(FORTUNE Magazine) – WILLIAM Ernisse, vice president of field operations for Xerox's western region, first freaked out on a plane in 1985, on a routine flight from Dallas to San Francisco. The attack started with nausea, escalated to chest pains, and by the time he landed, Ernisse, a frequent business traveler and former sky diver, had to be treated by paramedics. ''It scared the living daylights out of me,'' he says. Doctors diagnosed a virus. But a week later, back at the airport for a trip to Seattle, Ernisse couldn't get on the plane. His palms sweating, heart pounding, and breathing rapid, he canceled his flight and returned to his office. Xerox was supportive. Assuming Ernisse had associated the virus with flying, the company started sending someone to go with him on every trip. Ernisse sought outside help as well, in the form of psychologists, wine, the drug Xanex -- and finally a combination of all three. Not the best recipe for clear-minded travel, perhaps, so eventually Ernisse signed up with American Airlines for a two-day fear-of-flying class called AAir Born, which is taught on weekends in cities around the country. ''I was thinking, 'I'm a VP of a FORTUNE 500 company, and I'm going to this thing with all these nerds,' '' recalls Ernisse. He was surprised on two counts: One, the class wasn't full of nerds, and two, it worked. ''I'm not perfect today. It's not a magic solution,'' he admits. ''But at least now I can do my mail on the plane and remember it when I get there.'' The Bill Ernisse story proves two things: If you are a closet white-knuckle flier, you're not alone, and you can get over it. But first you must admit you have a problem. Many fearful fliers think if they just keep forcing themselves to fly, their fear will magically and mercifully disappear. Usually it gets worse. Arriving at the Holiday Inn in Newark for the AAir Born class -- I, too, am a fearful flier -- I anticipated the weekend ahead. It had the ring of a Bob Newhart episode: a bunch of phobics trapped in a small room, suffering from caffeine withdrawal (coffee drinking is discouraged), preparing for a graduation flight to Raleigh-Durham that would lead to certain death. Greeting 23 strangers sitting nervously in a semicircle on a Friday morning in late July, former fearful flier Sandra Brown, who with her husband, Duane Brown, created and runs AAir Born, began by asking, ''How many of you have been envisioning newspaper headlines that read: CLASS OF FEARFUL FLIERS DIES IN FIERY CRASH?'' Nearly everybody -- myself included -- raised his hand. We started by introducing ourselves. There were six men and 17 women (women are more likely to seek help), ages 13 to 64, whose fear of flying was jeopardizing their jobs, their marriages, and/or their sanity. Two had never flown: Al, 64, a comptroller with a fear of heights, and Carmel, 62, who was claustrophobic. Several had developed their fears as a result of a scary flight or stressful event, such as losing a spouse. I told the class that I had witnessed the worst aviation disaster in U.S. history -- the 1979 crash of ^ a DC-10 at Chicago's O'Hare Airport in which 275 people died. I was on the runway in another DC-10, and I have been a nervous flier ever since. Aviaphobia is estimated by experts to be the second most prevalent phobia, behind the fear of public speaking. It afflicts everyone from stuntmen to stewardesses. A 1980 Boeing study -- the most recent comprehensive survey experts can cite -- shows that one in every six adult Americans would prefer to stay grounded. A 1989 Gallup poll suggests the Boeing numbers may be low. It revealed that 52% of Americans had lost confidence in airline safety, and that 44% reported some fear of flying. These people, Boeing says, make two- thirds fewer trips than people who are not afraid, costing the U.S. air travel industry well over $1 billion a year in potential revenue.

The cost to employers is high as well. Al Forgione, founder of the Institute for the Psychology of Air Travel, says today's fearful flier has a higher income and is more sophisticated about flying than earlier aviaphobes. ''When I started this venture in 1972, 70% to 75% of my patients had never flown,'' he says. ''Now 90% of the phobics I treat have flown and developed their fear while flying.'' Many are business people who spend a lot of time on corporate jets, helicopters, and commuter planes seemingly piloted by Dennis the Menace. The airlines' increasing fondness for hubs, which makes booking a nonstop flight more difficult, only adds to their fears. One reason fear of flying is so common is that it encompasses many other fears: fear of heights, fear of closed-in places (claustrophobia), and fear of death. Only a minority of aviaphobes -- about 38%, according to Forgione -- are actually afraid of crashing. Far more worry about losing control of themselves. They believe the minute the cabin door closes, they will flip out and make fools of themselves. Says Forgione, whose institute has worked with 4,500 fearful fliers: ''Regardless of whom you treat, it's a matter of control. They don't trust the plane, the pilot, or themselves.'' David Ogilvy, the 82-year-old advertising genius who founded Ogilvy & Mather, is most afraid of turbulence. ''I get the jitters three days before flying and am non compos mentis for several hours after landing,'' says Ogilvy, who lives in France and travels to his European offices by train. He has tried everything to banish his jitters: whiskey, hypnotism, even flying with the pilots in the cockpit. Nearly 60 years after his first flight, he's ( still scared. Ogilvy found himself inventing endless excuses not to visit many of his company's 250 offices in 57 countries. So he turned over the top job to a man who is not afraid to fly. OVERACHIEVERS and perfectionists tend to be among the most nervous passengers because of their abiding need to control what's going on. Creative types are particularly vulnerable; their overactive imaginations leave them susceptible to the ''what if'' syndrome, as in ''Oh, my God -- what if?'' TV producer Aaron Spelling (Dynasty, Beverly Hills 90210) refuses to fly. NBC Today film critic Gene Shalit has an agreement with the network that he does not have to fly. Political analyst Bob Beckel, a frequent substitute host on Larry King Live, once sat in Chicago from 8 A.M. to 8 P.M. before boarding a flight to D.C. because, he says, ''they all looked sick.''

