EXHIBIT
10.2

Amendment No. 27

to the A320 Purchase
Agreement
Dated as of April  20,
1999

between

AVSA, S.A.R.L.

and

JetBlue Airways Corporation

This Amendment No. 27
(hereinafter referred to as the
‘‘Amendment’’) is entered into as of
April  25,  2006 between AIRBUS, S.A.S. (legal successor to
AVSA, S.A.R.L.), organized and existing under the laws of the Republic
of France, having its registered office located at 1, Rond-Point
Maurice Bellonte, 31700 Blagnac, France (hereinafter referred to as the
‘‘Seller’’), and JetBlue Airways
Corporation, a corporation organized and existing under the laws of the
State of Delaware, United States of America, having its principal
corporate offices located 118-29 Queens Boulevard, 5th Floor, Forest
Hills, New York 11375 USA (hereinafter referred to as the
‘‘Buyer’’).

WITNESSETH

WHEREAS, the Buyer and the
Seller entered into an A320 Purchase Agreement, dated as of
April  20,  1999, relating to the sale by the Seller and
the purchase by the Buyer of certain Airbus A320-200 aircraft (the
‘‘Aircraft’’), including twenty-five option
aircraft (the ‘‘Option Aircraft’’), which,
together with all Exhibits, Appendixes and Letter Agreements attached
thereto and as amended by Amendment No. 1, dated as of September
30,  1999, Amendment No. 2, dated as of March  13,
2000, Amendment No. 3, dated as of March  29,  2000,
Amendment No. 4, dated as of September  29,  2000,
Amendment No. 5 dated as of November  7,  2000, Amendment
No. 6 dated as of November  20,  2000, Amendment No. 7
dated as of January  29  2001, Amendment No. 8 dated as of
May  3,  2001, Amendment No. 9 dated as of July
18,  2001, Amendment No. 10 dated as of November
16,  2001, Amendment No. 11 dated as of December
31,  2001, Amendment No. 12 dated as of April  19,
2002, Amendment No. 13 dated as of November  22,  2002,
Amendment No. 14 dated as of December  18,  2002 and
Amendment No. 15 dated as of February  10,  2003, Amendment
No. 16 dated as of April  23,  2003, Amendment No. 17 dated
as of October  1,  2003, Amendment No. 18 dated as of
November  12,  2003, Amendment No. 19 dated as of
June  4,  2004, Amendment No. 20 dated as of June
7,  2004, Amendment No. 21 dated as of November  19,
2004, Amendment No. 22 dated as of February  17,  2005,
Amendment No. 23 dated as of March  31,  2005, Amendment
No. 24 dated as of July  21,  2005, Amendment No. 25 dated
as of










November  23,  2005 and Amendment
No. 26 dated as of February  27,  2006 is hereinafter
called the ‘‘Agreement’’;

WHEREAS
the Seller and the Buyer have agreed to amend Clause 9 of the Agreement
under the terms and conditions set forth herein,

NOW, THEREFORE,
IT IS AGREED AS FOLLOWS

		
	1. 	DEFINITIONS


		
	1.1 	Capitalized terms used herein and not otherwise
defined herein will have the meanings assigned to them in the
Agreement. The terms ‘‘herein,’’
‘‘hereof’’ and
‘‘hereunder’’ and words of similar import
refer to this Amendment.


2.     DELIVERY
SCHEDULE


		
	2.1 	The Buyer and the Seller agree
that the delivery schedule set forth in Clause 9.1.1 of the Agreement
is hereby cancelled and replaced by the following quoted
provisions:


QUOTE:





