UNITED STATES
SECURITIES AND EXCHANGE COMMISSION1
WASHINGTON, D.C. 20549
SCHEDULE 13G
(Rule 13d-102)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES
13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO
RULE 13d-2(b)
(Amendment No. ___)
Mesa Air Group, Inc.
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(Name of Issuer)
Common Stock, no par value
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(Title of Class of Securities)
590479101
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(CUSIP Number)
December 31, 2004
-----------------
(Date of Event which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which
this Schedule is filed:
[x] Rule 13d-1(b)
[ ] 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).
CUSIP No. 590479101 SCHEDULE 13G Page 2 of 5 Pages
1 Name of Reporting Person BRICOLEUR CAPITAL MANAGEMENT LLC
IRS Identification No. of Above Person 13-40036
2 Check the Appropriate Box if a member of a Group (a) [ ]
(b) [ ]
3 SEC USE ONLY
4 Citizenship or Place of Organization Delaware, United States
NUMBER OF 5 Sole Voting Power 0
SHARES
BENEFICIALLY 6 Shared Voting Power 1,642,330
OWNED BY
EACH 7 Sole Dispositive Power 0
REPORTING
PERSON WITH 8 Shared Dispositive Power 1,642,330
9 Aggregate Amount Beneficially Owned by Each 1,642,330
Reporting Person
10 Check Box if the Aggregate Amount in Row (9) Excludes [ ]
Certain Shares
11 Percent of Class Represented by Amount in Row 9 5.3%
12 Type of Reporting Person IA
CUSIP No. 590479101 SCHEDULE 13G Page 3 of 5 Pages
Item 1(a). Name of Issuer:
Mesa Air Group, Inc.
Item 1(b). Address of Issuer's Principal Executive Offices:
410 North 44th Street, Suite 700
Phoenix, AZ 85008
Item 2(a). Name of Person Filing:
Bricoleur Capital Management LLC ("Bricoleur")
Item 2(b). Address of Principal Business Office or, if none, Residence:
12230 El Camino Real, Suite 100
San Diego, CA 92130
Item 2(c). Citizenship:
Delaware, United States
Item 2(d). Title of Class of Securities:
Common Stock, no par value
Item 2(e). CUSIP Number:
590479101
Item 3. If this statement is filed pursuant to Rule 13d-1(b), or
13d-2(b) or (c), check whether the person filing is a:
(a) [ ] Broker or dealer registered under section 15 of the
Exchange Act.
(b) [ ] Bank as defined in section 3(a)(6) of the Exchange
Act.
(c) [ ] Insurance company as defined in section 3(a)(19) of the
Exchange Act.
(d) [ ] Investment company registered under section 8 of the
Investment Company Act.
(e) [x] An investment adviser in accordance with Rule
13d-1(b)(1)(ii)(E);
(f) [ ] An employee benefit plan or endowment fund in
accordance with Rule 13d-1(b)(1)(ii)(F);
(g) [ ] A parent holding company or control person in
accordance with Rule 13d-1(b)(1)(ii)(G);
CUSIP No. 590479101 SCHEDULE 13G Page 4 of 5 Pages
(h) [ ] A savings association as defined in Section 3(b) of the
Federal Deposit Insurance Act;
(i) [ ] A church plan that is excluded from the definition of an
investment company under section 3(c)(14) of the Investment
Company Act;
(j) [ ] Group, in accordance with Rule 13d-1(b)(1)(ii)(J).
Item 4. Ownership.
Reference is hereby made to Items 5-9 and 11 of page two (2)
of this Schedule 13G, which Items are incorporated by reference herein.
The securities reflected in Items 5-9 and 11 of page two (2) of this
Schedule 13G are as of December 31, 2004.
Under the definition of "beneficial ownership" in Rule 13d-3
under the Securities Exchange Act of 1934, it is also possible that one or
more members, executive officers or employees of Bricoleur might be deemed
a "beneficial owner" of some or all of the securities to which this
Schedule relates in that they might be deemed to share the power to direct
the voting or disposition of such securities. Neither the filing of this
Schedule nor any of its contents shall be deemed to constitute an admission
that any of such individuals is, for any purpose, the beneficial owner of
any of the securities to which this Schedule relates, and such beneficial
ownership is expressly disclaimed.
Item 5. Ownership of Five Percent or Less of a Class.
Not Applicable.
Item 6. Ownership of More Than Five Percent on Behalf of Another
Person.
Bricoleur is filing this Schedule 13G because, as investment
manager for certain accounts in which the securities reflected in Items 5-9
and 11 of page two of this Schedule 13G (the "Securities") are held,
Bricoleur has been granted the authority to dispose of and vote those
Securities. Each entity that owns an account has the right to receive or
the power to direct the receipt of, dividends from, or the proceeds from
the sale of, the Securities held in the account.
Item 7. Identification and Classification of the Subsidiary Which
Acquired the Security Being Reported on by the Parent Holding
Company or Control Person.
Not Applicable.
Item 8. Identification and Classification of Members of the Group.
Not Applicable.
CUSIP No. 590479101 SCHEDULE 13G Page 5 of 5 Pages
Item 9. Notice of Dissolution of Group.
Not Applicable.
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.
BRICOLEUR CAPITAL MANAGEMENT LLC
By: /s/ Robert M. Poole
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Robert M. Poole, Management Committee Member
DATED: February 11, 2005