Of course, most creative types are neurotic and proud of it. Buttoned-up business folk are usually less eager -- or able -- to admit a weakness. Executives who don't get high off jet fumes can lose promotions, respect, even their jobs. Says an executive with an international management consulting firm who has spent thousands of dollars of her own money on therapy: ''I know a lot of people who are afraid. It's a very big secret. Nobody here knows. It would make a huge difference.'' Captain George Hazelhurst, a retired pilot who helps teach AAir Born, told us that in his 35 years of flying he'd been unaware of all the assistance he got from the back of the plane. For instance, when the pilot banks to the right, fearful fliers automatically list to the left; this keeps the plane from flipping over. Later, Joe Libonati, a psychologist, talked about why fear of flying begins. Phobics tend to have grown up with parents who demanded perfection. Rochelle, a 46-year-old housewife, interrupted the session at this point to say she might be having a heart attack. Around noon we drove to the airport to board a stationary MD-80. Once aboard, everybody got a chance to sit in the cockpit with Captain George and ask questions of Tiffany, a flight attendant who had joined the airline to overcome her own fear of flying. Sandra added levity by questioning the sensitivity of airline lingo. ''Think of it,'' she said. ''You board in a 'terminal.' You arrive at your 'final destination.' '' Not everybody was laughing. Lisa, for one, left the plane in tears. Despite the large number of passengers who travel in something approaching | agony, most airlines don't do much to help. That's partly because they don't want to create a marketing problem by publicizing the fear of flying. ''It has never been addressed in our training,'' admits Steven Fryer, an MD-80 captain who helps teach the AAir Born course and who recently persuaded American Airlines to incorporate this aspect of passenger care into training for new captains. Smart airlines would do well to stop ignoring their petrified passengers. Says Forgione: ''The airline they conquer the fear with, they stay with.'' Bill Kerekes, an operations manager for Main Steel who flies every other week, admits that he's been partial to USAir since taking its course. ''I can sleep on planes now with no drugs or alcohol,'' he says. ''The class was amazing.'' One common trait among fearful fliers is hypervigilance; they often spend the entire trip watching the flight attendants, analyzing the chime system, and assessing the sounds of the engines. Says Ronald Greene, managing director of Devon Direct Marketing & Advertising and an AAir Born graduate: ''I perspired the whole time. I was busy. Food? No way. Read? No, can't do that. By the end of the flight I was exhausted. I was flying the plane, you see.'' Even more wearisome for fearful fliers are the preflight rituals they go through. Woody Tanger, chief executive of Marlin Broadcasting, owner of the largest chain of classical music radio stations in the country, used to wear a new shirt on every flight. On the day of the plane trip, he also made sure he crossed over the threshold dividing his bathroom and dressing room in a certain way, and always parked in row 4-H at Logan Airport. (If no spaces were available, he'd park as close as possible to 4-H.) After his marriage to a flight attendant fell apart, Tanger signed up for the AAir Born course. ''You don't go from the class to the astronaut program,'' he says. ''But at least now I don't do all the silly routines.'' After lunch, Captain George gave us a pep talk about how safe planes are, due to constant maintenance and rigorous pilot training. The class wasn't buying. ''If planes don't go down, why are there crashes?'' Rochelle wondered. We all applauded this insightful question. The fun lasted until some time during the aerodynamics lecture.''If air goes over the wings of the plane fast enough, it reduces the pressure so the plane wants to lift,'' explained George. ''It's that simple.'' As 23 pairs of eyes began to glaze over -- we were now into our seventh hour of therapy -- instructor Sandra let loose with her ''turbulence dance.'' When the skies get rough, she puts on her Jerry Lee Lewis tape, ''Whole Lotta Shakin' Going On,'' and dances in her seat. Sometimes she finishes with a cheer: ''Lean to the left, lean to the right. Stand up, sit down. Fight! Fight! Fight!'' For frequent and not-so-frequent fliers who equate shutting an airplane door with sealing a coffin but may be ready to learn why a feather comes down and a plane doesn't, help is available in many forms. Most fearful-flier programs, including those run by American Airlines ($395; 800-451-5106), USAir ($325; 412-366-8112), and the Institute for the Psychology of Air Travel ($300; 617-437-1811), offer a ''basket of tricks'' that fearful fliers can pick and choose from. For example, people most worried about crashing can seek solace in statistics. Consider that 10.5 million flights depart from U.S. airports every year; that every hour, 98,000 people are in the air over the U.S.; and that over the past ten years, an average of fewer than 100 people per year have died in commercial airline accidents. Says Captain Fryer, who has logged 25 years and 13,000 hours of flying time without incident: ''We tell people to focus on the probability, not the possibility.'' For those who trust the pilot and the plane but not themselves, muscle