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                                                                    Exhibit 99.2

Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549

Ladies and Gentlemen:

         The certification set forth below is being submitted to the Securities
and Exchange Commission solely for the purpose of complying with Section 1350 of
Chapter 63 of Title 18 of the United States Code. This certification is not to
be deemed to be filed pursuant to the Securities Exchange Act of 1934 and does
not constitute a part of the Annual Report on From 10-K (the "Report")
accompanying this letter.

         Airplanes Limited and Airplanes U.S. Trust (together the "Company") are
special purpose vehicles that do not employ and have not employed any individual
as a chief executive officer or chief financial officer and does not have and
has not had any employees or officers since its inception. For all executive
management functions the Company retains and relies upon its 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 the 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 the Company,
to prepare all disclosure (including the Report) required to be filed with the
Securities and Exchange Commission.

         Having regard to the Company's operating procedures discussed above, I,
William M. McCann, as Chairman of the Board of Directors of Airplanes Limited
and Chairman of the Controlling Trustees of Airplanes U.S. Trust, in each case,
a non-executive, hereby certify that, as of the end of the period covered by the
Report, to my knowledge based upon, inter alia, a review of the Report, the
information provided by the servicer, administrative agent and cash manager
pursuant to the servicing agreement, administrative agency agreement and the
cash management agreement, respectively, and discussions and meetings with the
other members of the board of the Company and the servicer, administrative agent
and cash manager:
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     1. such Report fully complies with the requirements of Section 15(d) of the
Securities Exchange Act of 1934, as amended; and

     2. the information contained in the Report fairly presents, in all material
respects, the financial condition and results of operations of the Company.




                                                 /s/ William M. McCann
                                          --------------------------------------
                                          Name:  William M. McCann
                                          Title: Chairman, Board of Directors
                                                 of Airplanes Limited
                                                 Chairman, Controlling Trustees
                                                 of Airplanes U.S. Trust

June 30, 2003


A signed original of this written statement required by Section 906, or other
document authenticating, acknowledging, or otherwise adopting the signature that
appears in typed form within the electronic version of this written statement
required by Section 906, has been provided to Airplanes Limited and Airplanes
U.S. Trust and will be retained by Airplanes Limited and Airplanes U.S. Trust
and furnished to the Securities and Exchange Commission or its staff upon
request.