U.S. SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-KSB

                ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF
                       THE SECURITIES EXCHANGE ACT OF 1934

          For year ended December 31, 2005 Commission File No. 0-28575

                         GLOBAL AIRCRAFT SOLUTIONS, INC.
                   -------------------------------------------
                  (Formerly Renegade Venture (NEV) Corporation)
        (Exact name of small business issuer as specified in its charter)



                 NEVADA                                      84-1108499
     (State or other jurisdiction of                    (I.R.S. Employer
      Incorporation or organization)                    Identification No.)

             6901 South Park Avenue
              Tucson, Arizona 85706                        (520) 294-3481
    (Address of Principal Executive Offices)            (Issuer's Telephone No.)

        Securities registered pursuant to
          Section 12(b) of the Act:                             NONE

                        Securities registered pursuant to
             Section 12(g) of the Act: Common stock, $.001 par value


Check whether the registrant (1) has filed all reports required to be filed by
Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding
12 months (or such shorter period that the registrant was required to file such
reports), and (2) has been subject to such filing requirements for at least the
past 90 days. [X] Yes [ ] No


Check if no disclosure of delinquent filers in response to Item 405 of
Regulation S-B is contained in this form, and no disclosure will be contained,
to the best of registrant's knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-KSB or any
amendment to this Form 10-KSB. [X] Yes [ ] No

<PAGE>


The registrant's revenues for its most recent fiscal year were $41,228,648. At
March 22, 2006, a total of 38,728,215 shares of common stock were outstanding,
and the aggregate market value of the shares of common stock of the registrant
held by non-affiliates on March 22, 2006, was approximately $49,409,538.30
(based on the closing sales price of the common stock (as reported on the OTC
Bulletin Board maintained by the NASD on such date, which was $1.62 per share).


                           FORWARD-LOOKING STATEMENTS

This report contains certain forward-looking statements and information relating
to Global Aircraft Solutions, Inc. ("Global") and its wholly owned subsidiaries
Hamilton Aerospace Technologies Inc. ("HAT") and World Jet Corporation ("World
Jet") that are based on the beliefs of our management as well as assumptions
made by and information currently available to our management. When used in this
report, the words "anticipate", "believe", "estimate", "expect", "intend",
"plan" and similar expressions, as they relate to Global, HAT, World Jet, or its
management, are intended to identify forward-looking statements. These
statements reflect management's current view of Global, HAT, and World Jet
concerning future events and are subject to certain risks, uncertainties and
assumptions, including among many others: relating to our results of operations,
competitive factors, shifts in market demand, and other risks and uncertainties
(including those described under "Risk Factors" below and elsewhere in this
report), that may affect our ability to generate sufficient working capital to
meet our operating requirements and service our indebtedness, our ability to
refinance our secured debt, or to convert such debt to equity, maintaining good
working relationships with our vendors and customers, our ability to attract and
retain qualified personnel, future terrorist-related activities, economic
factors that affect the aviation industry, changes in government regulation,
increases in fuel prices, and the overall economy. Should any of the assumptions
underlying a forward-looking statement prove incorrect, actual results could
differ materially from those anticipated.


                                     PART I

ITEM 1. DESCRIPTION OF BUSINESS

Global is a public company that trades in the U.S. over-the-counter market. Our
common stock is quoted on the OTC Bulletin Board under symbol GACF. Global was
formed as a holding company to establish, maintain and administer the equity and
debt funding of any acquired subsidiaries as well as maintain such
capitalization of any subsidiaries. At the beginning of 2005, it was decided
that in addition to its role as holding company, Global would become active in
aircraft trading, replacing HAT in that arena. The only revenue that has been
reported prior to this time by Global was revenue derived from a contract with
Mesa Airlines, beginning in the third quarter of 2003 and ending in December of
2004. That revenue represented the first revenue produced by the parent Company
(Global) since consolidation with HAT. This work was performed by HAT, but
revenue and expenses were booked to Global because the customer wanted to
contract directly with HAT's parent (Global) rather than with the wholly owned
subsidiary (HAT).

HAT was organized on April 5, 2002 and World Jet was organized on April 22,
1997. On May 2, 2002, Global acquired newly formed HAT, a Delaware corporation,
in a stock-for-stock exchange. HAT was formed on April 5, 2002, and began
operations on April 15, 2002. HAT was created as a provider of aircraft
maintenance, repair and overhaul ("MRO") services to owners and operators of
Transport Category commercial jet aircraft. Its customers are all aircraft
operators or owners, including passenger and cargo air carriers, and aircraft
leasing companies. On July 15, 2004, (effective as of January 1, 2004), Global
acquired World Jet, a privately owned Nevada corporation, located at 6900 S.
Park Ave., Tucson, AZ 85706, pursuant to a stock purchase agreement whereby
Global acquired 100% of the stock of World Jet for a total purchase price of
$2,050,000.00 payable as follows: 1) $1,250,000.00 in cash, 2) $300,000.00
promissory note, and 3) 1,000,000 shares of Global stock at a price of $0.50 per
share as well as assuming all liabilities of World Jet including the income tax
liability for World Jet fiscal 2003. World Jet is an aircraft parts sales and
aircraft parts brokerage facility servicing aircraft operators, aircraft leasing
companies and MRO facilities.

On August 26, 2005, Global together with BCI Aircraft Leasing, ("BCI"), formed a
joint venture Delaware limited liability company called Jetglobal, LLC. This is
a special purpose LLC formed to acquire and remarket commercial jet aircraft.
BCI will be primarily responsible for the marketing aspects of Jetglobal while
Global will be responsible for the technical, repair and maintenance aspects

<PAGE>


associated with remarketing purchased aircraft. Global invested an initial
amount of $1,125,000 for a 30% membership and profit interest and BCI invested
an initial amount of $2,625,000 for a 70% membership interest in Jetglobal.
Pursuant to the terms of Jetglobal's Operating Agreement, although the Company
has a 30% membership interest, it is only responsible for 25% of the costs and
expenses associated with Jetglobal including any business transactions. (See
Form 8-K/A filed September 9, 2005.)

During the year ended December 31, 2005, 73% of the Company's operations were
conducted by two operating subsidiaries: HAT which accounted for approximately
56% of the Company's revenue and Word Jet which accounted for approximately 17%
of the Company's revenue. The Company's share of Jetglobal 2005 net income was
over $1,000,000. Global contributed 27% of the Company's revenue through its
entrance into the aircraft trading venue. In addition to the operating expenses
incurred by Global for administrative, legal and accounting functions associated
with Global managing the shares of its wholly owned subsidiaries as well as all
activities related to capitalizing and maintaining adequate capitalization
levels for its subsidiaries, Global, beginning in 2005, also reports expenses
generated in the pursuit of aircraft trading.


OPERATING SEGMENTS

See Note 4 to the Consolidated Financial Statements for certain segment and
geographic financial data relating to our business. The Company has divided its
operations into the following reportable segments: aircraft maintenance, repair,
and overhaul; aircraft trading (i.e. aircraft brokerage and/or the purchase for
resale or lease of aircraft and/or aircraft engines); and part sales. All
aircraft maintenance, repair and overhaul is performed at HAT. Beginning January
1, 2005, all of the Company's aircraft trading has been done through Global.
(the Company's partnership, Jetglobal , also did aircraft trading). Prior to
that date all aircraft trading transactions were handled through HAT. Subsequent
to its acquisition in January 2004, substantially all part sales were done by
the Company's wholly owned subsidiary, World Jet.


HAMILTON AEROPSACE TECHNOLOGIES, INC. ("HAT")

HAT is an aircraft repair station licensed by the Federal Aviation
Administration (FAA) and by the Joint Aviation Authority of the European
Economic Community (JAA), and is known as an "Air Agency" in FAA parlance. Its
MRO services include maintenance, repair, overhaul and modification services for
narrow-body Transport Category aircraft, repair and overhaul services on a wide
range of aircraft components and aircraft interiors. Our major modification
services include the conversion of passenger aircraft to freighter configuration
and technical support for third party modification programs.

While the airlines and large leasing operators get the lion's share of
attention, aircraft repair stations occupy a truly pivotal role for the
following reasons:

          First, no modification, service or repair can be made to any aircraft,
          nor can any parts be installed, inspected or certified, except by
          FAA-certified repair facilities.

          Second, aircraft require regular inspection and maintenance in
          accordance with FAA regulations and must regularly visit repair
          stations.

          Third, most operators must as a matter of economics rely on repair
          stations to obtain parts for them, and many operators rely on repair
          stations entirely to manage their parts usage and even their line
          fleet.

          Fourth, when operator customers have parts inventories to be disposed
          of or planes to be torn down and parted out, repair stations are
          called upon to do the work and find buyers for the parts.

          Fifth, because of their closeness to their operator customers, repair
          stations frequently are the first to learn of bargains on parts
          inventories and aircraft and frequently have first crack at finding a
          buyer or lessee for a customer aircraft.

          Sixth, repair stations can avoid many of the effects of aviation
          downturns because air fleets still must undergo scheduled maintenance
          irrespective of industry conditions. Even in a severe downturn when
          large numbers of aircraft are parked, aircraft storage can still be a
          profit center for repair stations.

          Seventh, HAT's extensive working relationships with aircraft leasing
          companies, airlines, subcontractors and vendors provides an ideal
          basis for identifying and evaluating further asset and company
          acquisitions.

<PAGE>


Operations

As your jet rolls away from the gate and over the tarmac toward the runway, you
may have noticed at some airports the hangars in which large commercial jets
were being serviced. This is exactly what HAT does. HAT was created to provide
aircraft maintenance, repair, overhaul and modification services to owners and
operators of Transport Category commercial jet aircraft. Its customers are all
aircraft operators or owners, including passenger and cargo air carriers and
aircraft leasing companies.

When economic factors adversely affect the airline industry, they tend to reduce
the overall demand for aircraft maintenance and repair services, causing
downward pressure on pricing and increasing the credit risks associated with
doing business within the industry. Additionally, the price of fuel affects the
aircraft maintenance and repair markets, since older aircraft, which consume
more fuel and which account for most of our aircraft maintenance and repair
business, become less viable as the price of fuel increases. We cannot assure
you that economic and other factors that have affected the airline market in the
past and may affect the airline industry in the future will not adversely impact
our business, financial condition or results of operations. However, since
inception, HAT has aggressively increased its market share by focusing on
quality service, turn time and breadth of services offered.

MRO Services
HAT is a full service aviation maintenance and modification repair facility that
primarily performs heavy maintenance and component overhaul of large narrow body
jets, such as the Boeing 727, 737, 757, DC9 and MD80 series aircraft. HAT
provides airport terminal "turn around" maintenance for most of the airlines
operating into Tucson International airport. HAT also has extensive engine
hush-kit experience including Federal Express and Raisbeck kits for Boeing 727
aircraft, ABX kits for DC9 aircraft, as well as Nordam and Av Aero kits for
Boeing 737 aircraft. Below is a brief description of HAT's core services:

o Routine minor and major maintenance (phase checks A, B, C and D)
o Corrosion control and prevention programs
o Structural inspections
o Avionic upgrades
o Interior reconfiguration and refurbishment
o Strip and paint services to operators' livery requirements
o Comprehensive systems and structural modifications
o Flight test support
o Component overhaul


Regulatory Oversight

                                   Regulation

The aviation industry is highly regulated by the FAA in the United States and by
similar agencies in other countries. We must be certified by the FAA, and in
some cases authorized by the original equipment manufacturers, in order to
repair aircraft components and to perform maintenance and repair services on
aircraft. Commercial jets, like any other complex vehicles, require periodic
maintenance to allow for their safe and economical operation. Unlike many
vehicles, the repair and modification of such aircraft is highly regulated by
the various aviation authorities in each country of operation around the world.

In the United States, the Federal Aviation Administration (FAA) regulates the
manufacture, repair, overhaul and operation of all aircraft and aircraft
equipment operated in the U.S. pursuant to the Federal Aviation Regulations
(FARs). The FAA must certify each authorized repair station, and certified
facilities are issued an Air Agency Certificate. Each certificate contains
ratings and limitations that specifically authorize the repair station to only
perform certain types of services on specific makes and models of aircraft. FAA
regulations are designed to ensure that all aircraft and aircraft equipment are
continuously maintained in proper condition to ensure safe operation of the
aircraft. Similar rules apply in other countries. All aircraft must be
maintained under a continuous condition-monitoring program and must periodically
undergo thorough inspection and maintenance. The inspection, maintenance and
repair procedures for the various types of aircraft and aircraft equipment are
prescribed by regulatory authorities and can be performed only by certified
repair facilities utilizing certified technicians. Certification and conformance
is required prior to installation of a part on an aircraft. We closely monitor
the FAA and industry trade groups in an attempt to understand how possible
future regulations might impact us.