relaxation exercises, imagery, and breathing techniques are more helpful than statistics. People who experience symptoms of anxiety, such as sweaty palms and weak knees, automatically assume there is something to fear. ''They feel afraid, so they assume they must be in danger,'' says Captain T.W. ''Slim'' Cummings, a retired Pan Am pilot who teaches fear-of-flying seminars in several East Coast cities ($300; 305-261-7042). The key is to trick the body into feeling relaxed; it is difficult, after all, to be relaxed and panicky at the same time. Our day ended with breathing and muscle relaxation exercises. Joe taught us how to close our eyes, imagine a peaceful scene, and breathe smoothly and rhythmically. Next he told us to imagine the fear in our body, to picture what it looked like, then to pull it out, throw it on the floor, and kick it away -- hard. To keep negative images from intruding, Sandra offered some ''thought- stopping techniques.'' One is to wear a rubber band around your wrist and snap it every time an unwanted thought enters your consciousness. But first, says Sandra, ''you have to want to stop your thoughts.'' At this point I learned that I am in the group of people hardest to cure: the chronic worriers. Worriers believe in the power of negative thinking; that is, as long as they worry about something, it won't happen. I gave my rubber band a hard snap. Across the room I heard one guy mutter, ''She's probably the sort who enjoys that kind of pain.'' Almost all fearful-flier programs conclude with a graduation flight to a nearby city. For those who don't live near a city and prefer not to fly to one, the Institute for the Psychology of Air Travel offers a home study course for $59.95. Most programs boast success rates of 90% or better. While that claim may be a bit exaggerated, this writer saw firsthand how beneficial the classes can be. But it is essential to fly as soon and as often as possible after completing the course. Forgione's institute offers a guarantee: Either you kick the fear of flying or they'll give you their course again free as many times as you need it. D-day. Saturday. We were scheduled to fly at 1130 hours. The mood was somber. Two women had quit the class that morning. Later, Bruce revealed he couldn't take the graduation flight because he had to close on his new house. (He did go a month later.) With each defection, anxiety rose. Lisa received a cheer when she walked in late with her father, who was going to accompany her to Raleigh-Durham for moral support. Al was rarin' to go. The room was configured to look like a plane, and we all chose the seats we wanted on the real flight. George then took us through the ''sights, sounds, sensations, and smells'' of flight. In the spirit of alliteration, I ask if the plane could stall -- a question that sent the class into a panic. Sandra wisely advised me to shut up. As we boarded the van for the airport, Gayle turned to her mother and said, ''I feel like I'm going to my death today.'' FOR THOSE who aren't ready or able to take a class, a plethora of books humorously and sympathetically answer all the questions aviaphobes have but are too embarrassed to ask. In White Knuckles, for instance, under the heading, ''A Compendium of Worst Fears,'' Layne Ridley addresses concerns that the plane will run into something, that the pilot is drunk or incompetent, and that the weather is too bad for flying. Similarly, Captain Cummings has published a pamphlet called ''Help for the Fearful Flyer'' that answers 75 of . the most common questions about flight and fear. He also sells audiotapes that guide you through breathing and muscle relaxation exercises while you fly. We lived. Keith and Megan -- a father and daughter who had taken the train all the way from Milwaukee -- never made it onboard. But 18 of us did. Nobody freaked out. Sharon spent the flight calling friends on the air-phone, Rochelle ate without pause, and Patricia, a fragile-looking blonde who was quivering visibly when she boarded, calmed down dramatically after doing her breathing exercises. ''This has been one of the greatest experiences of my life,'' said Al. ''I'm angry at myself for not doing it a long time ago.'' His eyes lit up as he contemplated visiting San Francisco, New Orleans, and Rome. For Phyllis, whose husband had died of leukemia three years before, this was the last of a bunch of fears she was ''shucking off.'' Lisa, to warm and happy applause, said simply, ''I made it.'' Watching my new friends receive their wings and ''diplomas'' in the Raleigh- Durham Airport, I got all choked up. These people had arrived with a common fear, and together they had summoned the courage to overcome it. Joe, our psychologist and a former English teacher, captured the moment by quoting John Gillespie Magee Jr., a 19-year-old volunteer with the Royal Canadian Air Force who was killed in 1941. ''Oh! I have slipped the surly bonds of Earth / And danced the skies on laughter-silvered wings.'' He looked around the room like a proud father. ''That's what you've done.'' Al Forgione says that 90% of fearful fliers never seek help. Those who do generally do so under pressure. Either their job or their marriage is threatened. Here's a tip: Don't wait. This is one situation where Woody Allen's adage is particularly true: ''Eighty percent of success is showing up.''

CHART: NOT AVAILABLE CREDIT: SKY: STEVE ELMORE -- THE STOCK MARKET SOURCE: NATIONAL SAFETY COUNCIL CAPTION: FEAR OF BATHING