Item 1.01 Entry into a Material Definitive Agreement.

On November 21, 2012, Allegiant Travel Company (the "Company") entered into an Amendment of its Credit Agreement with certain lenders, Gleacher Products Corp. as administrative agent and The Bank of New York Mellon as collateral agent. Under the amendment to the Credit Agreement, the base Available Amount has been increased to $150,000,000. Under the terms of the Credit Agreement, the Available Amount is increased by a percentage of the Company's Excess Cash Flow and is reduced by stock repurchases, cash dividends and certain other items. The Available Amount may be used for Restricted Payments under the Credit Agreement, for Capital Expenditures in excess of the limits otherwise applicable under the Credit Agreement and for certain other limited purposes. The Amendment also revises the Capital Expenditures covenant under the Credit Agreement. In addition to annual Capital Expenditures of up to $100,000,000, the Company would have the ability to incur up to an additional $200,000,000 of Capital Expenditures over the life of the loan, subject to any portion of the additional $200,000,000 used in a year being restored for use in future years if the Company's Leverage Ratio is less than 1.0:1.0 at the end of the year.