Aircraft maintenance and modification is a highly regulated industry, and a good
working relationship with the FAA is essential to the successful operation of an
FAA-approved Repair Station such as HAT. The policy of HAT management is to work
closely and proactively with the FAA, which has resulted in the relationship
needed to insure that when significant issues do occasionally arise between HAT
and the FAA they are addressed in a reasonable and constructive nature.
HAT holds FAA Air Agency Certificate #HOCR426X ("FAA Certificate") as an
authorized and approved FAA repair station, which permits HAT to service narrow
body large commercial jet aircraft. This certificate allows HAT the following
ratings: Instrument, Accessory, Limited Airframe, and Limited Engine for the
following aircraft (with certain limitations for each rating and aircraft):

<PAGE>


RATING            MANUFACTURER            MAKE/MODEL
------            ------------            ----------

Airframe          Boeing                  B-727-100-200 - All Series
                  Boeing                  B-737-100/200/300/400/500 - All Series
                  Boeing                  B-757 - All Series, Limited
                  Douglas                 DC-8 - All Series
                  Douglas                 DC-9 - All Series
Power Plant       Pratt & Whitney         JT-3D
                  Pratt & Whitney         JT-8D
                  General Electric        CFM-56


HAT is inspected regularly by the FAA for conformity to federal regulations and
consistently passes those inspections with no significant discrepancies. Weekly
visits by the primary maintenance inspector (PMI) from the FAA provide
continuous monitoring of all HAT activities. HAT maintains a working
relationship with the FAA staff and all work is carried out according to the
standards and requirements of the FARs.

HAT also holds an equivalent certificate in the European Economic Community, JAA
Agency No. JAA.5903. Without the JAA certificate, HAT would not be allowed to
work on aircraft that operate in European Economic Community ("EEC") airspace.
Both certificates are in good standing. Licensure and regulation of aviation
companies is almost exclusively federal in nature.

Quality Assurance (which includes Quality Control and Inspection) and Production
functions are separate and distinct at HAT, as required by the FAA, and the
management of each is autonomous from the other, as federal law requires. Upon
completion, all work will have been fully documented as to the materials used,
parts and labor applied, and conformity to the approved data and FARs.


Aircraft Heavy Maintenance and Repair

Maintenance and repairs for narrow body commercial jet aircraft constitutes
HAT's core business. These services include simple repairs and servicing, heavy
maintenance referred to as a "C-check" and complete overhaul referred to as a
"D-check." In addition, HAT performs major configuration changes of commercial
aircraft, such as interior reconfiguration and conversion from passenger service
to cargo service. Each airline operator has a governmental-approved and mandated
maintenance schedule for each of its commercial aircraft on the line. Certain
maintenance is typically performed by the operator's maintenance personnel (for
example, daily line checks), while other, more substantial maintenance can be
self-performed or contracted out to certified repair stations such as HAT.

As applied to large commercial jets, the term "maintenance" is a broad one that
includes regular and routine inspections, heavy maintenance ("C-checks"),
scheduled major overhauls ("D-checks"), Airworthiness Directives, Service
Bulletins, Structurally Significant Inspection Documents ("SSIDs"), and other
aging aircraft requirements to assure the continued integrity of commercial
aircraft. All such services are performed under FAA regulations, and only a
licensed facility can provide them.

HAT provides services for each aircraft under a Maintenance and Service
Agreement (MSA) with each operator. These contracts are generally fixed-price
labor-only, with a cap on hours expended on unforeseen repairs. Parts are either
provided by the operator or can be procured by HAT and resold to the operator.
Delivery of the aircraft to and from HAT's facility are at the operator's cost
and risk, and HAT requires each operator to execute a Final Acceptance and
Release which acknowledges that the services have been performed properly, that
the commercial aircraft is airworthy, and which, apart from contractual
warrantees, releases HAT from any financial or legal responsibility with respect
to the aircraft and services. With certain long-term customers such as Jetran
International, Pegasus and Falcon Air, HAT has entered into a General Terms
Agreement, which is an umbrella agreement that covers the general framework for
all services HAT expects to render to the customer.

HAT is qualified to perform all levels of maintenance service from pre-flight
checks up through complete major overhauls ("D" checks). Because of its low
overhead structure and the experience of its employees, HAT is widely recognized
throughout the industry as a provider of cost-effective, quality maintenance
services for Boeing 727 and 737 and DC9/MD80 aircraft. HAT is now building its
reputation in the newly entered Boeing 757 market.

<PAGE>


In addition to scheduled maintenance services, HAT also offers refinishing,
painting and return-to-service maintenance. HAT also offers numerous related
services, such as worldwide commercial aircraft pre-purchase inspection and
appraisal services, post-purchase configuration, maintenance and operational
program development, post-contract and post-lease condition assessment,
commercial aircraft accident assessment and recovery, flight line maintenance,
termination of lease recovery, and aircraft storage and storage maintenance.


Component Overhaul

In order to better support its aircraft maintenance operations, HAT has been
developing its component overhaul capabilities. HAT performs maintenance, repair
and overhaul of airframe components, including fairing panels, nacelle systems
and exhaust systems, and refurbishes aircraft interior components. Not only do
these activities enjoy high profit margins, but existing and potential customers
also tend to view extensive component back shop capabilities positively.


Modification Services

HAT modification services include passenger to cargo conversions, engine noise
suppression, power plant retrofits, and avionics upgrades to the latest in
navigation, communication, and digital technology. HAT also provides interior
replacement and refurbishment services as well variety of custom seating
arrangements to meet operators' requirements, including all types of commercial
configurations as well as special purpose interiors for sports teams,
humanitarian missions or VIP aircraft.

HAT plans to opportunistically grow its modification services. However, HAT
intends at this time to concentrate its business-building efforts in its primary
maintenance services.


Market

Narrow body commercial airliners (Boeing 727s, 737s, 757s, DC9s, MD80s) are
HAT's primary market for selling aircraft maintenance, repair, and component
overhaul services. Major commercial airlines, lower-tier airlines, package
carriers, and charter operators operate these aircraft. We estimate that the
worldwide market for MRO services is approximately $40 billion annually. HAT's
target market of specific narrow body commercial jet aircraft constitutes an
estimated 25% of the worldwide commercial aircraft maintenance market. Due to
the relatively small portion of its revenues that come from activities other
than its core MRO services, HAT has not examined the markets for those other
activities.


Customers and Revenue Streams

When it was first launched, HAT concentrated its marketing efforts on so-called
"Tier 2" operators of older, narrow-body commercial jets, particularly Boeing
727 aircraft. HAT has expanded those efforts and now pursues both Tier 1 and
Tier 2 narrow-body operators of 727, 737, 757, MD80 and DC9 aircraft.

HAT's customers include Jets MD Lease (11.8%) and MD Leasego, Ltd. (5.3%), both
Daimler Chrysler, division of Aviation, partnerships, Jetran International
(9.4%), an aircraft trading and leasing company, Savanna Aviation, LLC (9.6%), a
leasing company and a subsidiary of Jetran, Aero California (5.9%), a Mexican
airline, Falcon Air Express (5.4%), a 121 United States passenger operator,
Pegasus Aviation (4.5%), a large aircraft leasing company and long-time Hamilton
Aviation customer, as well as a number of smaller customers. HAT is working to
increase and diversify its customer base and expects to sign more maintenance
contracts.

Ancillary Activities and Services

In addition to its core maintenance, repair, component overhaul and modification
services, HAT opportunistically generates additional income from the following
revenue sources encountered in the course of the company's day-to-day business
activities:

     o    Distress purchases: Hamilton is able to buy planes and parts at
          pennies on the dollar, re-certify parts, engines and airframes and
          resell them at a profit.

     o    Parts Sales: Hamilton generates revenue on all parts it installs in
          customer aircraft.

     o    Commission Sales: Hamilton buys parts on request for customers that
          don't maintain parts inventory and charges a commission for that
          service.

<PAGE>


     o    Aircraft storage: Hamilton offers environmentally favorable aircraft
          storage to aircraft operators and has some 60 aircraft parked on its
          ramp for which the customers are paying both tarmac space rental and
          storage maintenance labor and components charges. Because it costs
          tens of thousands of dollars to fly them to another comparable
          facility, most of these aircraft will be returned to service at a cost
          of hundreds of thousands of dollars each in new work for Hamilton.

     o    Inspection and Certification: Hamilton charges a service to inspect
          and to re-certify parts, engines and airframes for customers.

     o    Aircraft Sales and Leasing Commissions: Hamilton takes full advantage
          of its position as a maintenance provider to earn commissions on
          aircraft sales or leases.

     o    Aircraft Ferry and Flight Crew Services: Hamilton offers aircraft
          ferry service and flight crew operations, to shuttle aircraft for
          maintenance or repositioning. Contract crews are used in order not to
          create additional overhead.

     o    Labor Contracting: Hamilton provides teams of technicians to
          understaffed competitors on a contract basis, or as field teams to
          rescue distressed aircraft in remote locales.

These other services are synergistic in that each can generate additional
services and opportunities. For example, as described above HAT typically gets
the maintenance and overhaul work on aircraft stored on its tarmac, due to the
tens of thousands of dollars often required to relocate such aircraft. HAT also
frequently gets the first offer to buy or broker aircraft due to knowledge of
the industry and its ability inspect, appraise, and return the aircraft to
service on a turn-key basis in accordance with the new operator's
specifications. These opportunities exist due to the strategic market position
that aircraft repair stations, such as HAT, occupy at the center of the aviation
industry.


WORLD JET CORPORATION, INC. ("WORLD JET")
-----------------------------------------

Operations and Services
-----------------------

World Jet sells and brokers the sale of aircraft parts, airframe components,
engines and engine materials including Expendables, Rotables and Consumables.
Expendables are miscellaneous hardware items such as nuts, bolts, rivets,
screws, etc. used as part of the aircraft part installation and service process.
Rotables are serialized aircraft parts and components that are FAA certificated
and tracked as FAA certified parts. Consumables are miscellaneous supplies such
as sealants, grease, oil, lubricants, tape, etc. that are used and consumed in
conjunction with the installation of Expendables and Rotables. World Jet brokers
the sale of aircraft parts, airframe components, engines and engine materials
and also maintains an inventory of it's own overhauled aircraft parts, airframe
components, engines and engine materials for re-sale. When brokering such
materials and parts, World Jet introduces other aircraft parts sellers with
aircraft parts consumers who are in need of certain aircraft parts and receives
a brokerage commission for arranging such sale. World Jet also maintains an
inventory of aircraft parts, airframe components, engines and engine materials
for resale that World Jet obtains from distressed companies and by purchasing
aircraft and salvaging and overhauling parts removed there from.
If any parts purchased by World Jet from distressed companies or removed and
salvaged from aircraft purchased by World Jet require any repairs or overhaul,
World Jet out sources such repair and/or overhaul work to an FAA approved repair
and overhaul facility which must comply with FAA regulations regarding the
traceability of certificated aircraft parts. World Jet services aircraft
operators, aircraft leasing companies and MRO facilities such as HAT. World Jet
is recognized by the Airline Suppliers Association, ("ASA"), as an ASA-100 (FAA
Advisory Circular 00-56) accredited supplier of aircraft parts. This
certification, audited annually, is recognized and accepted by the FAA for
suppliers of replacement aircraft parts.


                           Key Operational Strategies

Business Philosophy

Management has rejected a policy of growth for growth's sake in favor of
focusing on profitability and building a good reputation for Global's operations
group by limiting work contracts to those perceived to have a high probability
of success, or those that are supportive of Global's aircraft trading
activities. This strategy is also very beneficial to the company's marketing
efforts in that a good track record of maintenance and modification contracts
delivered successfully on-time and on-budget is by far the most potent tool for
securing new work contracts.

<PAGE>


The principal focus of the operations group at Global is the implementation of
strategies to enhance worker productivity, which include assigning dedicated
crews and dedicated project managers to each aircraft in work, ongoing training
for supervisors, project managers and quality control personnel, and improving
material flow to each job site.

In managing its operations, the Company is committed to continuously evaluating
the adequacy of its management structure and its existing systems and
procedures; including its quality control, financial, and internal controls
systems. Global is focused on maintaining a small, but tightly knit and
multi-tasking, highly experienced management team.

Goals

Corporate goals are very narrow and focused.  They are:

     o    Maximize the profitability of the Company by identifying and
          developing those business opportunities that offer the highest return
          on investment.

     o    Optimize the Company's debt and capital structure.

     o    Cautiously build Company value through the strategic exploitation of
          synergistic arbitrage and acquisition opportunities.