																
	CAC
Id No.			Rank No.			Aircraft			Delivery			 			 
	41
199			No. 1			Pre-Amendment No. 16
Aircraft			***			2000			 
	41
200			No.
2			Pre-Amendment No. 16 Aircraft			***			2000			 
	41 203			No.
3			Pre-Amendment No. 16 Aircraft			***			2000			 
	41 201			No.
4			Pre-Amendment No. 16
Aircraft			***			2000			 
	41
202			No. 5			Pre-Amendment No. 16 Aircraft			***			2000			 
	41 204			No.
6			Pre-Amendment No. 16 Aircraft			***			2000			 
	41
205			No. 7			Pre-Amendment No. 16 Aircraft			***			2001			 
	41 206			No.
8			Pre-Amendment No. 16 Aircraft			***			2001			 
	41 210			No. 9			Pre-Amendment No. 16 Aircraft			***			2001			 
	41 207			No.
10			Pre-Amendment No. 16 Aircraft			***			2001			 
	41 208			No. 11			Pre-Amendment No. 16 Aircraft			***			2001			 
	41 209			No. 12			Pre-Amendment No. 16 Aircraft			***			2001			 
	41 228			No. 13			Pre-Amendment No. 16 Aircraft			***			2001			 
	41
211			No. 14			Pre-Amendment No. 16 Aircraft			***			2002			 
	41 212			No. 15			Pre-Amendment No. 16 Aircraft			***			2002			 
	41 218			No.
16			Pre-Amendment No. 16
Aircraft			***			2002			 
	41 224			No. 17			Pre-Amendment No. 16
Aircraft			***			2002			 
	






	


		
	[***]	Represents
material which has been redacted and filed separately with the
Commission pursuant to a request for confidential treatment pursuant to
Rule 24b-2 under the Securities Exchange Act of 1934, as
amended.


2












													
	CAC
Id No.			Rank No.			Aircraft			Delivery			 
	41
227			No. 18			Pre-Amendment No. 16
Aircraft			***			2002
	41
225			No. 19			Pre-Amendment No. 16 Aircraft			***			2002
	41 213			No. 20			Pre-Amendment No. 16 Aircraft			***			2002
	41 214			No. 21			Pre-Amendment No. 16 Aircraft			***			2002
	41 234			No. 22			Pre-Amendment No. 16 Aircraft			***			2002
	41 215			No. 23			Pre-Amendment No. 16 Aircraft			***			2002
	41 216			No. 24			Pre-Amendment No. 16 Aircraft			***			2002
	41 217			No. 25			Pre-Amendment No. 16 Aircraft			***			2002
	124 965			No. 26			Pre-Amendment No. 16 Aircraft			***			2002
	41 235			No. 27			Pre-Amendment No. 16 Aircraft			***			2002
	41 220			No. 28			Pre-Amendment No. 16 Aircraft			***			2002
	41 219			No. 29			Pre-Amendment No. 16 Aircraft			***			2002
	41
236			No. 30			Pre-Amendment No. 16 Aircraft			***			2003
	104 399			No. 31			Pre-Amendment No. 16 Aircraft			***			2003
	41 237			No. 32			Pre-Amendment No. 16 Aircraft			***			2003
	124 966			No. 33			Pre-Amendment No. 16 Aircraft			***			2003
	41 221			No. 34			Pre-Amendment No. 16 Aircraft			***			2003
	41 238			No. 35			Pre-Amendment No. 16 Aircraft			***			2003
	41 222			No. 36			Pre-Amendment No. 16 Aircraft			***			2003
	104 400			No. 37			Pre-Amendment No. 16 Aircraft			***			2003
	104 401			No. 38			Pre-Amendment No. 16 Aircraft			***			2003
	41 223			No. 39			Pre-Amendment No. 16 Aircraft			***			2003
	104 402			No. 40			Pre-Amendment No. 16 Aircraft			***			2003
	104 443			No. 41			Pre-Amendment No. 16 Aircraft			***			2003
	104 403			No. 42			Pre-Amendment No. 16 Aircraft			***			2003
	124 964			No. 43			Pre-Amendment No. 16 Aircraft			***			2003
	41 226			No. 44			Pre-Amendment No. 16 Aircraft			***			2003
	111
579			No. 45			Pre-Amendment No. 16 Aircraft			***			2004
	41 245			No. 46			Pre-Amendment No. 16 Aircraft			***			2004
	41 246			No. 47			Pre-Amendment No. 16 Aircraft			***			2004
	41 229			No. 48			Pre-Amendment No. 16 Aircraft			***			2004
	41 247			No.
49			Pre-Amendment No. 16 Aircraft			***			2004
	41 248			No. 50			Pre-Amendment No. 16 Aircraft			***			2004
	104 404			No. 51			Pre-Amendment No. 16 Aircraft			***			2004
	104 405			No. 52			Pre-Amendment No. 16 Aircraft			***			2004
	41 230			No. 53			Pre-Amendment No. 16 Aircraft			***			2004
	104 406			No. 54			Pre-Amendment No. 16 Aircraft			***			2004
	124 967			No.
55			Amendment No.16 Firm
Aircraft			***			2004
	104
415			No. 56			Pre-Amendment No. 16 Aircraft			***			2004
	104 407			No. 57			Pre-Amendment No. 16 Aircraft			***			2004
	






	


		
	[***]	Represents
material which has been redacted and filed separately with the
Commission pursuant to a request for confidential treatment pursuant to
Rule 24b-2 under the Securities Exchange Act of 1934, as
amended.


