SAMPLE
                              Insurance Certificate



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                               BROKER'S LETTERHEAD
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[ date ]

Certificate of Insurance

ISSUED TO:             The Boeing Company
                               Post Office Box 3707
                               Mail Stop 13-57
                               Seattle, Washington 98124
                               Attn:  Manager - Aviation Insurance for
                                      Vice President - Employee Benefits,
                                      Insurance and Taxes

CC:                            Boeing Commercial Airplane Group
                               P.O. Box 3707
                               Mail Stop 21-34
                               Seattle, Washington 98124-2207
                               U.S.A.
                               Attn:  Vice President - Contracts

NAMED INSURED: American Trans Air, Inc.


We hereby  certify  that in our  capacity as Brokers to the Named  Insured,  the
following described insurance is in force on this date:


Insurer                       Policy No.                         Participation


     POLICY  PERIOD:  From [date and time of  inception of the  Policy(ies)]  to
                      [date and time of expiration].

     GEOGRAPHICAL LIMITS: Worldwide (however, as respects "Aircraft Hull War and
                          Allied Perils" Insurance, as agreed by Boeing).



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AIRCRAFT                            INSURED:  All Boeing  manufactured  aircraft
                                    owned or operated by the Named Insured which
                                    are the  subject of the  following  purchase
                                    agreement(s),   entered   into  between  The
                                    Boeing    Company   and    _________________
                                    (hereinafter "Aircraft"):

                    Purchase Agreement No. ____ dated ______
                    Purchase Agreement No. ____ dated ______

COVERAGES:

1.Aircraft "all risks" Hull (Ground and Flight)
2.Aircraft Hull War and Allied Perils (as per LSW 555, or its successor wording)
3.Airline Liability

Including,  but  not  limited  to,  Bodily  Injury,  Property  Damage,  Aircraft
Liability,  Liability War Risks, Passenger Legal Liability,  Premises/Operations
Liability,  Completed  Operations/Products  Liability,  Baggage Legal  Liability
(checked  and  unchecked),  Cargo Legal  Liability,  Contractual  Liability  and
Personal Injury.

The above-referenced  Airline Liability insurance coverage is subject to War and
Other Perils Exclusion  Clause (AV48B) but all sections,  other than section (b)
are reinstated as per AV52C, or their successor endorsements.

LIMITS OF LIABILITY:

To the fullest  extent of the Policy limits that the Named Insured  carries from
the time of delivery of the first Aircraft  under the first  Purchase  Agreement
listed under  "Aircraft  Insured" and thereafter at the inception of each policy
period, but in any event no less than the following:

     Combined  Single Limit Bodily  Injury and  Property  Damage:  U.S.$ any one
occurrence each Aircraft (with aggregates
as applicable).

         (717-200)                                   US$300,000,000
         (737-500/600)                               US$350,000,000
         (737-300/700)                               US$400,000,000
         (737-400)                                   US$450,000,000
         (737-800)                                   US$500,000,000
         (757-200)                                   US$525,000,000
         (757-300)                                   US$550,000,000
         (767-200)                                   US$550,000,000
         (767-300)                                   US$700,000,000
         (767-400ERX)                                US$750,000,000
         (777-200X)                                  US$750,000,000
         (MD-11)                                     US$800,000,000
         (777-200/300)                               US$800,000,000
         (777-300X)                                  US$900,000,000
         (747-400)                                   US$900,000,000

(In regard to all other models and/or derivatives, to be specified by Boeing).

(In  regard to  Personal  Injury  coverage,  limits  are  US$25,000,000  any one
offense/aggregate.)

DEDUCTIBLES / SELF-INSURANCE

Any  deductible  and/or   self-insurance  amount  (other  than  standard  market
deductibles) are to be disclosed and agreed by Boeing.

SPECIAL PROVISIONS APPLICABLE TO BOEING:

It is certified  that Insurers are aware of the terms and conditions of AGTA-AAT
and the following purchase agreements:

PA ______ dated _______
PA ______ dated _______
PA ______ dated _______

Each Aircraft  manufactured by Boeing which is delivered to the Insured pursuant
to the  applicable  purchase  agreement  during the period of effectivity of the
policies represented by this Certificate will be covered to the extent specified
herein.

Insurers have agreed to the following:

         A. In regard to Aircraft  "all risks" Hull  Insurance and Aircraft Hull
War and  Allied  Perils  Insurance,  Insurers  agree  to  waive  all  rights  of
subrogation  or recourse  against  Boeing in accordance  with AGTA-AAT which was
incorporated by reference into the applicable purchase agreement.

         B.    In regard to Airline Liability Insurance, Insurers agree:

                  (1) To include  Boeing as an additional  insured in accordance
with Customer's  undertaking in Article 8.2.1 of AGTA-AAT which was incorporated
by reference into the applicable purchase agreement.

                  (2) To provide  that such  insurance  will be primary  and not
contributory  nor excess with respect to any other  insurance  available for the
protection of Boeing;

                  (3) To provide that with  respect to the  interests of Boeing,
such insurance  shall not be invalidated or minimized by any action or inaction,
omission or misrepresentation by the Insured or any other person or party (other
than Boeing) regardless of any breach or violation of any warranty,  declaration
or condition contained in such policies;

                  (4) To provide that all provisions of the insurance  coverages
referenced  above,  except the limits of  liability,  will  operate to give each
Insured or  additional  insured the same  protection as if there were a separate
Policy issued to each.

         C.    In regard to all of the above referenced policies:

                  (1) Boeing will not be responsible  for payment,  set-off,  or
assessment  of any  kind  or any  premiums  in  connection  with  the  policies,
endorsements or coverages described herein;

                  (2) If a policy is canceled for any reason whatsoever,  or any
substantial change is made in the coverage which affects the interests of Boeing
or if a policy is allowed to lapse for nonpayment of premium, such cancellation,
change or lapse shall not be effective as to Boeing for thirty (30) days (in the
case of war risk and allied perils  coverage  seven (7) days after  sending,  or
such  other  period as may from time to time be  customarily  obtainable  in the
industry)  after  receipt by Boeing of written  notice from the  Insurers or the
authorized representatives or Broker of such cancellation, change or lapse; and

                  (3) For the purposes of the  Certificate,  "Boeing" is defined
as The Boeing Company, its divisions, subsidiaries, affiliates, the assignees of
each and their respective directors, officers, employees and agents.


Subject to the terms,  conditions,  limitations  and  exclusions of the relative
policies.


(signature)
 ---------

(typed name)

(title)