Marketing Strategies

HAT has identified maintenance and modification of the Boeing 727, 737 and 757
and the DC-9/MD80 jet aircraft as its major target markets through at least
2005. Although aircraft maintenance is a multi-billion dollar annual industry,
in many ways it is a very tightly knit community in which many key players are
well known to one another. As a result, there exists a surprisingly efficient
flow of information throughout the industry that makes a company's reputation by
far its most important marketing asset.

The market for HAT's aircraft maintenance and modification services, although
global in scope, is made up of a relatively small number of aircraft owners and
operators. As such, HAT does not rely on media advertising, but rather focuses
its marketing efforts on building personal relationships with the aircraft
owners, operators, operations managers, consultants, customer representatives
and key industry vendors that make up this surprisingly tight knit international
aviation community.

World Jet's marketing plan centers around building a loyal base of customers by
providing quality service. World Jet is one of a limited number of parts brokers
who provide 24-hour AOG, (aircraft on ground), coverage to its customers. World
Jet strives to broaden its customer base by building inventories, through
bargain purchases and securing consignment arrangements for large inventories,
which provide customers with a broad range of parts availability.

While Global does provide press releases to industry trade journals, the
majority of its advertising budget is spent on educating and marketing to
customers and customer representatives on a face-to-face basis. Some of these
meetings are made at industry trade conferences or at the customer's offices.
More frequently, these meetings take place in Tucson when the customer or its
representative visits to inspect the Company's facilities or aircraft stored at
the HAT facility. Since the most potent marketing tool available to any repair
station is a good reputation for delivering aircraft back to its customers on
time and on budget, much of HAT's "marketing" really consists of maintaining
good communication, performing well and otherwise making sure that each
maintenance visit is an enjoyable experience for the customer and his on-site
representatives or consultants. The marketing strategies described here have
kept, and are keeping, HAT fully booked or over booked for the foreseeable
future. Accordingly, HAT has no plans to change its marketing approach at this
time.

Global regularly provides press releases on major jobs and provides interviews
for trade journals as a method for maintaining visibility in the industry. HAT
also maintains a web site that describes its facilities, personnel and
capabilities at www.globalaircraftsolutions.com.
                -------------------------------


                                   Competition

The barriers to entry in the commercial jet maintenance and modification
business are very high due to the stringency of FAA regulation, the complexity
and sophistication of modern jet aircraft, and the reluctance of operators to
entrust their aircraft maintenance to new, unproven start-up facilities. Even if
a new entrant succeeds in completing the very costly and time consuming process

<PAGE>


of obtaining FAA approval for a new repair station, they are then faced with the
difficult task of convincing operators to input aircraft into an unproven
facility that may experience learning curve cost overruns and delays.

Given the many billions of aircraft maintenance dollars spent each year, and the
relatively limited number of approved repair stations, much of the meaningful
competition in today's aircraft maintenance industry is not so much competition
for customers as it is for qualified personnel to perform the work. In view of
the importance of employing highly competent personnel in the quality critical
field of commercial aircraft maintenance, HAT's pay scales generally meet or
exceed national standards. Also, HAT has been very successful in recruiting key
personnel by focusing on providing a good quality work environment and due to
the desirability of Tucson's lifestyle.

In the local area, HAT's major competitor for narrow-body aircraft maintenance
work is Evergreen Air Center, which is located in Marana, Arizona and employs
approximately 500 people. Evergreen Air Center services Evergreen Airline's
fleet of Boeing 747 and McDonnell Douglas DC-9 commercial aircraft and provides
services to outside customers.

Nationally, Hamilton Aerospace competes in the narrow-body segment of the market
with Tramco, owned by Goodrich Corporation and located in Seattle, Washington;
AAR Group, Inc., located in Oklahoma City, Oklahoma; Mobile Aerospace, located
in Mobile, Alabama; Timco, located in Greensboro, North Carolina, Macon,
Georgia, Arizona and Lake City, Florida; FlightStar, located in Jacksonville,
Florida; Commercial Jet Miami, located at Miami, Florida and Avborne Heavy
Maintenance, located at Miami, Florida. Internationally, Hamilton Aerospace
competes with Coopesa, located in San Jose, Costa Rica and Aeroman, part of the
Taca Groupa, located in San Salvador, El Salvador.

Because World Jet is a parts broker, the most significant determiner of
competitive advantage for World Jet is parts availability. Major parts' brokers
competing in the marketplace with World Jet include: Pac Air Industries, Unical
Aviation, Pacific Air Industries, Volvo Aero, Aero Controls, AAR-Allen Aircraft,
Kellstrom Industries, Broward Aviation, Memphis Group, ABX-Air, A.J. Walter,
Turbo Resources, Jet Accessory Center, Aero Inventory-UK, American Jet
Industries, Continental A/L and Wencor West.


Operations Strategies

Through experience, the management team at HAT has learned that, in the aircraft
maintenance business, taking on too much work results in reduced profit margins,
dissatisfied customers and, ultimately, the loss of future business. On the
other hand, limiting work contracts to the number and type that can be performed
effectively results in improved profit margins and increased future business
opportunities.

Also, for budgetary purposes, most aircraft maintenance customers today prefer
fixed-bid contracts on their scheduled maintenance checks. This offers efficient
well-managed repair stations the opportunity to significantly improve their
profit margins, while still maintaining customer satisfaction.

By maintaining small, tightly knit work crews, retaining experienced crew chiefs
and carefully screening work contracts, HAT has found that it can routinely come
under budget on scheduled aircraft maintenance contracts fix-priced at rates
widely accepted by the industry. Accordingly, while mindful of the need for
long-term growth by the Company, Management is presently focused on pursuing a
strategy of maximizing operations profitability and customer satisfaction rather
than rapid growth.


Financial Strategies

The principle financial strategy of Global is to secure equity and/or debt
financing sufficient to insure the efficient day-to-day operation of the HAT and
World Jet facilities and enable the Company to provide reasonable payment terms
to creditworthy customers. Management is also interested in securing additional
funding for the purpose of certain productivity-improving or synergistic
acquisitions and other asset-based business opportunities. Since HAT and World
Jet are profitable, Global can, if necessary, meet its financial requirements
internally. However, the equity and/or debt financing currently pursued by
Management will greatly accelerate the growth of value in Global. Consequently,
while Management is aggressively seeking to secure additional financial
resources, it has no interest in entering into overly dilutive equity funding or
onerous debt financing.


Business Development Strategies

As described in Operations Strategies above, Management is, for the foreseeable
future, taking a conservative approach to growing the core aircraft maintenance
services business in favor of more aggressively seeking to increase operating
profit margins and customer satisfaction. In practical terms, this translates
into annual sales revenue growth rates of no more than 20% in the Company's core
aircraft maintenance business and greater management focus on growing the less
labor-intensive and higher-margin aircraft trading and aircraft parts sales
segments of the Company. Our goal is a growth rate in both the aircraft trading
and parts sales side of the business in the range of at least 25% to 50% per
year over at least the next two years.

<PAGE>


Distressed aviation assets often come to the attention of HAT, as a maintenance
service provider and aircraft storage facility, prior to becoming known to the
market at large. Frequently, such assets can be placed with end-users known to
HAT. These arbitrage opportunities can involve distressed parts inventories,
distressed aircraft that can be torn down for parts, or distressed aircraft that
can be purchased, repaired and sold or leased at a profit. These types of
arbitrage opportunities annually represent potentially tens of millions of
dollars of additional lucrative potential business available to HAT. As Global
gains more access to capital from outside sources or as a result of Company
operating profits, management anticipates the revenue to Global from these types
of opportunistic arbitrage transactions may become a significant portion of
Global's future growth.

The large aircraft repair business is highly competitive. Revenues are sensitive
to adverse changes in the air carrier business. The heavily regulated airline
industry, however, requires scheduled maintenance and repair services
irrespective of industry economics, thus providing a reasonably steady market
for HAT's services and for World Jet's parts. HAT competes principally on the
high quality of its services, its price competitiveness due to its location in
the Southwest with its dry, mild climate and ability to do many MRO projects
outdoors, and the low cost of its Tucson facility. World Jet competes on parts
availability, time of delivery, and competitive pricing.


                            Employees and Employment

At December 31, 2005 a total of approximately 173 employees were employed by
HAT, 27 of which performed administrative functions. World Jet has approximately
20 employees consisting of sales staff and administrative personnel. In
connection with the acquisition of World Jet by Global, Global retained the
entire World Jet staff including key sales and management personnel to maintain
customer contacts and relations to assure a smooth and consistent administration
of operations.

All employees are highly trained and qualified. During the last quarter of 2003,
a reassessment of the HAT business plan resulted in the decision to employ a
work force whose number would be adequate to handle the workflow without
downtime in slower periods. This decision was focused on increased efficiency
and profitability. The employment capacity of the facilities currently occupied
by HAT is estimated to be at least up to 500 full-time employees working two
staggered shifts, which allows for considerable growth in the future. Global,
World Jet and HAT are non-union and believe that their relationships with
employees are good. HAT's management is also experienced in the hiring,
training, and retention of people necessary to operate its repair, maintenance
and modification facilities.

Based upon the available talent pool, Global, World Jet, and HAT believe that
their needs for labor will be addressed adequately in the future. This includes
the key technical positions that require licensure by the FAA. The Company does
not expect that identifying; attracting and retaining qualified personnel in any
of the key areas will be difficult.

In addition, Pima Community College, located in Tucson, has been training
mechanics since 1991. Pima operates a major new training facility adjacent to
HAT's facility. HAT works closely with Pima to apprentice new Pima students to
work at HAT and to hire experienced Pima alumni.

Due to complexity of aircraft maintenance operations, it is essential that HAT
employ highly experienced and highly competent people in key management
positions. This is necessary both to attract and keep business and to maintain
HAT's good standing with the FAA. Accordingly, HAT has found it most cost
effective to attract and keep key personnel by offering attractive salaries,
while aggressively replacing those key employees who, after given a reasonable
opportunity to do so, fail to successfully meet their job requirements. The
critical public safety issues associated with commercial aircraft maintenance
require that HAT quickly identify and address any shortcomings in the oversight
of its activities.

Similarly, in an industry where aircraft down time represents tens of thousands
of dollars a day in lost revenue, and a misdrilled hole or a bolt left in an
engine inlet can cost tens of thousands of dollars to address, HAT has found it
most cost effective to pay its production personnel wages at the higher end of
national standards while demanding in return a high level of professionalism
from its employees. To insure that a good level of communication is maintained
with all employees, HAT provides regular written evaluations to all employees.


                                Product liability

Our business exposes us to possible claims for personal injury or death, which
may result from the failure of an aircraft or an aircraft part repaired or
maintained by us or from our negligence in the repair or maintenance of an
aircraft or an aircraft part. While HAT maintains what we believe to be adequate
liability insurance to protect us from claims of this type, based on our review
of the insurance coverage maintained by similar companies in our industry, we
cannot assure you that claims will not arise in the future or that our insurance
coverage will be adequate. Additionally, there can be no assurance that

<PAGE>


insurance coverage can be maintained in the future at an acceptable cost. Any
liability of this type not covered by insurance could materially adversely
affect our business, financial condition, results of operations or ability to
operate as a going concern.


                                Industry Overview

As is the case in most industries, the aviation industry is cyclical in nature.
Historical evidence suggests that the typical business cycle in the aviation
industry has a duration of approximately 10 years peak to peak. The aviation
industry appeared by mid-2001 to be headed into a prolonged downturn, and this
trend was violently accelerated by the event of September 11th. Since September
11, 2001, at least five major repair stations either ceased doing business or
filed for Chapter 11 protection. This factor has restricted the supply of
services to the industry and opened up an opportunity for Global. Air carriers
such as United Airlines also have filed for Chapter 11 protection. The recession
in the aviation industry appears to have bottomed out with some indications of a
rebound now appearing on the horizon. We believe that the following trends are
currently affecting the aviation industry and our operations in particular:


     Growth in the Market for Aircraft MRO Services

     The Boeing 2003 Current Market Outlook Report projects that the average
     worldwide passenger growth will be 5.1% per year through 2022. Similarly,
     The Boeing 2003 Current Market Outlook Report projects that the average
     worldwide cargo traffic growth will be 6.4% per year through 2022. We
     anticipate that these factors will in the long term increase the demand for
     maintenance and repair services. Based on this and other data, HAT
     estimates the worldwide market for MRO services at approximately $40
     billion annually and that approximately $5 billion of that amount will be
     provided in North America. We believe airlines perform approximately well
     over half of the North American services and that the balance is performed
     by independent facilities such as HAT.


     Diversified Services and Strong Competitive Position

     Our services include a wide range of aircraft maintenance and repair
     services across a number of different airframes. The breadth of our
     services allows us to be a vendor of choice to our customers in a highly
     fragmented industry. HAT competes principally on the high quality of its
     services, its price competitiveness due to its location in the Southwest
     with its dry, mild climate that allows services to be performed with only
     rare weather interruptions and to do much of its service out of doors, and
     the low cost of its Tucson facility.


