George Mehm is President of MEHMCO Financial Services, Inc., which consults to a broad group of clients in the transportation, retail, service and professional service industries. His work has focused on financial issues, particularly financial management, banking relations, corporate cash systems, restructuring and pension funding. Mr. Mehm has a strong accounting and corporate tax background, and specializes in the airline industry, with particular expertise in asset finance and bankruptcy issues.

Examples of recent client assignments include:

--Re-negotiation of more than 100 financial and operational contracts permitting an international airline to resume scheduled operations after obtaining debtor-in-possession financing. That client was recognizes as the Turnaround of the Year by the NJ Turnaround Management Association.

--Restructured key contracts for a company purchased by new ownership in a section 363 sale of assets.

--Recommended broad restructuring of debt and lease arrangements with annual cost savings of more than $100 million for a major international company.

--Provided large equipment acquisition advice for a mid-sized transportation company.

--Coordinated bankruptcy and financial issues for a major international airline during its bankruptcy case. The operating assets were ultimately sold under section 363 of the Bankruptcy Code.

--Completed liquidation of collateral securing the loan to an international carrier for the DIP lender to the airline.

Mr. Mehm was previously Senior Director, Corporate Finance for Pan American World Airways, Inc. and Manager, Corporate Finance and Pension Investments, for The Great Atlantic & Pacific Tea Co., Inc. Mr. Mehm holds MBA and BA degrees from Seton Hall University. He is active in civic and charitable organizations.

Ernie Arvai is President and CEO of The Arvai Group, Inc., which he established in 1991. He has more than 25 years of management and consulting experience and has counseled senior executives internationally on a variety of issues. He specializes in strategic and market issues for the airline and aviation industries.

His work has focused on issues of importance to top management, including development of corporate and business unit strategies, evaluation and valuation of merger and acquisition candidates, and competitive intelligence and market assessments. Examples of recent client assignments include:

--Airline Due-Diligence Review: For the Alaska Industrial Development and Export Authority, he directed a review of Mark Air, which had recently emerged from Chapter 11 Bankruptcy, with respect to a potential Employee Stock Option Plan. That study outlined the financial and market risks associated with Mark Air.

--Customer Support Strategy -- For a major commercial aircraft manufacturer, directed a study examining the feasibility of the use of advanced information technologies to enable sophisticated logistics coordination across a wide range of customers and suppliers. That study demonstrated the effectiveness and cost-reduction potential for the use of Internet and data warehousing technologies in customer support.

--Aircraft Market Strategy -- For a major commuter aircraft manufacturer and a major corporate aircraft management firm, directed a market research study examining the potential of a new technology regional jet aircraft for the sports transportation and corporate shuttle markets. The results of the study indicated several high potential niche market opportunities, which are being pursued by the clients.

--Business Unit Strategy -- For a major aviation transaction-processing client (more than 1,200 transactions per second), he directed a team in evaluating a fundamental change in strategy. That strategy entailed the use of multimedia and interactive technologies to change the nature of their business.

--Airline Organization and Strategy: For a major middle-east based carrier, he was actively involved in an examination of the strategy and organization of a major air carrier, including an examination of management functions, location of major operations, out sourcing and cost-benefits of staffing out stations and other key issues.

--Airport Property and Valuation. For Pan American World Airways, he directed a valuation study for the sale and leaseback of the Worldport terminal at JFK in one of the most unique and innovative leasing transactions in the industry. This valuation study, which underwent scrutiny from investment bankers, the Department of Labor, Internal Revenue Service, the PBGC, and the bankruptcy court, formed the basis for a successful transaction between Pan Am and its pension funds through which an asset was transferred to the funds to reduce outstanding liabilities and improve the funding status of the Plans.

--Airline Financial Review: For the State of Minnesota, he directed a study of the financial condition of Northwest Airlines in conjunction with State financial support for the construction of two maintenance facilities in northern Minnesota. That study, which is a public document, outlined clearly the financial risks and position of Northwest and provided the first public disclosure of the holding company financial statements after the leveraged buy-out.

Mr. Arvai was formerly Vice President and Managing Director, Technology Management at Battelle Memorial Institute, where he was responsible for the research institute's activities in management consulting. Prior to his tenure at Battelle, he was a Director at Arthur D. Little, Inc. where he was responsible for the firm's worldwide activities in the Airline and Aviation Industries, headed that business unit, and co-directed the firm's practice in travel, tourism and hospitality. Earlier in his career, he was a consultant with Arthur Andersen & Company, and a research associate at the Highway Safety Research Institute. Mr. Arvai serves on the Board of Directors of Giro, Inc., a Tulsa based provider of specialized aviation industry warranty and information technology services

Mr. Arvai received a BSE degree in Industrial Engineering from the University of Michigan (with high distinction) and an MS in Industrial Administration from Carnegie-Mellon. He is a Certified Public Accountant, an instrument-rated pilot, has been widely quoted in major publications, including The Wall Street Journal, Newsweek, The New York Times, USA Today, Minneapolis Star-Tribune, Houston Chronicle, and Los Angeles Times and has appeared as an industry expert on business oriented radio and television programs.

Bob Gallagher has over 29 years of airline operating experience in maintenance, engineering and quality control at airlines such as Eastern, Capital International and Evergreen. He has worked in technical positions at start-up carriers like People Express, and DHL Airways domestic operation. He was also involved with Tower Air and its initial public offering as well as controlling aircraft acquisition and maintenance programs. He has worked in senior management positions at domestic and foreign repair stations. Mr. Gallagher worked for the George Soros entity, C-S Aviation, where he managed a fleet of sixty commercial aircraft leased out on a world wide basis while overseeing investments in airlines in China, India and the US. He also assisted in aircraft financial and operating analysis and provided aircraft/inventory appraisals. Recent assignments include:

--Expert testimony, representing the Federal Government, relating to the deductibility of heavy maintenance related charges. This case was recently completed and is awaiting a decision.

--Providing technical and valuation support to a US based equipment financing organization which restructured the financial arrangements for a portfolio of aircraft.

--Provide consulting support for a US based organization during the bankruptcy of a US based international carrier, which included on-going monitoring and ultimately the return of nine B-747 aircraft.

Mr. Gallagher holds an FAA Airframe and Powerplant License, BS from CCNY, MA in Operations Management from NYU and a Post Masters in Aviation Management from Dowling College.

John Apuzzo has over 45 years of experience in aviation accounting. Mr. Apuzzo has worked for Pan American World Airways, Kiwi International, Tower Air and MEHMCO Financial Services. His experience includes corporate accounting, statistical reporting, revenue accounting, payable, receivables and interline billings.