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This case describes the turnaround of a moribund Scottish airport sold off by BAA, the leading airport operation in Britain. Although the air transportation industries are experiencing de-regulation, which appears to favour rich incumbents, Prestwick Aviation Holdings Limited (PAH) manages to succeed where most observers predicted it to fail. The case is an illustration of value innovation logic at work. Specifically, it aims to show how the adoption of a non-conventional strategic thinking enabled PAH to identify opportunities at Glasgow Prestwick which BAA did not recognise and to deliver superior value at lower costs for all the airport''s users.