     Emphasis on Quality

     The FAA and JAA license our MRO facility. We emphasize quality and on-time
     delivery to our customers. We are focused on meeting and exceeding FAA and
     JAA requirements. As industry, regulatory and public awareness have focused
     on safety, our ability to meet and exceed these requirements on a
     consistent basis has become important to customers.


                      RISK FACTORS RELATING TO OUR BUSINESS

In addition to the other information contained in or incorporated by reference
into this Form 10-KSB, you should carefully consider the following risk factors
and other information contained in this report.

Problems in the Airline Industry
Problems in the airline industry could adversely affect our business. Since our
customers consist primarily of passenger and cargo air carriers and aircraft
leasing companies, the lingering effects of the terrorist events of September
11, 2001 continue to adversely impact the airline industry and consequently
adversely impact our business. However, it does affect our business to a much
lesser extent than it affects MRO firms that rely heavily on major airlines for
business. When economic factors adversely affect the airline industry, they tend
to reduce the overall demand for maintenance and repair services, causing
downward pressure on pricing and increasing the credit risks associated with
doing business with airlines. We cannot assure you that economic and other
factors, which may affect the airline industry, will not adversely impact our
business, financial condition or results of operations. Such adverse effects in
the airline industry, can also adversely affect our aircraft parts sales
business conducted by our wholly owned subsidiary, World Jet. Any event or
occurrence that adversely impacts the aircraft maintenance industry will also
adversely impact the aircraft parts sales industry because aircraft parts sales
are directly related to the demand for maintenance of aircraft.

Increasing Cost of Jet Fuel
The potential for increasing costs in jet fuel prices may adversely affect our
business. The price of jet fuel affects the maintenance and repair markets,
since older aircraft, which consume more fuel and which account for most of our
maintenance and repair services business, become less viable as the price of
fuel increases.

<PAGE>


Terrorist Attacks
The events of September 11th have had a negative impact on the airline industry
in general, and thereby indirectly on us. Factors arising (directly or
indirectly) from these terrorist attacks which could affect our business may
include: (i) the impact of these terrorist attacks and the impact in declines in
air travel as a result of these terrorist attacks on the financial condition of
one or more of our airline customers, (ii) possible increases in jet fuel prices
as a result of events relating to these terrorist attacks, (iii) potential
reductions in the need for aircraft maintenance due to declines in airline
travel and cargo business and (iv) the adverse effect these terrorist attacks,
or future events arising as a result of these terrorist attacks, on the economy
in general.

Aviation Industry is Subject to Heavy Government Regulation
As discussed earlier, the aviation industry is highly regulated by the FAA in
the United States and by similar agencies in other countries. We must be
certified by the FAA, and in some cases authorized by the original equipment
manufacturers, in order to repair aircraft components and to perform maintenance
and repair services on aircraft. Commercial jets, like any other complex
vehicles, require periodic maintenance to allow for their safe and economical
operation. Unlike many vehicles, the repair and modification of such aircraft is
highly regulated by the various aviation authorities in each country of
operation around the world.

In the United States, the Federal Aviation Administration (FAA) regulates the
manufacture, repair, overhaul and operation of all aircraft and aircraft
equipment operated in the U.S. pursuant to the Federal Aviation Regulations
(FARs). The FAA must certify each authorized repair station, and certified
facilities are issued an Air Agency Certificate. Each certificate contains
ratings and limitations that specifically authorize the repair station to only
perform certain types of services on specific makes and models of aircraft. FAA
regulations are designed to ensure that all aircraft and aircraft equipment are
continuously maintained in proper condition to ensure safe operation of the
aircraft. Similar rules apply in other countries. All aircraft must be
maintained under a continuous condition-monitoring program and must periodically
undergo thorough inspection and maintenance. The inspection, maintenance and
repair procedures for the various types of aircraft and aircraft equipment are
prescribed by regulatory authorities and can be performed only by certified
repair facilities utilizing certified technicians. Certification and conformance
is required prior to installation of a part on an aircraft. We closely monitor
the FAA and industry trade groups in an attempt to understand how possible
future regulations might impact us.

There is no assurance that new and more stringent government regulations will
not be adopted in the future or that any such new regulations, if enacted, will
not materially adversely affect our business, financial condition or results of
operations. Further, our operations are also subject to a variety of worker and
community safety laws. In the United States, the Occupational Safety and Health
Act mandates general requirements for safe workplaces for all employees.
Specific safety standards have been promulgated for workplaces engaged in the
treatment, disposal or storage of hazardous waste. We believe that our
operations are in material compliance with health and safety requirements under
the Occupational Safety and Health Act. There is no assurance that the company
will retain current regulatory agency certifications or be able to obtain future
required regulatory agency certifications.

Dependence on a Small Number of Customers
For the partial year ended December 31, 2002, our 2 largest continuing customers
accounted for approximately 80% of our total revenues, and our largest
continuing customer accounted for approximately 43% of total revenues. For the
year ended December 31, 2003, our 2 largest continuing customers accounted for
36% of our total revenues and our largest continuing customer accounted for
approximately 25% of total revenues. Five customers accounted for 74% of our
total 2003 revenue. For the year ended December 31, 2004, our 2 largest
continuing customers accounted for 34% of our total revenues and our largest
continuing customer accounted for 21% of total revenues. For the year ended
December 31, 2005, our largest continuing customer accounted for 8.3% of our
revenue. Four customers accounted for 37.6% of our revenue. The broadening of
our customer base has spread the risk associated with the failure of a
significant customer. Efforts are continually being made to broaden and
strengthen our customer base. While the relative significance of customers
varies from period to period, the loss of, or significant curtailments of
purchase of our services by, one or more of our significant customers at any
time could adversely affect our revenue and cash flow. The customers upon whom
the Company subsidiaries relied for 10% or more of its revenue as of the year
ending December 31, 2004 are as follows:


HAT                                         WORLD JET

                       Percentage of                           Percentage of
Customer                 Revenue           Customer               Revenue
--------                 -------           --------               -------

Jets MD Lease              11%             HAT                      40%
                                           Aircraft LLC             17%
                                           Jetran                   14%

<PAGE>


HAT was World Jet's largest customer for the year ended December 31, 2005,
accounting for 40% of World Jet's revenue. Since HAT and World Jet now operate
as wholly owned subsidiaries of Global, any significant adverse events that
affect HAT and Global will also adversely impact World Jet. Likewise, any
significant curtailment in purchases of aircraft parts by one or more of World
Jet's significant customers could adversely affect World Jet's revenues and cash
flow.

Lease of Property
Global's wholly owned subsidiary, Hamilton Aerospace Technologies, Inc. ("HAT"),
is currently conducting operations on leased property at the Tucson
International Airport, ("TIA"). The lease is a one-year lease commencing March
1, 2005 and permits HAT to apply for two additional one year options. TIA is
implementing a Master Plan for airport development, which precludes issuing a
long term lease to HAT, but will not effect HAT's facilities for at least five
years. Until HAT possesses a long-term lease there remains a risk that HAT will
have to relocate operations which could have an adverse impact on HAT's
operations.

Risk of Operating in One Location
Global conducts more than 73% of its operations through its two wholly owned
subsidiaries, HAT and World Jet, at 6901 and 6900 South Park Avenue, Tucson,
Arizona respectively. While World Jet serves as HAT's parts supply facility for
aircraft parts at 6900 South Park Avenue Tucson, Arizona, and accounts for 17%
of Global's total revenue, the repair and maintenance operation of HAT located
at 6901 South Park Avenue, Tucson, Arizona comprises approximately 56% of
Global's revenue. By having only one location for aircraft repair and
maintenance HAT is at risk of temporary or permanent cessation of all operations
should HAT encounter an event which renders its facility unusable for any period
of time or HAT encounters any issues or problems related to the use of the
facility at this location.

Although World Jet represents only 17% of Global's operations, World Jet
operates out of only one location in Tucson, Arizona and cessation of operation
at this location due to events which render the facility unusable for any period
of time will correspondingly adversely impact Global's operations and revenue
stream. Since World Jet maintains its entire parts inventory at this one
location, any damage to or destruction of this facility and/or the inventory
will also adversely impact the Company.

Reliance on Executive Officers and Key Employees
Our continued success depends significantly upon the services of our executive
officers and upon our ability to attract and retain qualified personnel in all
of our operations. While we have or are issuing employment agreements with each
of our executive officers and certain of our key employees, most of our
employees are employed on an at-will basis. The loss of one or more of our
executive officers and of a significant number of our other employees without
capable replacements could materially adversely affect our business, financial
condition or results of operations.

Competition
The airline industry and the markets for our products and services are extremely
competitive, and we face competition from a number of sources. Our competitors
are other companies providing MRO services. Certain of our competitors are
currently experiencing financial difficulties, and some or all of them may
respond to their financial difficulties by reducing prices on their services to
increase or retain market share. Any material deterioration in our financial
condition is likely to affect our ability to compete with price-cutting by our
competitors. Some of our competitors have substantially greater financial and
other resources than us. We cannot assure you that competitive pressures will
not materially adversely affect our business, financial condition or results of
operations.

Product Liability
Our business exposes us to possible claims for personal injury or death, which
may result from the failure of an aircraft or an aircraft part repaired or
maintained by us or from our negligence in the repair or maintenance of an
aircraft or an aircraft part. While HAT maintains what we believe to be adequate
liability insurance to protect us from claims of this type, based on our review
of the insurance coverage maintained by similar companies in our industry, we
cannot assure you that claims will not arise in the future or that our insurance
c overage will be adequate. Additionally, there can be no assurance that
insurance coverage can be maintained in the future at an acceptable cost. Any
liability of this type not covered by insurance could materially adversely
affect our business, financial condition, results of operations or our ability
to continue as a going concern.

Susceptibility to Other Liability Claims
Our business exposes us to possible claims for personal injury or death, which
may result if we were negligent in repairing or overhauling an airplane. We
cannot assure you that claims will not arise in the future or that our insurance
coverage will be adequate to protect us in all circumstances. Additionally, we
cannot assure you that we will be able to maintain adequate insurance coverage
in the future at an acceptable cost. Any liability claim not covered by adequate
insurance could materially adversely affect our business, financial condition or
results of operations.

<PAGE>


Reports to Security Holders
We are subject to the informational requirements of the Securities Exchange Act
of 1934 as a "small business" issuer. Accordingly, we file annual, quarterly and
other reports and information with the Securities and Exchange Commission. You
may read and copy these reports and other information we file at the Securities
and Exchange Commission's public reference rooms in Washington, D.C., New York,
New York, and Chicago, Illinois. Our filings are also available to the public
from commercial document retrieval services and the Internet website maintained
by the Securities and Exchange Commission at www.sec.gov.
                                             -----------


ITEM 2. DESCRIPTION OF PROPERTY

The principal executive offices for both Global and Hamilton Aerospace are
located at the Hamilton Aerospace hangar facilities in Tucson, Arizona at Tucson
International Airport. This favorable location provides 360 days of sunshine per
year together with extremely low humidity year round. These facilities are
situated on the northwest ramp on 22 acres of concrete within the airport proper
and are patrolled by the Tucson Airport Authority police force. HAT leases these
facilities at a rental rate of $25,650 per month.

The HAT facility is level and fully paved with concrete sufficient to handle the
largest aircraft on any part of its 22 acres. Two hangars provide the space for
any modification and maintenance work that must be performed indoors. The larger
hanger has 180' clear span and is 185' deep (30,400 sq. ft.), enabling it to
wholly enclose a DC9 and a 727 at the same time. The hangar has been modified to
serve as a paint booth as needed.

The smaller hangar is 100' clear span by 100' deep (10,000 sq. ft.) with 2,000
square feet of office space on the north side and another 4,000 square feet of
enclosed space on the south. Offices for production planning and control are in
this area, as engineering, the welding shop, receiving, materials and purchasing
departments. The two hangars face each other at a distance of approximately 220
feet. Numerous mobile offices have been added to provide additional space for
administrative and customer representative offices.

To the southeast of the large hangar is a 12,000 foot covered building used to
store aircraft components and maintenance equipment. A 9,000 square foot
warehouse on the west side of the facility houses the interior department as
well as additional storage for materials and records. Both main hangars are
equipped with lighting, water, compressed air, and 115/220/440 volt AC
electricity. All office spaces are heated and cooled.

World Jet operates out of a 73,000 square foot facility in Tucson, Arizona. This
facility consists of office space and warehouse space to accommodate the
aircraft parts (Expendables, Rotables and Consumables), airframe components,
engines and engine material inventory maintained by World Jet. This facility is
located directly across the street from HAT which allows HAT immediate access to
aircraft parts, (Expendables, Rotables and Consumables), airframe components,
engines and engine material necessary to perform MRO services without incurring
any costs or delays that may be related to shipping and improves the turn time
of any such services provided. Additionally, World Jet is leasing 59,000 square
feet adjacent to the HAT complex for the purpose of inventory storage.


