financing of aircraft and expansion of its operations.

Morgan Stanley is the sole bookrunning manager for the offering, with Citigroup Global Markets Inc. acting as co-manager. A copy of the prospectus supplement and accompanying prospectus relating to the offering may be obtained from the offices of Morgan Stanley & Co. Incorporated, 1585 Broadway, New York, NY 10036.

A registration statement relating to these securities has been filed withthe Securities and Exchange Commission. This press release shall notconstitute an offer to sell or a solicitation of an offer to buy, nor shallthere be any sale of, these securities in any state or jurisdiction in whichsuch an offer, solicitation or sale would be unlawful prior to registration orqualification under the securities laws of any such state or jurisdiction.

About Frontier

Currently in its 12th year of operations, Denver-based Frontier Airlinesis the second largest jet service carrier at Denver International Airport,employing approximately 4,600 aviation professionals. With 49 aircraft and theyoungest Airbus fleet in North America , Frontier offers 24 channels ofDIRECTV(R) service in every seatback along with 33 inches of legroom in an allcoach configuration. In conjunction with Frontier JetExpress operated byHorizon Air, Frontier operates routes linking its Denver hub to 47destinations in 28 states spanning the nation from coast to coast and to fivecities in Mexico . Frontier's maintenance and engineering department hasreceived the Federal Aviation Administration's highest award, the DiamondCertificate of Excellence, in recognition of 100 percent of its maintenanceand engineering employees completing advanced aircraft maintenance trainingprograms, for six consecutive years. In July 2005 , Frontier ranked as one ofthe "Top 10 Domestic Airlines" as determined by readers of Travel & Leisuremagazine. Frontier provides capacity information and other operatingstatistics on its Web site, which may be viewed at www.frontierairlines.com.

Legal Notice Regarding Forward-Looking Statements

Statements contained in this press release that are not historical factsmay be considered forward-looking statements as that item is defined in thePrivate Securities Litigation Reform Act of 1995. Forward-looking statementsare inherently subject to risks and uncertainties that could cause actualresults to differ materially from these forward- looking statements. Many ofthese risks and uncertainties cannot be predicted with accuracy and some mightnot even be anticipated. Some of the factors that could significantly impactthe forward-looking statements in this press release are discussed in ourreports filed with the Securities and Exchange Commission. Any forward-looking statement is qualified by reference to these risks and factors. Theserisks and factors are not exclusive, and the Company undertakes no obligationto publicly update or revise any forward-looking statements to reflect eventsor circumstances that may arise after the date of this release. Additionalinformation regarding these and other factors may be contained in theCompany's SEC filings, including without limitation, the Company's Form 10-Kfor its fiscal year ended March 31, 2005 and Current Report on Form 8-K filedon November 29, 2005 . The Company's filings are available from the Securitiesand Exchange Commission or may be obtained on the Company's website atwww.frontierairlines.com.

SOURCE Frontier Airlines, Inc.

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