3












													
	CAC
Id No.			Rank
No.			Aircraft			Delivery			 
	104 408			No.
58			Pre-Amendment No. 16 Aircraft			***			2004
	124 968			No. 59			Amendment No.16 Firm
Aircraft			***			2004
	104
409			No. 60			Pre-Amendment No. 16 Aircraft			***			2005
	41 232			No. 61			Pre-Amendment No. 16 Aircraft			***			2005
	124 959			No. 62			Amendment No.16 Firm Aircraft			***			2005
	104 410			No. 63			Pre-Amendment No. 16 Aircraft			***			2005
	104 411			No. 64			Pre-Amendment No. 16 Aircraft			***			2005
	41 233			No. 65			Pre-Amendment No. 16 Aircraft			***			2005
	104 412			No. 66			Pre-Amendment No. 16 Aircraft			***			2005
	124 960			No. 67			Amendment No.16 Firm
Aircraft			***			2005
	104
413			No. 68			Pre-Amendment No. 16 Aircraft			***			2005
	104 418			No. 69			Pre-Amendment No. 16 Aircraft			***			2005
	104 414			No.
70			Pre-Amendment No. 16 Aircraft			***			2005
	124 961			No. 71			Amendment No.16 Firm
Aircraft			***			2005
	104
416			No. 72			Pre-Amendment No. 16 Aircraft			***			2005
	104 417			No. 73			Pre-Amendment No. 16 Aircraft			***			2005
	124 962			No. 74			Amendment No.16 Firm Aircraft			***			2005
	124 963			No. 75			Amendment No.16 Firm Aircraft			***			2005
	159
936			No. 76			Amendment No. 20 Firm Aircraft			***			2006
	104 419			No. 77			Pre-Amendment No. 16 Aircraft			***			2006
	41 239			No. 78			Amendment No.16 Firm Aircraft			***			2006
	41 240			No. 79			Amendment No.16 Firm Aircraft			***			2006
	41 241			No. 80			Amendment No.16 Firm Aircraft			***			2006
	104 421			No. 81			Pre-Amendment No. 16 Aircraft			***			2006
	41 242			No. 82			Amendment No.16 Firm Aircraft			***			2006
	104 420			No.
83 			Pre-Amendment No. 16 Aircraft
			***			2006
	41
243			No. 84			Amendment No.16 Firm Aircraft			***			2006
	104 422			No.
85			Pre-Amendment No. 16 Aircraft			***			2006
	41 244			No. 86			Amendment No.16 Firm Aircraft			***			2006
	69 719			No. 87			Amendment No.16 Firm
Aircraft			***			2006
	104
423			No. 88			Pre-Amendment No. 16 Aircraft			***			2006
	69 720			No. 89			Amendment No.16 Firm Aircraft			***			2006
	69 721			No. 90			Amendment No.16 Firm Aircraft			***			2006
	159 937			No. 91			Amendment No. 20 Firm
Aircraft			***			2006
	104
424			No. 92			Pre-Amendment No. 16
Aircraft			***			2007
	104 425			No.
93			Pre-Amendment No. 16 Aircraft			***			2007
	159 938			No. 94			Amendment No. 20 Firm Aircraft			***			2007
	104 426			No. 95			Pre-Amendment No. 16 Aircraft			***			2007
	104 427			No. 96			Pre-Amendment No. 16 Aircraft			***			2007
	






	


		
	[***]	Represents
material which has been redacted and filed separately with the
Commission pursuant to a request for confidential treatment pursuant to
Rule 24b-2 under the Securities Exchange Act of 1934, as
amended.