ITEM 3. LEGAL PROCEEDINGS

On June 29, 2004, the Company initiated a lawsuit against Corwin Foster and Jane
Doe Foster, husband and wife, and Seajay Holdings, LLC a Michigan Limited
Liability Company (the "Defendants") in the United States District Court for the
District of Arizona requesting entry of a judgment for the return of 1,500,000
shares of common stock. Global and HAT have asserted claims that Corwin Foster
(who is the sole shareholder and president of Seajay Holdings) and Seajay
Holdings acquired 1,500,000 shares of common stock of Global as part of a Stock
Exchange Agreement without consideration for the receipt of such common stock.
The Company is pursuing the return of these shares. This lawsuit emanates from a
stock exchange agreement in April, 2002 whereby Old Mission Assessment ("OMAC")
and others agreed to provide HAT financing and capital for its newly established
business. OMAC and its officers Corwin Foster and others, entered into two
debentures related agreements on April 15, 2002 whereby OMAC agreed to pay to
HAT the sum of $1,500,000.00 under each debenture agreement on or before July
15, 2002. In consideration of this agreement HAT agreed to provide to various
investing parties, including Corwin Foster's entity Seajay Holdings, shares of
stock of HAT. On May 2, 2002, Global acquired HAT in a stock exchange thereby
entitling the investing parties, including Corwin Foster's entity Seajay
Holdings, to Global stock in consideration for the $3,000,000.00 investment.
Seajay Holdings acquired 1,500,000 shares of common stock of Global pursuant to
this transaction. Although Global stock was issued to the investors, including
Corwin Foster's entity Seajay Holdings, HAT/Global only received $400,535.00 of
the agreed upon $3,000,000.00 to be paid pursuant to the debenture agreements.
Since payment in full was never received by Global for the shares of common

<PAGE>


stock issued as consideration for the debenture agreements, Global was able to
secure the return of all common stock issued in connection with the debenture
agreements except the 1,500,000 shares of common stock issued to Corwin Foster's
entity Seajay Holdings. Global returned the $400,535 of the original $3,000,000
pursuant to the debenture agreements. This sum was released from escrow and paid
to United Pay Phone Workers, an investor in OMAC, pursuant to an agreed upon
order of the court.

Although Global has made repeated demands upon Corwin Foster and Seajay Holdings
to return the 1,500,000 shares of common stock, Corwin Foster and Seajay
Holdings have refused to return such stock. As a consequence of Corwin Foster's
and Seajay Holdings failure to return the common stock received, Global
initiated legal proceedings for damages in the amount of no less than
$1,000,000.00 plus interest and fees; the return of the 1,500,000 shares of
common stock; and punitive damages in the amount of $10,000,000.00.

Mr. Corwin Foster is now proceeding pro se. This matter is currently pending
discovery, which must be completed by June 30, 2006. Dispositive motions must be
filed by July 28, 2006 and the parties are required to file their Joint Proposed
Pretrial Order by August 25, 2006.

On September 13, 2005, HAT, a wholly owned subsidiary of the Company, initiated
a lawsuit against Aero Micronesia, d/b/a Asia Pacific, in the Superior Court of
Arizona, Pima County, requesting entry of a judgment in the amount of
$184,684.64, plus interest, costs and fees for failure of Aero Micronesia to pay
the remaining $184,684.64 outstanding balance owed to HAT for aircraft
maintenance services rendered pursuant to written contract dated August 19,
2004. This matter is currently pending a potential settlement.

On November 10, 2005, a former independent contractor of HAT Mr. Tarus Woodall
filed a complaint of sexual harassment and religious discrimination against HAT
with the Arizona State Attorney General's Office claiming that he was sexually
harassed and his religion mocked by other male employees in violation of the
Arizona Civil Rights Act, as amended, and Title VII of the Civil Rights Act of
1964, as amended. On December 28, 2005, HAT filed a Position Statement with the
Arizona State Attorney General's Office denying the allegations in the complaint
based upon the facts that: (1) Taurus Woodall was not an employee of HAT, he was
an independent contractor; (2) Mr. Woodall was not sexually harassed nor was his
religion mocked as verified by his supervisor and three other employees who
worked with Mr. Woodall; (3) Mr. Woodall never reported any such alleged sexual
and/or religious harassment to anyone at HAT or his employer JobAire. HAT and
JobAire only became aware of Mr. Woodall's allegations upon receipt of his
complaint in November 2005, at least l month after his independent contractor
status was terminated; and (4) that Mr. Woodall was released as an independent
contractor for absences, tardiness and job performance issues.

No claim for any amount of damages is asserted in the complaint by Mr. Woodall.
The matter is currently pending.


World Jet is not involved in any legal proceedings.


Item 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

There were no matters submitted to a vote of shareholders during the fourth
quarter of the year ended December 31, 2005.


                                     PART II

Item 5. MARKET FOR THE REGISTRANT'S COMMON EQUITY AND
        RELATED STOCKHOLDER MATTERS

                           Price Range of Common Stock

During the fiscal year ended December 31, 2003 through October 26, 2004, the
National Association of Securities Dealers, Inc, quoted the Common Shares under
symbol "RDVN" on the OTC Bulletin Board maintained. Subsequent to October 26,
2004, as the result of the Company's name change to Global Aircraft Solutions,
Inc. the common shares were quoted under the symbol "GACF" at that same
location. The following information relates to the trading of our common stock,
par value $.001 per share. The high and low last sales prices of our common
stock for each quarter during our two most recent fiscal years, as reported by
the OTC Bulletin Board to date, are set forth below:

<PAGE>


                                                    HIGH                LOW
                                                    ----                ---
2005
                           First Quarter            $ .94               $ .73
                           Second Quarter            1.36                 .84
                           Third Quarter             1.94                1.17
                           Fourth Quarter            1.57                1.30

2004
                           First Quarter            $ .53               $ .23
                           Second Quarter             .86                 .19
                           Third Quarter              .72                 .52
                           Fourth Quarter             .85                 .45


Impact of Being an OTC Bulletin Board Stock

Global's common stock is quoted on the OTC Bulletin Board and is traded in the
over-the-counter markets. Unless and until our common shares become quoted on
the NASDAQ system or listed on a national securities exchange, we may at any
time be subject to the "penny stock" provisions of the Exchange Act and
applicable SEC rules. At any time when the market price of our common stock is
below $5.00 per share, our common stock may be deemed to be a penny stock. In
that event, our common stock will be subject to rules that impose additional
sales practices on broker-dealers who sell our securities. For transactions
covered by the penny stock rules, the broker-dealer must make a suitability
determination for each purchaser and receive the purchaser's written agreement
prior to the sale. In addition, the broker-dealer must make certain mandated
disclosures in penny stock transactions, including the actual sale or purchase
price and actual bid and offer quotations, the compensation to be received by
the broker-dealer and certain associated persons, and deliver certain
disclosures required by the SEC. So long as Global's common shares are
considered "penny stocks", many brokers will be reluctant or will refuse to
effect transactions in Global's shares, and many lending institutions will not
permit the use of penny stocks as collateral for any loans. This could have an
adverse effect on the liquidity of our common stock.


Our Common Stock is Thinly Traded and Our Stock Price May be More Volatile than
the Market in General

Because our common stock is thinly traded, its market price may fluctuate
significantly more than the stock market in general or the stock prices of
similar companies, which are exchanged, listed or quoted on NASDAQ. Our public
float is approximately 34,198,715 shares, thus our common stock will be less
liquid than the stock of companies with broader public ownership, and, as a
result, the trading prices for our common stock may be more volatile. Among
other things, trading of a relatively small volume of our common stock may have
a greater impact on the trading price for our stock than would be the case if
our public float were larger.


                                     Holders

Global had approximately 81 shareholders of record as of December 31, 2005,
which number does not include shareholders whose shares are held in street or
nominee names. We believe there are at least 2000 beneficial holders of our
common stock.


                                    Dividends

Since becoming a public company in September of 1997, Global has never paid a
dividend and does not expect to pay a cash dividend upon its capital stock in
the foreseeable future. Payment of dividends in the future will depend on our
earnings (if any) and our cash requirements at that time, but we expect to
retain earnings for business expansion over the foreseeable future.


                     RECENT SALES OF UNREGISTERED SECURITIES

On May 31, 2004, the shareholders authorized the issuance of 9,600,000 shares of
common stock pursuant to a private placement to accredited investors, Barron
Partners, LP. The Company relied upon Section 4(2) of Securities Act of 1933, as
amended (the "Act"). The Company issued the 9,600,000 shares of common stock

<PAGE>


pursuant to an exemption from registration under Regulation D, Rule 506. On June
15, 2004, the shareholders authorized the issuance of 1,000,000 shares of common
stock pursuant to a private placement to accredited investor, Ralph Garcia as
partial compensation in connection with the purchase of World Jet. The Company
relied upon Section 4(2) of Securities Act of 1933, as amended (the "Act"). The
Company issued the 1,000,000 shares of common stock pursuant to an exemption
from registration under Regulation D, Rule 506. On August 15, 2004, the
shareholders authorized the issuance of 2,115,386 shares of common stock
pursuant to a private placement to accredited investors, Alpha Capital,
Stonestreet, Whalehaven and Greenwich. The Company relied upon Section 4(2) of
Securities Act of 1933, as amended (the "Act"). The Company issued the 2,115,386
shares of common stock pursuant to an exemption from registration under
Regulation D, Rule 506.

The Company relied upon Section 4(2) of the Securities Act of1933, as amended
(the "Act"). Each prospective investor was given a private placement memorandum
designed to disclose all material aspects of an investment in the Company,
including the business, management, offering details, risk factors and financial
statements. Each investor also completed a subscription confirmation letter and
private placement subscription agreement whereby the investors certified that
they were purchasing the shares for their own accounts, with investment intent
and that each investor was either "accredited", or were "sophisticated"
purchasers, having prior investment experience or education, and having adequate
and reasonable opportunity and access to any corporate information necessary to
make an informed investment decision. This offering was not accompanied by
general advertisement or general solicitation and the shares were issued with a
Rule 144 restrictive legend.

Under the Securities Act of 1933, all sales of an issuers' securities or by a
shareholder, must either be made (i) pursuant to an effective registration
statement filed with the SEC, or (ii) pursuant to an exemption from the
registration requirements under the 1933 Act.

Rule 144 under the 1933 Act sets forth conditions which if satisfied, permit
persons holding control securities (affiliated shareholders, i.e., officers,
directors or holders of at least ten percent of the outstanding shares) or
restricted securities (non-affiliated shareholders) to sell such securities
publicly without registration. Rule 144 sets forth a holding period for
restricted securities to establish that the holder did not purchase such
securities with a view to distribute. Under Rule 144, several provisions must be
met with respect to the sales of control securities at any time and sales of
restricted securities held between one and two years. The following is a summary
of the provisions of Rule 144: (a) Rule 144 is available only if the issuer is
current in its filings under the Securities an Exchange Act of 1934. Such
filings include, but are not limited to, the issuer's quarterly reports and
annual reports; (b) Rule 144 allows resale of restricted and control securities
after a one year hold period, subjected to certain volume limitations, and
resales by non-affiliates holders without limitations after two years; ( c ) The
sales of securities made under Rule 144 during any three-month period are
limited to the greater of: (i) 1% of the outstanding common stock of the issuer;
or (ii) the average weekly reported trading volume in the outstanding common
stock reported on all securities exchanges during the four calendar weeks
preceding the filing of the required notice of the sale under Rule 144 with the
SEC. AS a small business issuer, the volume limitation set forth at (c) (i)
above would apply.
<TABLE>
<CAPTION>

                                             Equity Compensation Plan Information

Plan Category                 Number of securities to be     Weighted average exercise      Number of securities
                              issued upon exercise of        price of outstanding           remaining available for
                              outstanding options,           options, warrants and rights   future issuance
                              warrants and rights

                                      (a)                              (b)                           (c)

<S>                                     <C>                  <C>                                            <C>
Equity compensation plans               0                              .00                                    0
approved by security holders

Equity compensation plans       1,270,000                              .00                            2,030,000
not approved by security
holders (2)

Total                           1,270,000                              .00                            2,030,000
</TABLE>


NOTE: The following plans have not been approved by the shareholders however,
under our by-laws the directors are empowered to issue options and shares under
the plans. The 2002 Compensatory Stock Option Plan permits the issuance of
options for compensatory purposes to persons who are employees (as defined in
the plan) or directors of the Company, entitling them to purchase common shares
of the Company. An aggregate of 3,000,000 shares are available for purchase
under the plan. The 2003 Employee Stock Compensation Plan permits the issuance

<PAGE>


of an aggregate of 5,000,000 common shares of the Company options for
compensatory purposes to person who are employees (as defined in the plan) or
directors of the Company, excluding shares already issued there under. Details
of these plans may be found at Note 8 in the footnotes to the audited financial
statements included as part of this report.


