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The airline industry is in a state of radical restructuring as its markets and key stakeholders (customers, airline labour and management groups, governments, and the financial community) adjust to the new aviation realities. Airline executives can be forgiven for being overwhelmed by technology proliferation, zestful new paradigm airlines, September 2001, business cycles, Iraq, SARS, and animal diseases. The leadership challenge for all carriers is now to select and execute appropriate business models, thinking both 'inside' and 'outside' the 'box', to turn conventional wisdom upside down to achieve dramatic increases in productivity. Some legacy carriers still need to create an effective strategy for much larger cycles that encompass major discontinuities. Burdened by past decisions, they are forced to fight with one hand tied behind their back to 'convert volume to value', to survive and prosper. Some new airlines have been at the forefront of shaping change, developing a vision of the mass-market, assessing the customer value of their core processes, and using a 'back-to-basics' business approach. Both groups should take a sideways glance at what works in other industries and implement those insights into actions.