4












													
	CAC
Id No.			Rank
No.			Aircraft			Delivery			 
	104
428			No. 97 			Pre-Amendment No. 16 Aircraft
			***			2007
	69
722			No. 98 			Amendment No.16 Firm Aircraft
			***			2007
	69
724			No. 99 			Amendment No.16 Firm Aircraft
			***			2007
	96
459			No. 100 			Amendment No.16 Firm
Aircraft 			***			2007
	104
439			No. 101 			Amendment No.16 Firm
Aircraft 			***			2007
	104
441			No. 102 			Amendment No.16 Firm
Aircraft 			***			2007
	41
231			No. 103 			Amendment No.16 Firm
Aircraft
			***			2007
	159
896			No. 104 			Amendment No.16 Firm
Aircraft
			***			2008
	159
897			No. 105 			Amendment No.16 Firm
Aircraft 			***			2008
	159
898			No. 106 			Amendment No.16 Firm
Aircraft 			***			2008
	159
899			No. 107 			Amendment No.16 Firm
Aircraft 			***			2008
	159
900			No. 108 			Amendment No.16 Firm
Aircraft 			***			2008
	159
901			No. 109 			Amendment No.16 Firm
Aircraft 			***			2008
	159
902			No. 110 			Amendment No.16 Firm
Aircraft 			***			2008
	159
903			No. 111 			Amendment No.16 Firm
Aircraft 			***			2008
	159
904			No. 112 			Amendment No.16 Firm
Aircraft 			***			2008
	159
905			No. 113 			Amendment No.16 Firm
Aircraft 			***			2008
	159
906			No. 114 			Amendment No.16 Firm
Aircraft 			***			2008
	159
907			No. 115 			Amendment No.16 Firm
Aircraft
			***			2008
	159
909			No. 116 			Amendment No.16 Firm
Aircraft 			Year
			2009
	159
910			No. 117 			Amendment No.16 Firm
Aircraft 			Year
			2009
	159
911			No. 118 			Amendment No.16 Firm
Aircraft 			Year
			2009
	159
912			No. 119 			Amendment No.16 Firm
Aircraft 			Year
			2009
	159
913			No. 120 			Amendment No.16 Firm
Aircraft 			Year
			2009
	159
914			No. 121 			Amendment No.16 Firm
Aircraft
			Year			2009
	159
915			No. 122 			Amendment No.16 Firm
Aircraft 			Year
			2009
	159
916			No. 123 			Amendment No.16 Firm
Aircraft 			Year
			2009
	159
940			No. 168 			Amendment No. 20 Firm
Aircraft			Year
			2009
	159
941			No. 169 			Amendment No. 20 Firm
Aircraft 			Year 			2009
	159 944			No. 126 			Amendment
No. 20 Firm Aircraft 			Year
			2009
	159
945			No. 127 			Amendment No. 20 Firm
Aircraft 			Year
			2009
	159
946			No. 128 			Amendment No. 20 Firm
Aircraft 			Year
			2009
	159
947			No. 129 			Amendment No. 20 Firm
Aircraft 			Year
			2009
	159
948			No. 130 			Amendment No. 20 Firm
Aircraft 			Year
			2009
	159
949			No. 131 			Amendment No. 20 Firm
Aircraft 			Year
			2009
	159
919			No. 132			Amendment No.16 Firm Aircraft			Year			2010
	159 920			No. 133			Amendment No.16 Firm Aircraft			Year			2010
	159 921			No. 134			Amendment
No.16 Firm Aircraft			Year			2010
	159
922			No. 135			Amendment No.16 Firm Aircraft			Year			2010
	






	


		
	[***]	Represents
material which has been redacted and filed separately with the
Commission pursuant to a request for confidential treatment pursuant to
Rule 24b-2 under the Securities Exchange Act of 1934, as
amended.