ITEM 6. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS


                                PLAN OF OPERATION

Global Aircraft Solutions, Inc., ("Global") formerly Renegade Venture (Nev.)
Corporation is a public company that trades in the U.S. over-the-counter market.
Our common stock is quoted on the OTC Bulletin board under the symbol GACF. On
May 2, 2002, Global acquired newly formed aviation company Hamilton Aerospace
Technologies, Inc., a Delaware corporation ("HAT") in a stock-for-stock
exchange. HAT was formed on April 5, 2002, to create a premier provider of large
aircraft maintenance, repair, overhaul and modification ("MRO") services to
owners and operations of certain Transport Category commercial jet aircraft. Its
customers are all aircraft operators, including passenger and cargo air
carriers, and aircraft leasing companies. During 2004, Global acquired 100
percent of the common stock of World Jet Corporation, a privately owned Nevada
Corporation. World Jet, incorporated in 1997, is an aviation parts sales company
servicing aircraft operators, aircraft leasing companies and MRO facilities.

Global's plan of operation for the immediate future includes seeking and
acquiring, if possible, aviation industry related businesses to complement its
HAT and World Jet subsidiaries. Additionally, the Company will seek to expand
HAT and World Jet by organic growth. Global will not limit its search for
business combination candidates to any particular geographical area. Management
of Global will seek combination candidates in the United States and other
countries, as available time and resources permit, through existing associations
and by word of mouth. This plan of operation has been adopted in order to
attempt to increase value for Global's shareholders.

Company management has rejected a policy of growth for growth's sake in favor of
focusing on profitability and building a good reputation for the Company and its
subsidiaries by limiting contracts to those perceived to have a high probability
of success. This strategy is also beneficial to the Company's marketing efforts
in that a good track record of maintenance and modification contracts, delivered
successfully on-time and on-budget, is by far the most potent tool for securing
new work contracts; and expedited delivery of parts at a competitive price leads
to greater volume of parts sales. In managing its operations, the Company is
committed to continuously evaluating the adequacy of its management structure
and its existing systems and procedures.

Management is cautiously optimistic that efforts to strengthen the quality of
our customer base, our adeptness at garnering jobs with the likelihood of good
gross profit potential and our continued vigilance at holding down costs will
enhance future results and our profitability will be sustainable for 2006. HAT's
option of being selective in the work booked is due to their growing reputation
for providing quality, on-budget, on-time deliveries to their customers. HAT and
World Jet are experiencing success in securing new customers and securing more
business from existing customers as well.

Global's aircraft trading represents a significant niche in our business.
Successful efforts in this area will go a long way to building our company.
During 2005, aircraft trading accounted for 19% of the Company's revenue. The
considerable impact that can be made through growth of aircraft trading is
evident when you consider that fewer than 10 transactions took place in our
aircraft trading segment, (which excludes any Jetglobal activity), during the
year ended December 31, 2005. Obviously, there is opportunity for a positive
synergistic increase in MRO revenue and part sales revenue related to those
aircraft traded with both new and continuing customers.

Gross profit levels during any particular period are dependent upon the number
and type of aircraft serviced, the contract terms under which services are
performed and the efficiencies that can be obtained in the performance of such
services. Significant changes in any one of these factors could have a material
impact on the amount and percentage of gross profits. Additionally, gross profit
could be impacted in the future by considerations as to the value of our
inventory.

World Jet is a seller/broker of aircraft parts which is not an operation or
activity which is regulated by the FAA or any other governing body or
governmental agency; however, any aircraft parts sold by World Jet must be
accompanied by documentation verifying that such part is traceable to either an
FAA approved manufacturer, overhaul or repair facility, or an FAA certificated
operator. In furtherance of satisfying customers that World Jet does sell and
broker parts that are traceable to FAA certification, World Jet voluntarily
participates in the Airline Suppliers Association which requires an annual audit
of suppliers of aircraft parts to verify that such supplier maintains the proper
traceability documents, properly tags aircraft parts in support of such

<PAGE>


traceability and maintains proper packaging and storage of aircraft parts. In
addition to the foregoing, World Jet also certifies to each customer that any
part or material sold was not involved in any incident and is not government
surplus.

HAT competes principally on the high quality of its services and its price
competitiveness due to its location in the Southwest. Location related benefits
include low labor rates; a dry, mild climate enabling HAT to do many MRO
projects outdoors; and low overhead. World Jet competes on price competitiveness
and expedited delivery of parts. World Jet has spent years acquiring inventories
at deep discounts and this inventory is the type HAT uses on a daily basis.
World Jet's customer base includes airlines, aircraft leasing companies and MRO
facilities. The large aircraft repair business and the aircraft parts sales
business are highly competitive. Revenues are sensitive to adverse changes in
the air carrier business, with factors such as airline profit levels, changes in
fuel costs, average fare levels, and passenger demand. The heavily regulated
airline industry, however, requires scheduled maintenance and repair services
irrespective of industry economics, thus providing a reasonably steady market
for HAT's and World Jet's services.

Aircraft maintenance and modification is a highly regulated industry, and a good
working relationship with the FAA is essential to the successful operation of an
FAA-approved Repair Station such as HAT. The policy of HAT management is to work
closely and proactively with the FAA, which has resulted in the very positive
relationship needed to insure that when significant issues do occasionally arise
between HAT and the FAA they are addressed in a reasonable and constructive
nature.


                              RESULTS OF OPERATIONS

We are a holding company, and the bulk of our day to day operations are
currently and were as of December 31, 2005, conducted by our operating
subsidiaries, HAT, which was organized on April 5, 2002 and began operations
April 15, 2002 and World Jet, which was acquired with a transaction date of
January 1, 2004. Our aircraft trading transactions are conducted by Global.

HAT operating revenues consist primarily of service revenues and sales of
materials consumed while providing services. World Jet revenues consist
primarily of sales of aircraft parts. Cost of sales consists primarily of labor
and materials, cost of parts and freight charges. Operating results have
fluctuated in the past and may fluctuate significantly in the future. Many
factors affect our operating results, including timing of repair orders and
payments from large customers, competition from other third-party MRO service
providers, the state of the aviation industry and the number of customers
seeking services, the impact of fixed pricing on gross margins and our ability
to accurately project our costs, our ability to obtain financing and other
factors.

Significant portions of our operating expenses, such as insurance, rent, debt
payments, certain salaries and such, are relatively fixed. Since we typically do
not obtain long-term commitments from our customers, we must anticipate the
future volume of orders based upon the historic patterns of our customers and
upon discussions with our customers as to their future requirements.
Cancellations, reductions or delays in orders by a customer or group of
customers could have a material adverse effect on our business, financial
condition and results of operations.

Significant events that occurred during 2005 that Management believes will serve
to help them optimize return for investors during 2006 and beyond:

     In early July of 2005, The Company's subsidiary HAT, on behalf of
     subsidiary World Jet, agreed to purchase the inventory held on consignment
     belonging to Jetran International, Ltd. plus one DC9-82, serial number
     48092 for a price of $2,900,000. Management anticipates that the revenue
     realized over time for this inventory should be in the $10 to $15 million
     range.

     On July 27, 2005, 7,200,000 shares of restricted common stock were issued
     to Barron Partners, L.P. upon their exercise of warrants to purchase same
     at $.68 per share. The total purchase price of the stock was $4,896,000.
     These proceeds were used in part to cover some of the cost of the above
     inventory purchase.

     On August 12, 2005, HAT entered into a five-year exclusive maintenance
     contract with the new Mexican airline, Avolar. Potential value of this
     agreement is linked to the planned growth of Avolar. The business plan
     calls for a thirty aircraft fleet with the growth rate being about one
     aircraft per month through mid 2008.

     On August 26, 2005, Global together with BCI formed a joint venture
     Delaware limited liability company called Jetglobal, LLC. This is a special
     purpose LLC formed to acquire and remarket commercial jet aircraft. On
     September 1, Jetglobal entered into an agreement to acquire a fleet of 26
     Boeing 737-200 aircraft from Jetran International. Global's share of the
     2005 net income of Jetglobal was $1,111,096.

<PAGE>


     A modification of our borrowing agreement with our lender was finalized on
     December 9, 2005. This new agreement includes an operating credit line of
     $5 M and a line of $7M solely for the acquisition of aircraft.

During 2005, we saw revenues increase to $41,228,648, which is a 33.6% increase
over 2004's $30,851,118. (See following paragraph regarding Jetglobal revenue).
The Company had $2.3 million in net income, before taxes in 2004 compared with
$3.4 million is 2005; and EBITDA increased from $3,108,651 for 2004 to
$4,528,655 in 2005. It should be noted that 2004 net income and EBITDA was aided
by the inclusion of $1,144,502 in extraordinary items while there were no
extraordinary items in 2005. A comparison of the Company's gain from operations
illustrates 80.3% growth from 2004's $1,320,770 to 2005's $2,381,579.

It should be noted that the required accounting treatment for Jetglobal's
results is an entry on the Company's Income Statement for the Company's
percentage of the net income of the Jetglobal partnership. In 2005, the revenues
of Jetglobal were $7,200,000, 30% of which is $2,060,000. This is an important
consideration to keep in mind for 2005 results, and the results of future
periods, since Management believes aircraft trading results for our Jetglobal
partnership will increase over time. Those who look to revenue growth as the
fundamental indication of a company's success and growth need to be aware that
no matter how much revenue is generated by Jetglobals's aircraft trading
activities no increase in revenue will be shown on the Company's results. Net
income, however, will reflect the Company's percentage of the net income of
Jetglobal operations.

Efforts to take advantage of opportunities, as they arose, to grow our aircraft
trading business met with success. Aircraft trading denotes the purchase and
resale or lease, for profit, of aircraft, aircraft engines, and /or other
aircraft major components. Aircraft trading specifically encompasses the
transactions representing approximately 19% of the Company's 2005 annual
revenue. This aircraft trading is done directly by the Company without Jetglobal
participation. Our 2004 revenue included $7.9 million attributable to aircraft
sales compared with $13.6 million in 2005. Gross profit for the fourth quarter
of 2005 was $2,307,561 while gross profit for the fourth quarter of 2004 was
$1,554,744, also a substantial increase.

While the Company aggressively seizes revenue-producing opportunities such as
aircraft trading, management gauges results by looking at what has been the core
revenue producing activity to date, the sale of labor hours. In 2004, revenue
produced from labor was $14.3 million and was virtually the same in 2005 at
$14.3 million. Billable hours for each period are essentially the same. The
comparative costs for all direct labor, including work performed by outside
contractors, was $8,428,919 in 2004 compared with $9,190,898 in 2005,
representing a 9% increase in cost. The relationship between direct labor costs
to direct labor revenues rose approximately 5% to about 64% in 2005 as compared
with 59% in 2004. Direct labor percentages will always vary to some degree due
to the nature of flat rate bidding as opposed to billing for all time and
materials. Included in the operating expenses for the Company in the years ended
December 31,2005and December 31, 2004 are $326,594 and $476,613, respectively,
associated with the award of stock and stock options.

In order to compare results from one period to the next it should be remembered
that 2005 had no extraordinary gains. There was a reduction in tax expense of
$189,816 resulting from the overexpensing of taxes in our World Jet subsidiary
during a prior period. There was $1,144,502 in gains reported during 2004 that
were the result of several contract renegotiation items. In 2004, our HAT
subsidiary experienced a gain of $88,000 on the waiving of rental fees to
Hamilton Aviation during contract negotiations. HAT also experienced a gain of
$607,194 in 2004 as the result of the acceptance of a payment of $750,000 cash
to satisfy all obligations under then existing agreement generated upon the
purchase of the Hamilton Aviation assets. For details of the Hamilton Aviation
transaction see Note 12, Related Party Transactions, in the footnotes of the
Audited Financial Statements included as part of this report. World Jet reported
gains of $449,308 in 2004 related to renegotiations of amounts due under various
agreements, the predominate items being: $209,708 in commissions was waived,
$173,000 of debt was forgiven and $33,700 was the result of the renegotiation of
management services fees. Additionally, 2005 results include the Company's share
on net income, $1,111,096, from our Jetglobal partnership.

