<PAGE>

                                 CERTIFICATION

     I, William M. McCann, the Chairman of the Board of Directors of Airplanes
Limited and Chairman of the Controlling Trustees of Airplanes U.S. Trust,
certify that:

     (1)   I have reviewed this annual report on Form 10-K of Airplanes Limited
           and Airplanes U.S. Trust;

     (2)   Based on my knowledge, this annual report does not contain any untrue
           statement of a material fact or omit to state a material fact
           necessary to make the statements made, in light of the circumstances
           under which such statements were made, not misleading with respect to
           the period covered by this annual report;

     (3)   Based on my knowledge, the financial statements, and other financial
           information included in this annual report, fairly present in all
           material respects the financial condition, results of operations and
           cashflows of Airplanes Limited and Airplanes U.S. Trust as of, and
           for, the periods presented in this annual report;

     (4)   I am responsible for establishing and maintaining disclosure controls
           and procedures (as defined in Exchange Act Rules 13a-15(e) and
           15d-15(e)) for Airplanes Limited and Airplanes U.S. Trust and I have:

        (a)   designed such disclosure controls and procedures or caused such
              disclosure controls and procedures to be designed under my
              supervision, to ensure that material information relating to
              Airplanes Limited and Airplanes U.S. Trust, including their
              consolidated subsidiaries, is made known to the Board of Directors
              of Airplanes Limited and the Controlling Trustees of Airplanes
              U.S. Trust by others within those entities, particularly during
              the period in which this annual report is being prepared;

        (b)   [Reserved]

        (c)   evaluated the effectiveness of the disclosure controls and
              procedures of Airplanes Limited and Airplanes U.S. Trust and
              presented in this annual report my conclusions about the
              effectiveness of the disclosure controls and procedures as of the
              end of the period covered by this annual report based on such
              evaluation; and

        (d)   disclosed in this annual report any change in the internal control
              over financial reporting of Airplanes Limited and Airplanes U.S.
              Trust that occurred during the most recent fiscal quarter that has
              materially affected, or is reasonably likely to materially affect
              the internal control over financial reporting of Airplanes Limited
              or Airplanes U.S. Trust;

     (5)   I have disclosed, based on my most recent evaluation, to the auditors
           of Airplanes Limited and Airplanes U.S. Trust and the audit committee
           of the Board of Directors of Airplanes Limited and the Controlling
           Trustees of Airplanes U.S. Trust:

        (a)   all significant deficiencies and material weaknesses in the design
              or operation of internal controls over financial reporting which
              are likely to affect the ability of Airplanes Limited and
              Airplanes U.S. Trust to record, process, summarize and report
              financial data information; and

        (b)   any fraud, whether or not material, that involves management or
              other employees who have a significant role in the internal
              controls of Airplanes Limited and Airplanes U.S. Trust.
<PAGE>

Date: June 14, 2004

/s/ WILLIAM M. MCCANN
----------------------------------------------------

W. M. McCann
Chairman of the Board of
Airplanes Limited
Chairman of the Board of
Airplanes U.S. Trust(1)

---------------

(1) Airplanes Limited and Airplanes U.S. Trust are special purpose vehicles that
    do not employ and have not employed any individual as a chief executive
    officer or chief financial officer and do not have and have not had any
    employees or executive officers since their inception. For all executive
    management functions Airplanes Limited and Airplanes U.S. Trust retain and
    rely upon their third party aircraft servicer, administrative agent and cash
    manager. These third party service providers are required to perform these
    executive management functions in accordance with the requirements of the
    servicing agreement, administrative agency agreement and cash management
    agreement, respectively. With respect to the information contained in this
    annual report, all information regarding the aircraft, the leases and the
    lessees is provided by the servicer pursuant to the servicing agreement. The
    cash manager calculates monthly payments and makes all other calculations
    required by the cash management agreement. Pursuant to the administrative
    agency agreement, the administrative agent uses the information provided by
    the servicer and the cash manager and other information the administrative
    agent acquires in the performance of its services to Airplanes Limited and
    Airplanes U.S. Trust, to prepare all disclosure (including this annual
    report on Form 10-K) required to be filed with the Securities and Exchange
    Commission.

    All members of the Board of Directors of Airplanes Limited and the
    Controlling Trustees of Airplanes U.S. Trust, including the Chairman, are
    non-executives.