5












													
	CAC
Id No.			Rank
No.			Aircraft			Delivery			 
	159 923			No.
136			Amendment No.16 Firm Aircraft			Year			2010
	159 924			No. 137			Amendment
No.16 Firm Aircraft			Year			2010
	159
925			No. 138			Amendment No.16 Firm Aircraft			Year			2010
	159 926			No. 139			Amendment No.16 Firm Aircraft			Year			2010
	159 927			No. 140			Amendment
No.16 Firm Aircraft			Year			2010
	159
928			No. 141			Amendment No.16 Firm Aircraft			Year			2010
	159 952			No. 142			Amendment No. 20 Firm Aircraft			Year			2010
	159 953			No. 143			Amendment
No. 20 Firm Aircraft			Year			2010
	159
954			No. 144			Amendment No. 20 Firm Aircraft			Year			2010
	159 955			No. 145			Amendment No. 20 Firm Aircraft			Year			2010
	159 956			No. 146			Amendment
No. 20 Firm Aircraft			Year			2010
	159
957			No. 147			Amendment No. 20 Firm Aircraft			Year			2010
	159 958			No. 148			Amendment No. 20 Firm Aircraft			Year			2010
	159 959			No. 149			Amendment
No. 20 Firm Aircraft			Year			2010
	159 929			No.
150			Amendment No.16 Firm Aircraft			Year			2011
	159 930			No. 151			Amendment
No.16 Firm Aircraft			Year			2011
	159
931			No. 152			Amendment No.16 Firm Aircraft			Year			2011
	159 932			No. 153			Amendment No.16 Firm Aircraft			Year			2011
	159 933			No. 154			Amendment
No.16 Firm Aircraft			Year			2011
	159
934			No. 155			Amendment No.16 Firm Aircraft			Year			2011
	159 960			No. 156			Amendment No. 20 Firm Aircraft			Year			2011
	159 961			No. 157			Amendment
No. 20 Firm Aircraft			Year			2011
	159
962			No. 158			Amendment No. 20 Firm Aircraft			Year			2011
	159 963			No. 159			Amendment No. 20 Firm Aircraft			Year			2011
	159 964			No. 160			Amendment
No. 20 Firm Aircraft			Year			2011
	159
965			No. 161			Amendment No. 20 Firm Aircraft			Year			2011
	69 723			No.
162 			Amendment No. 16 Firm Aircraft 			Year
			2011
	159
939			No. 163 			Amendment No. 20 Firm
Aircraft 			Year
			2011
	69
725			No. 164 			Amendment No. 16 Firm
Aircraft 			Year
			2011
	104
440			No. 165 			Amendment No. 16 Firm
Aircraft 			Year
			2011
	104
442			No. 166 			Amendment No. 16 Firm
Aircraft 			Year
			2011
	159
908			No. 167 			Amendment No. 16 Firm
Aircraft 			Year 			2011
	159 917			No. 124
			Amendment No.16 Firm Aircraft 			Year
			2012
	159
918			No. 125 			Amendment No.16 Firm
Aircraft 			Year
			2012
	159
942			No. 170 			Amendment No. 20 Firm
Aircraft			Year
			2012
	159
943			No. 171 			Amendment No. 20 Firm
Aircraft
			Year			2012
	159
950			No. 172 			Amendment No. 20 Firm
Aircraft 			Year 			2012
	159 951			No. 173 			Amendment
No. 20 Firm Aircraft 			Year
			2012
	