Company SG&A expenses were $4,826,519 for 2004 and as a percentage of revenues
were 16%. In 2005 SG&A expenses were $7,788,047, which was 19% as a percentage
of revenues. During 2004, SG&A expenses included approximately $680,000 due to
commissions related to aircraft sales transactions compared with $1,260,000 in
2005. Other notable increases in SG&A expenses included:

     o    An increase in rent expense and facility use fees from 2004 to 2005 of
          $253,824, mainly attributed to additional warehouse space for
          inventory storage and annual increases imposed by our landlord, TAA.
          Hangar space in Tijuana, Mexico to facilitate servicing our Avolar
          contract was $139,093 and was fully recovered from Avolar.

<PAGE>


     o    An increase in insurance from 2004 to 2005 of $192,215 mainly
          attributed to Global's new D&O policy and new coverage related to
          aircraft trading, and property coverage on additional space required
          by inventory additions.

     o    An increase in travel from 2004 to 2005 of $156,418 relating to the
          Avolar project and also to aircraft trading.


Interest expense for 2004 was $329,023 and for 2005 was $386,927.

The following table graphically depicts the operating performance for Global,
HAT and World Jet subsidiaries on a stand-alone and consolidated basis for the
year ended December 31, 2004:
<TABLE>
<CAPTION>

-----------------------------------------------------------------------------------------------------------------------------
       Period                                   Global               HAT        World Jet       * Eliminate      Consolidated
                                              Stand Alone        Stand Alone   Stand Alone      Intercompany
-----------------------------------------------------------------------------------------------------------------------------

<S>         <C>                               <C>               <C>            <C>             <C>               <C>
            2004       Revenues               $ 1,047,680       $ 25,288,888   $ 7,058,464     $(2,543,914)      $ 30,851,118

        Year End       Cost of Sales             (456,643)       (20,871,009)   (5,411,688)      2,543,914        (24,195,426)

         Results       Expenses                (1,524,055)        (2,873,658)     (937,209)                        (5,334,922)

                       Operating Profit (Loss)   (933,018)      $  1,544,221   $   709,567                       $  1,320,770


 * The eliminate column reflects the $ amounts of Inter-Company Sales by World
Jet to HAT in 2004. On a consolidated basis Revenues and Cost of Sales are
reduced to reflect the Revenues and Cost of Sales for external sales only, with
a zero $ impact on stand alone or consolidated profit (loss) figures.


The following table graphically depicts the operating performance for Global,
HAT and World Jet subsidiaries on a stand-alone and consolidated basis for the
year ended December 31, 2005:

-----------------------------------------------------------------------------------------------------------------------------
       Period                                   Global               HAT        World Jet       * Eliminate      Consolidated
                                              Stand Alone        Stand Alone   Stand Alone      Intercompany
-----------------------------------------------------------------------------------------------------------------------------

            2005       Revenues               $11,396,538        $23,505,112   $10,622,681     $(4,295,683)       $41,228,648

        Year End      Cost of Sales            (7,930,337)       (19,594,059)   (7,829,248)      4,295,683        (31,057,961)

          Results      Expenses                (2,489,347         (3,700,204)   (1,599,557)                        (7,789,108)

                       Operating Profit (Loss)    976,854            210,849     1,193,876                          2,381,579

It should be noted that the Company elected in 2005 to show aircraft trading
revenues under Global as opposed to HAT, which recorded that type of revenue in
2004. In 2004 aircraft trading revenue was 7.9 M and in 2005 was $13.6 M. These
numbers, of course, do not include Jetglobal aircraft trading results.
</TABLE>

<PAGE>


                         LIQUIDITY AND CAPITAL RESOURCES

Liquidity

On December 9, 2005, Global Aircraft Solutions, Inc ("Global"), Hamilton
Aerospace Technologies, Inc. ("HAT"), a wholly owned subsidiary of Global
Aircraft Solutions, Inc. and World Jet Corporation, ("WJ") a wholly owned
subsidiary of Global Aircraft Solutions, Inc. (collectively the "Borrowers")
closed on a first Modification to the May 5, 2005 Initial Loan Agreement with
M&I Marshall & Ilsley Bank ("M&I Bank"). The modification increased the $2.5
million operating line of credit to $5 million ("Line of Credit"); added a
Guidance Line of Credit in the amount of $7 million ("Guidance Credit") solely
for the acquisition of aircraft and Letter of Credit Facilities in combined
amounts not to exceed $200,000.00. The interest rate on the Line of Credit was
reduced from 3.50% per annum to 3.00% per annum in excess of the applicable
LIBOR rate. The interest rate on the Guidance Credit is also 3.00% per annum in
excess of the applicable LIBOR rate. The interest rate for each Letter of Credit
Facility, if drawn upon, shall also be 3.00% per annum in excess of the
applicable LIBOR rate. The Line of Credit and any Letter of Credit Facility
remains secured by a first priority lien on Global's, HAT's and WJ's personal
property. Any advances pursuant to the Guidance Credit shall be secured by a
first priority lien on any aircraft purchased with such advance. The term of the
Line of Credit; the Guidance Credit and the Letter of Credit Facility all expire
on October 31, 2007 and the entire outstanding principal balance, all accrued
and unpaid interest, and all other sums due and payable under both the Line of
Credit and Guidance Credit shall be due on the expiration date. The interest
rate applicable to the Line of Credit on December 31, 2005 was 7.39% per annum.

While there is no required monthly repayment obligation of the Line of Credit,
the Line of Credit is based upon and limited by a borrowing base equal to the
sum of 80% of the outstanding amount of all Eligible Accounts as defined in the
Loan Agreement and 50% of the net book value of all Eligible Inventory as
defined in the Loan Agreement. While there is no required monthly repayment
obligation of the Guidance Credit, the Borrowers are required to repay, from
time to time, (i) an amount equal to any amount by which the outstanding
principal balance of the Guidance Credit exceeds $7 million, (ii) all amounts
received by Borrowers under any aircraft purchase agreement, other than an
initial down payment to the extent it does not exceed twenty-five percent (25%)
of the purchase price, and (iii) any portion of an advance or readvance not paid
within ninety (90) days of the advance or readvance. Borrowers are also
responsible to immediately repay to bank the amount of an advance upon any
breach of the aircraft purchase agreement. If any Letter of Credit Facility is
drawn upon, all principal and accrued and unpaid interest shall be due and
payable upon demand.

The Borrowers paid total fees and expenses of approximately $37,500.00 in
connection with the modification to the Line of Credit and addition of the
Guidance Credit and Letter of Credit Facility. The Borrowers will owe a loan fee
to the bank equal to 1% of the amount of any requested advance under the
Guidance Credit with a cap of $52,500.00 in cumulative fees. The Borrowers will
owe the bank a fee for the issuance of any Letter of Credit in the amount of 2%
of the amount of the letter of credit.

The balance due of the Line of Credit at December 31, 2005 was $2,564,739. The
Line of Credit also secures a Letter of Credit for $128,000 which was issued to
TAA as part of the lease agreement for the HAT facility.

Our ability to make payments of principal and interest on outstanding debt will
depend upon our future operating performance, which will be subject to economic,
financial, competitive and other factors, some of which are beyond our control.
Our ability to repay our indebtedness is dependent on several factors: our
continued ability to secure high profit margin jobs, more fully utilizing our
capacities, creating a higher bottom line and consequently more cash; and our
ability to establish revolving credit lines, which we can draw on as needed.

Changes in the Company's Balance Sheet for the year ended December 31, 2005
reflected the several events. Total assets increased from $11,758,012 at
December 31, 2004 to $25,054,621. Significant changes for the period were:

     Cash on hand decreased $181,891.

     Inventory increased $3,072,843, reflecting the inventory purchases
     mentioned above. The inventory still on hand from the Company's purchases
     of WorldJet and the Hamilton Aviation inventory aged over one year and made
     up most of the increase of $1,974,843 experienced in inventory,
     non-current.

     Notes receivable increased $1,822,226

     Equity in net assets of and advances to affiliates, a new account in 2005,
ended the year with a balance of $6,333,690.


During the year ended December 31, 2005 total liabilities increased from
$5,651,670 at December 31, 2004 to $11,026,222, primarily due to:

     There were no notes payable at the close of 2004. At December 31, 2005 the
     balance due on notes payable was $2,564,739, which was due on the Company's
     credit line.

<PAGE>


     Accounts Payable increased $4,536,564, reflecting $5.5 million that Global
     owed for an aircraft purchased. This indicates that trade accounts
     payable, less this aircraft transaction, actually decreased during the year
     about $967,000.

     Amount due to factor decreased $604,411 and all factoring agreements were
     closed as the Company elected, as a matter of policy, to discontinue
     factoring invoices.

     Billings in excess of costs and estimated earnings on contracts in progress
     decreased $942,780.


Cash

As of December 31, 2005 we had $368,013 in cash on hand and approximately
$4,993,138 in collectible receivables. Management believes that anticipated cash
flows will be adequate to sufficiently provide working capital. We cannot assure
you that financing alternatives will be available to us in the future to support
our working capital requirements should they be needed.


                              Short-Term Financing

No short term financing was in place at December 31, 2005.


                               Long-Term Financing

On December 9, 2005, Global , HAT, a wholly owned subsidiary of Global and World
Jet, a wholly owned subsidiary of Global (collectively the "Borrowers") closed
on a First Modification to the May 5, 2005 Initial Loan Agreement with Global's
existing bank. The modification increased the $2.5 million operating line of
credit to $5 million, added a Guidance Line of Credit in the amount of $7
million solely for the acquisition of aircraft and Letter of Credit Facilities
in combined amounts not to exceed $200,000. The interest rate on the Line of
Credit was reduced from 3.5% per annum to 3.00% per annum in excess of the
applicable LIBOR rate. The interest rate on the Guidance Credit is also 3.00%
per annum in excess of the applicable LIBOR rate. The Line of Credit and any
Letter of Credit Facility remain secured by a first priory lien on Global's,
HAT's and World Jets personal property. Any advances pursuant to the Guidance
Credit shall be secured by a first priority lien on any aircraft purchased with
such advance. The Line of Credit, the Guidance Credit and the Letter of Credit
Facility all expire on October 31, 2007 and the entire outstanding principal
balance, all accrued and unpaid interest, and all other sums due and payable
under the Line of Credit, Guidance Credit and Letter of Credit Facility shall be
due on the expiration date. The interest rate applicable to the Line of Credit
on December 31, 2005 was 7.39% per annum.

While there is no required monthly repayment obligation of the Line of Credit,
the Line of Credit is based upon and limited by a borrowing base equal to the
sum of 80% of the outstanding amount of all Eligible Accounts as defined in the
Loan Agreement and 50% of the net book value of all Eligible Inventory as
defined in the Loan Agreement. While there is no required monthly repayment
obligation of the Guidance Credit, the Borrowers are required to repay, from
time to time, (i) an amount equal to any amount by which the outstanding
principal balance of the Guidance Credit exceeds $7 million, (ii) all amounts
received by Borrowers under any aircraft purchase agreement, other than an
initial down payment to the extent it does not exceed twenty-five percent (25%)
of the purchase price, and (iii) any portion of an advance or readvance not paid
within ninety (90) days of the advance or readvance. Borrowers are also
responsible to immediately repay to bank the amount of an advance upon any
breach of an aircraft purchase agreement. If any Letter of Credit Facility is
drawn upon, all principal and accrued and unpaid interest shall be due and
payable upon demand.


Possible Cancellations, Reductions or Delays

A large portion of our operating expenses is relatively fixed; therefore
cancellations, reductions or delays in orders by a customer or group of
customers could materially adversely affect our business, financial condition or
results of operations.


<PAGE>


                CRITICAL ACCOUNTING POLICIES AND USE OF ESTIMATES

Financial Reporting Release No. 60 of the SEC encourages all companies to
include a discussion of critical accounting policies or methods used in the
preparation of the financial statements. Our consolidated financial statements
filed as part of this annual report include a summary of the significant
accounting policies and methods used in the preparation of our consolidated
financial statements.

REVENUE RECOGNITION. We recognize revenues related to engine overhaul services
when we ship the overhauled engine. Revenues from fixed-fee contracts for MRO
sales are recognized on the percentage-of-completion method, measured by the
cost-to-cost method, commencing when progress reaches a point where experience
is sufficient to estimate final results with reasonable accuracy. Revision in
cost and labor hour estimates and recognition of losses on these contracts are
reflected in the accounting period in which the facts become known. Revenues
from time and material contracts are recognized as the services are performed.
Revenues from part sales are recognized when parts are shipped.

