UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
(Rule 13d-102)
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 1)
Mesa Air Group, Inc.
--------------------
(Name of Issuer)
Common Stock, no par value
--------------------------
(Title of Class of Securities)
590479101
---------
(CUSIP Number)
December 31, 2005
-----------------
(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 346,197
OWNED BY EACH
REPORTING 7 Sole Dispositive Power 0
PERSON WITH
8 Shared Dispositive Power 346,197
9 Aggregate Amount Beneficially Owned by Each 346,197
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 1.2%
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 2 of this
Schedule 13G, which Items are incorporated by reference herein. The
securities reflected in Items 5-9 and 11 of page 2 of this Schedule 13G are
as of December 31, 2005.
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.
The calculation of percentage of beneficial ownership in Item 11
of page 2 of this Schedule 13G was derived from the Issuer's Proxy Statement
Pursuant to Section 14(a) of the Securities Exchange Act of 1934 filed with
the Securities and Exchange Commission on January 6, 2006, in which the
Issuer stated that the number of shares of common stock outstanding as of
December 30, 2005 was 29,247,993 shares.
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 person has ceased to be the beneficial owner of
more than five percent of the class of securities, check the following [X].
Item 6. Ownership of More Than Five Percent on Behalf of Another Person.
Not Applicable.
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-------
Robert M. Poole, Chairman of the
Management Board
DATED: February 10, 2006