6












													
	CAC
Id No.			Rank
No.			Aircraft			Delivery			 
	180 953			No.
174			Amendment No. 20 Option			***Qtr			2008
	180
954			No. 175			Amendment No. 20 Option			***Qtr			2008
	180
955			No. 176			Amendment No. 20 Option			***Qtr			2009
	180 956			No. 177			Amendment No. 20 Option			***Qtr			2009
	159
972			No. 178 			Amendment No. 16 Option
			***Qtr			2009
	180
959			No. 179 			Amendment No. 20 Option
			***Qtr			2009
	180
957			No. 180			Amendment No. 20 Option			***Qtr			2010
	180 958			No. 181			Amendment No. 20 Option			***Qtr			2010
	180
960			No. 182 			Amendment No. 20 Option
			***Qtr			2010
	180
964			No. 183 			Amendment No. 20 Option
			***Qtr			2010
	159
966			No. 184			Amendment No.16 Option			***Qtr			2011
	159 967			No. 185			Amendment No.16 Option			***Qtr			2011
	159 968			No. 186			Amendment No.16 Option			***Qtr			2011
	159 969			No. 187			Amendment No.16 Option			***Qtr			2011
	159 970			No. 188			Amendment No.16 Option			***Qtr			2011
	159 971			No. 189			Amendment No.16 Option			***Qtr			2011
	159
976			No. 190			Amendment No.16 Option			***Qtr			2012
	159 977			No. 191			Amendment No.16 Option			***Qtr			2012
	159 978			No. 192			Amendment No.16 Option			***Qtr			2012
	159 979			No. 193			Amendment No.16 Option			***Qtr			2012
	159 980			No. 194			Amendment No.16 Option			***Qtr			2012
	159 981			No. 195			Amendment No.16 Option			***Qtr			2012
	159 982			No. 196			Amendment No.16 Option			***Qtr			2012
	159 983			No. 197			Amendment No.16 Option			***Qtr			2012
	159 984			No. 198			Amendment No.16 Option			***Qtr			2012
	159 985			No. 199			Amendment No.16 Option			***Qtr			2012
	159 986			No. 200			Amendment No.16 Option			***Qtr			2012
	159 987			No. 201			Amendment No.16 Option			***Qtr			2012
	159 988			No. 202			Amendment No.16 Option			***Qtr			2012
	180 961			No.
203			Amendment No. 20 Option			***Qtr			2012
	180 962			No. 204			Amendment No. 20 Option			***Qtr			2012
	180 963			No. 205			Amendment No. 20 Option			***Qtr			2012
	180
968			No. 206			Amendment No. 20 Option			***Qtr			2013
	180 969			No. 207			Amendment No. 20 Option			***Qtr			2013
	180 970			No. 208			Amendment No .20
Option			***Qtr			2013
	180
971			No. 209			Amendment No. 20 Option			***Qtr			2013
	180
972			No. 210			Amendment No. 20 Option			***Qtr			2013
	






	


		
	[***]	Represents
material which has been redacted and filed separately with the
Commission pursuant to a request for confidential treatment pursuant to
Rule 24b-2 under the Securities Exchange Act of 1934, as
amended.


7












																
	CAC
Id No.			Rank
No.			Aircraft			Delivery			 			 
	180 973			No.
211			Amendment No. 20 Option			***Qtr			2013			 
	180 974			No. 212			Amendment No.
20 Option			***Qtr			2013			 
	180
975			No. 213			Amendment No. 20 Option			***Qtr			2013			 
	180 976			No.
214			Amendment No. 20 Option			***Qtr			2013			 
	180 977			No. 215			Amendment
No. 20 Option			***Qtr			2013			 
	180
978			No. 216			Amendment No. 20 Option			***Qtr			2013			 
	180 979			No.
217			Amendment No. 20 Option			***Qtr			2013			 
	180 980			No. 218			Amendment No. 20 Option			***Qtr			2013			 
	180 981			No. 219			Amendment No. 20 Option			***Qtr			2013			 
	180 982			No. 220			Amendment No. 20 Option			***Qtr			2013			 
	180
965			No. 221			Amendment
No. 20 Option			***Qtr			2013			 
	180
966			No. 222			Amendment No. 20 Option			***Qtr			2013			 
	180 967			No. 223			Amendment No. 20 Option			***Qtr			2013			 
	






UNQUOTE

		
	3. 	SPECIFICATION


		
	3.1 	Specification***


(a) The Aircraft to be
delivered in ***2009, or earlier if mutually agreed, and onwards (the
‘‘New Spec. Aircraft’’) will include the
features of the *** (the ‘‘*** Standard
Specification’’).

		
	 	The parties
will execute all notices of manufacturer-initiated changes to the
Standard Specification (the ‘‘Manufacturer Specification
Change Notices’’ (‘‘MSCNs’’))
needed to amend the features of the Standard Specification, as
applicable to the New Spec. Aircraft, to include the *** Standard
Specification, which will include the following features among
others:


			
		• 	Installation of an A318 type
***


			
		• 	Installation of an A318 type
***


			
		• 	Installation of a full
***


			
		• 	Installation of an A318
type
***


(b) The Buyer and Seller agree that the New
Spec. Aircraft will be manufactured to include the items from A320-200
standard specification D 000 02000 Issue 6 dated January
31,  2005 for a base price ***of US $*** (US dollars – ***)
D.C. Jan 1999. Due to the standardization of several of the

	


		
	[***]	Represents
material which has been redacted and filed separately with the
Commission pursuant to a request for confidential treatment pursuant to
Rule 24b-2 under the Securities Exchange Act of 1934, as
amended.


