UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

~~WASHINGTON~~Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

~~PURSUANT~~Pursuant TOto ~~SECTION~~ Section 13 ORor 15(d)

OFof ~~THE~~the ~~SECURITIES~~Securities ~~EXCHANGE~~Exchange ~~ACT~~Act OFof 1934

~~January~~Date of Report (Date of earliest event reported): 28March 23, 2016

Date of report (Date of earliest event reported)

Great Lakes Aviation, Ltd.

(Exact name of registrant as specified in its charter)

Iowa

0-23224

42-1135319

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

1022 Airport Parkway

Cheyenne, WY 82001

(Address of principal executive offices, including zip code)

(307) 432-7000

(Registrant’s telephone number, including area code)

~~Check~~(Former ~~the~~name ~~appropriate~~or ~~box~~former ~~below~~address, if ~~the~~changed ~~Form~~since ~~8-K~~last ~~filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A~~report.2):

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

¨	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 58.0201 ~~Departure~~Other ~~of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.~~Events

~~(b)~~Great OnLakes ~~January 28~~Aviation, ~~2016,~~Ltd. ~~Stan~~(the ~~Gadek~~“Company”) ~~resigned~~today ~~from~~filed ~~his~~a ~~position~~Form as15 ~~Vice~~with ~~President~~the Securities and ~~Chief~~Exchange ~~Financial~~Commission ~~Officer~~to ofvoluntarily ~~Great~~deregister ~~Lakes~~its ~~Aviation,~~common ~~Ltd.~~ stock under Section 12(g) of the ~~“Company”)~~Securities Exchange Act of 1934, as amended. HeThe ~~will~~Company ~~continue~~is eligible to ~~serve~~deregister asits common stock by filing a ~~consultant~~Form to15 under Section 12(g) of the ~~Company~~Exchange ~~through~~Act because the ~~remainder~~Company has fewer than 300 holders of ~~February~~record ~~2016.~~of ~~Michael~~its Osecurities. ~~Matthews,~~The ~~the~~ Company’s ~~former~~obligation ~~Chief~~to ~~Financial~~file ~~Officer~~periodic reports, ~~also~~such ~~continues~~as toAnnual ~~serve~~Reports ason aForm ~~consultant~~10-K, toQuarterly ~~the~~Reports on Form 10-Q and ~~Company~~Current ~~through~~Reports ~~July 2~~on Form 8-K, ~~2016~~under ~~pursuant~~Section 13(a) toof the ~~previously~~Exchange ~~disclosed~~Act ~~agreement~~were ~~entered~~suspended ~~into~~upon ~~between~~filing the ~~Company~~Form ~~and Mr~~15. ~~Matthews~~ ~~dated~~The asderegistration ofunder ~~September~~Section 2,12(g) ~~2015.~~of ~~The~~the ~~Company~~Exchange ~~has~~Act ~~begun~~is aexpected ~~search~~to ~~for~~be effective 90 days after filing the Form 15 at which time the Company’s other filing requirements under Section 13(a) ~~replacement~~of ~~Chief~~the ~~Financial~~Exchange ~~Officer~~Act will terminate.

The Company’s common stock is traded on the OTC Pink Market, operated by OTC Markets Group, a centralized electronic quotation service for over-the-counter securities. For more information about the OTC Pink Market, please see www.otcmarkets.com. The Company expects that its common stock will continue to be traded on the OTC Pink Market, so long as market makers demonstrate an interest in trading in the Company’s common stock. However, there is no assurance that trading in the Company’s common stock will continue on the OTC Pink Market or on any other securities exchange or quotation medium.

The decision of the Company’s Board of Directors to deregister its common stock was based on the consideration of numerous factors, including the large costs of preparing and filing periodic reports with the SEC, the increased outside accounting, audit, legal and other costs and expenses associated with being a public company, the burdens placed on Company management to comply with reporting requirements, and the low trading volume in the Company’s common stock. After deregistration of the Company’s common stock is effective and its periodic reporting requirements are suspended, the Company intends to continue to provide interim unaudited financial information and annual audited financial information by posting such information on its website located at http://www.greatlakesav.com/.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Great Lakes Aviation, Ltd.

Date: February 2, 2016

/s/ Douglas G. Voss

Date: March 23, 2016

/s/ Douglas G. Voss

Douglas G. Voss

Chief Executive Officer

Filing Compare · GREAT LAKES AVIATION LTD