8










Buyer’s SCNs in this standard
specification, the Buyer’s SCN package price for New Spec.
Aircraft will be *** by the amount of US $*** (US dollars – ***)
D.C. Jan 1999. Such SCN package price *** combined with the base price
*** for the items in the aforementioned specification *** will result
in a net price *** of US $***    (US dollars – ***) D.C. Jan
1999 for the New Spec. Aircraft.

(c) If the
Seller issues a standard specification *** subsequent to issue 6 and
before the time the
***
, the parties will mutually agree ***. Such agreement will be finalized
by the time the ***.

		
	3.2 	Installation of
the A320 ***


		
	 	The New Spec. Aircraft will
be delivered with the A320 *** (the ‘‘A320
***’’). The parties will execute all Specification Change
Notices and/or Manufacturer Specification Change Notices needed to
amend the Specification for the installation of the *** The
installation of the A320 ***. The Buyer will negotiate commercial terms
related to Buyer Furnished Equipment affected by A320 ***, including
but not limited to Live TV, separately with affected suppliers.


		
	3.3 	Coordination with *** Program



		
	 	Notwithstanding the installation
schedule for the Specification *** and the A320 *** described in
Paragraphs 3.1 and 3.2 above, the Seller will use its reasonable
efforts to offer the installation of the Specification *** and the A320
*** which is concurrent with the installation of *** pursuant to the
*** Agreement between the Seller, the Buyer and *** dated,
January  12,  2006.


	


		
	[***]	Represents
material which has been redacted and filed separately with the
Commission pursuant to a request for confidential treatment pursuant to
Rule 24b-2 under the Securities Exchange Act of 1934, as
amended.


9









		
	4. 	OTHER
MATTERS


		
	 	In regards to

*** dated February  10,  2005 (covering ***) in the amount
of US$ *** (US dollars – ***), the Seller and the Buyer agree
that:


			
		(i) 	upon signature of this
Amendment, the Buyer will pay in cash to the Seller ***, in the amount
of US$ *** (US dollars – ***) against ***, and


			
		(ii) 	Upon the Seller’s receipt of
the *** defined in Paragraph 4(i) above, the Seller will immediately
***, as each is described in Amendment 19 to the Agreement.


			
		(iii) 	no later than ***, 2006 (but in no
event before the *** pursuant to the *** Agreement between the Seller,
the Buyer and *** dated January  12,  2006), the Buyer and
Seller will ***


		
	5. 	EFFECT OF THE AMENDMENT


		
	 	The Agreement will be deemed amended to the
extent herein provided, and, except as specifically amended hereby,
will continue in full force and effect in accordance with its original
terms. This Amendment supersedes any previous understandings,
commitments, or representations whatsoever, whether oral or written,
related to the subject matter of this Amendment.


		
	 	Both parties agree that this Amendment will
constitute an integral, nonseverable part of the Agreement and be
governed by its provisions, except that if the Agreement and this
Amendment have specific provisions that are inconsistent, the specific
provisions contained in this Amendment will govern.


		
	 	This Amendment will become effective upon
execution hereof.


	


		
	[***]	Represents
material which has been redacted and filed separately with the
Commission pursuant to a request for confidential treatment pursuant to
Rule 24b-2 under the Securities Exchange Act of 1934, as
amended.


10









		
	6. 	CONFIDENTIALITY


		
	 	This Amendment is subject to the confidentiality
provisions set forth in Clause 22.5 of the Agreement.


		
	7. 	ASSIGNMENT


		
	 	Notwithstanding any other provision of this
Amendment or of the Agreement, this Amendment will not be assigned or
transferred in any manner without the prior written consent of the
Seller, and any attempted assignment or transfer in contravention of
the provisions of this Paragraph 4 will be void and of no force or
effect.


		
	8. 	COUNTERPARTS


		
	 	This Amendment may be executed by the parties
hereto in separate counterparts, each of which when so executed and
delivered shall be an original, but all such counterparts shall
together constitute one and the same instrument.


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	 	IN WITNESS WHEREOF,
the parties hereto have caused this Amendment to be executed by their
respective officers or agents on the dates written below.



		AIRBUS S.A.S.





		By:   /s/ Christophe
Mourey





		Its: Senior Vice President
Contracts




JETBLUE AIRWAYS CORPORATION

By:   /s/ Thomas A. Anderson

 Its:
Senior Vice President

12