USE OF ESTIMATES. Management's Discussion and Analysis of Financial Condition or
Plan of Operation is based upon our consolidated financial statements, which
have been prepared in accordance with accounting principles generally accepted
in the United States. The preparation of our financial statements requires
management to make estimates and judgments that affect the reported amounts of
assets, liabilities, revenues and expenses, and the related disclosure of
contingent assets and liabilities. Management evaluates these estimates on an
on-going basis, including those related to estimated losses on disposal of
discontinued operations, the allowance to reduce inventory to the lower of cost
or net realizable value, the estimated profit recognized as aircraft
maintenance, design and construction services are performed, the allowance for
doubtful accounts and notes receivable, future cash flows in support of long
lived assets, medical benefit accruals, and the estimated fair values of
facilities under capital leases. Management bases its estimates on historical
experience and on various other assumptions that they believe are reasonable
under the circumstances, the results of which form the basis for making
judgments about the carrying value of assets and liabilities that are not
readily apparent from other sources. Actual results may differ from these
estimates under different assumptions and conditions.


Item 7. FINANCIAL STATEMENTS

The financial information required by Item 7 is included following Part III of
this report.


Item 8. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS OR ACCOUNTING AND
        FINANCIAL DISCLOSURE

On January 9, 2006, the Audit Committee of the Board of Directors of Global
voted to dismiss Larry O'Donnell, CPA, P.C. as the Registrant's independent
registered public accountant. Larry O'Donnell, CPA, P.C. was notified of the
dismissal on January 9, 2006. This dismissal followed the Audit Committee's
receipt of proposals from other independent auditors to audit the registrant's
consolidated financial statements for the fiscal year ended December 31, 2005.
None of the reports of Larry O'Donnell, CPA, P.C. on the consolidated financial
statements for either of the past two years or subsequent interim periods
contained an adverse opinion or disclaimer of opinion, or was qualified or
modified as to uncertainty, audit scope or accounting principles, except that
the reports did contain a going concern paragraph. During the Registrant's past
two fiscal years and through January, 9, 2006, there have been no disagreements
with Larry O'Donnell, CPA, P.C. on any matter of accounting principles or
practices, financial statement disclosure, or auditing scope or procedure, which
disagreements if not resolved to the satisfaction of Larry O'Donnell, CPA, P.C.
would have caused them to make reference thereto in their reports on the
financial statements of the Registrant for such years.

On January 9, 2006, the Audit Committee of the Board of Directors of the
Registrant engaged Epstein, Weber & Conover, PLC, ("EWC"), as the Registrant's
independent auditors with respect to the audit of the Registrant's consolidated
financial statements for the fiscal year ended December 31,2005. The decision to
engage EWC was made by the Audit Committee of the Board of Directors. Neither
the Registrant nor someone on behalf of the Registrant consulted with EWC
regarding any of the items listed in Item 304(a)(2) of Regulation SB. (See Form
8-K filed January 11, 2006.)

<PAGE>


Item 8A.  CONTROLS AND PROCEDURES

The Company, under the supervision and with the participation of its management,
including the Chief Executive Officer/Chief Financial Officer, evaluated the
effectiveness of the design and operation of the Company's "disclosure controls
and procedures"(as defined in rule 13a-15(e) under the Securities Exchange Act)
as of the end of the period covered by this report. Based on that valuation, the
Chief Executive/Chief Financial Officer concluded that the company's disclosure
controls and procedures are effective in timely making known material
information relating the Company and the Company's consolidated subsidiaries
required to be disclosed in the Company's reports filed or submitted under the
Exchange Act. There has been no change in the Company's internal control over
financial reporting during the quarter ended December 31, 2005 that has
materially affected, or is reasonably likely to materially affect, the Company's
internal control over financial reporting.


PART III


Item 9. DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL PERSONS; COMPLIANCE
        WITH SECTION 16(a) OF THE EXCHANGE ACT

The Directors and Officers of Global, all of those whose one year terms will
expire May 2006, or at such a time as their successors shall be elected and
qualified are as follows:

<TABLE>
<CAPTION>

Name & Address         Age           Position                   Date First Elected/Appointed          Term Expires
------------------------------------------------------------------------------------------------------------------

<S>                    <C>                                                 <C>                            <C>
Ian Herman             59         Chairman/CEO/CFO/Director                05/02                          05/06

John Sawyer            40         Director & President                     05/02                          05/06

Gordon Hamilton        52         Director                                 05/02                          05/06

Alfredo Mason          44         Director                                 05/04                          05/06

Lawrence Mulcahy       56         Director                                 05/04                          05/06

Seymour Siegel         63         Director                                 01/06                          05/06
</TABLE>


Each of the foregoing persons may be deemed a "promoter" of the company, as that
term is defined in the rules and regulations promulgated under the Securities
and Exchange Act of 1933.

Directors are elected to serve until the next annual meeting of stockholders and
until their successors have been elected and qualified. Officers are appointed
to serve until the meeting of the Board of Directors following the next annual
meeting of stockholders and until their successors have been elected and
qualified.

No Executive Officer or Director of the Corporation has been the subject of any
Order, Judgment, or Decree of any Court of competent jurisdiction, or any
regulatory agency permanently or temporarily enjoining, barring suspending or
otherwise limiting him from acting as an investment advisor, underwriter, broker
or dealer in the securities industry, or as an affiliated person, director or
employee of an investment company, bank, savings and loan association, or
insurance company or from engaging in or continuing any conduct or practice in
connection with any such activity or in connection with the purchase or sale of
any securities.

No Executive Officer or Director of the corporation has been convicted in any
criminal proceeding (excluding traffic violations) or is the subject of a
criminal proceeding, which is currently pending.

No Executive Officer or Director of the corporation is the subject of any
pending legal proceedings.

Mr. Siegel was appointed as a member of the Board of Directors in January of
2006 and his position as a Board Member is subject to ratification at the annual
stockholders' meeting in May of 2006.

<PAGE>


                            BIOGRAPHICAL INFORMATION

The following is a brief account of the business experience during at least the
past five years of each person who is a director and executive officer at the
time of filing this report, indicating the principal occupation and employment
during that period, and the name and principal business of the organization in
which such occupation and employment were carried out.

Ian Herman: CEO/CFO/Chairman. From 2002 through the present, Mr. Herman has
served as the CEO/CFO and Chairman of Global Aircraft Solutions, Inc. and its
subsidiaries. From 2000 through the present, Mr. Herman has been the President
of The Financial Capital, Inc., which is engaged in financial and business
consulting. From 1995-2000, Mr. Herman was Chairman and a Board Member for the
British government handling major inward investments into the United Kingdom as
well as administering and evaluating projects in diverse industries totaling
more than $200,000,000.00. During his tenure with the British government, Mr.
Herman was awarded the Freedom of the City of London in recognition of his
services. During the period of 1990-1999, Mr. Herman was the Chief Executive
Officer of his own accounting and business consulting business specializing in
publishing, healthcare, telecommunications, airlines, manufacturing and
information technology. From 1988-1990 Mr. Herman was Chairman and Chief
Executive Officer for British World Airlines Limited.

John B. Sawyer: President, Chief Operating Officer and Director. From May 2002
through the present, Mr. Sawyer has been the President of Global Aircraft
Solutions, Inc.. From 1998 through May 6, 2002, John Sawyer was Chief Operating
Officer of Hamilton Aviation, Inc. From 1996 until 1997, Mr. Sawyer was
president of Matrix Aeronautica S.A. de C.V., a Mexican repair station located
in Tijuana, Baja California. John received an A.A. in Aerospace Engineering from
the University of Texas (Austin). In 1986 John joined Pan American World Airways
based in Berlin, Germany. Subsequent to that he worked as a Production Foreman
at Raytheon, a Quality Control Supervisor at TIMCO, a Heavy Maintenance
Representative for World Airways, and Director of Quality Control at Federal
Express Feeder.

Gordon D. Hamilton: Director. Gordon is the son of Hamilton Aviation founder,
Gordon B. Hamilton, and literally grew up in the aviation business. Mr. Hamilton
joined Hamilton Aviation full time as Vice President, Marketing after graduating
with honors from the University of Chicago in 1978 with a BA in Tutorial
Studies. Gordon became President and Chief Executive Officer of Hamilton
Aviation in 1993; a position that he held until joining Hamilton Aerospace in
2003.

Alfredo Alejandro Mason: Director. From 1983 - 1986 Mr. Mason was the Director
of Administration and Engineering for Pan Aviation Airlines. From 1986 - 1988
Mr. Mason was the Senior Account Executive for the Aviation and Aerospace
Division of Marsh & McLennan. From 1988 - 1990 Mr. Mason was the Director of
Aviation and Aerospace for Sedgwick James. From 1990 - Present Mr. Mason was the
founder of and currently serves as the President and CEO of Southeast Marine and
Aviation Insurance. Mr. Mason attended Embry-Riddle Aeronautical University
where he majored in Aeronautical/Aerospace Engineering and also he attended the
University of Miami where he studied International Finance and Insurance.

Lawrence Mulcahy: Director. Since 1988, Mr. Mulcahy has served as the President
of L.L. Industries, d/b/a Davis Kitchens. Davis Kitchens is a wholesale
distributor of cabinetry for commercial and residential use. Since 1994, Mr.
Mulcahy has served as the President of Becker Specialties and Manufacturing in
Tucson, AZ, a manufacturer of plastic laminate countertop blanks. Mr. Mulcahy
has also been a partner in Davis Kitchens since 1994. Mr. Mulcahy received his
B.S. in Economics from the University of Arizona and was a member of the United
States Air Force prior to attending college.

Seymour Siegel: Director. Mr. Siegel is a principal in the business consulting
group of Rothstein, Kass & Company, P.C. Rothstein, Kass & Company is a national
firm of accountants and consultants with over 650 members and offices in 8
cities. Mr. Siegel was managing partner and founder of Siegel Rich and Co.,
P.C., which merged into Weiser & Co., LLP, a large regional firm where he was a
senior partner until forming Siegel Rich Inc. in 1994, which in April 2000,
became a division of Rothstein Kass. Mr. Siegel is also currently the Chairman
of the Audit Committee of Hauppauge Digital, Inc., Emerging Vision, Inc., and
Gales Industries, Inc.


                              Family Relationships

There are no family relationships between any directors or executive officers.


                              SIGNIFICANT EMPLOYEES

The following persons are considered significant employees of our HAT
subsidiary:

Ian Herman, Chairman and Chief Executive Officer. Biography above.

<PAGE>


John B. Sawyer, President. Biography above.

Alan R. Abate, Vice President and Senior Corporate Officer. Mr. Abate started
his aviation career in 1976 at Hamilton Aviation. During his early years, he
earned his FAA Airframe and Power plant certificates and honed his skills in
transport category aircraft repair, maintenance and modification. In 1986, Mr.
Abate joined the management team at Hamilton Aviation. Working days and going to
school at night, he earned an Advanced Certificate and AAS degree, with honors,
in Business Administration from Pima College in Tucson, Arizona. Since joining
HAT shortly after its inception in April 2002, Mr. Abate has been responsible
for contract management and corporate administration including human resources
and information systems for Hamilton Aerospace.

Patricia Graham, Chief Financial Officer. Since 1995, Patricia Graham has been
associated with the aviation industry serving as Divisional Controller for IAC
Complete Controls, Inc., as Regional Controller for American Aircarriers
Support, Inc., and as Controller and Corporate Officer for Evergreen Air Center,
Inc. prior to joining HAT. Ms. Graham graduated Summa Cum Laude from the
University of Arizona with a B.S. in Business Administration. Ms. Graham has
over 20 years history in accounting, fiscal planning and budgetary operations,
as well as 5 years public accounting experience.

David T. Querio, Vice President of Operations, Hamilton Aerospace. Mr. Querio
joined the Company in May 2004 and brings with him over 21 years of aviation
industry maintenance and maintenance management experience. Prior to joining
HAT, Mr. Querio was Vice President of Operations for a large FAR145 Repair
Station supervising in excess of 450 personnel. Prior to this, Mr. Querio served
as Vice President, General Manager of the AMS Goodyear, AZ facility; Vice
President, Engineering and Maintenance for Mesa Airlines; Vice President,
Maintenance for Mahalo Airlines and Vice President; Customer Support, Planning
and Sales for West Virginia Air Center. Mr. Querio also worked for American
Airlines for nine years in numerous mechanical and management positions.

The following persons are considered significant employees of our World Jet, Inc
subsidiary:

Ralph Garcia, General Manager, World Jet Corporation. Mr. Garcia established
World Jet Corporation in 1996 as a broker in the aircraft parts industry. World
Jet Corporation operated an aircraft parts facility in Los Angeles, CA until
2003 when the company relocated it's operations to Tucson, AZ. Mr. Garcia was
the owner and managing director of World Jet Corporation for 7 years until
January 1, 2004, the effective date of the acquisition of World Jet Corporation
by Global Aircraft Solutions, Inc. After the acquisition in January 2004, Mr.
Garcia accepted employment as the General Manager of the World Jet Corporation
division of Global Aircraft Solutions, Inc. Prior to establishing World Jet
Corporation in 1996, Mr. Garcia was self employed as an independent sales and
marketing representative and has over 15 years of experience in sales and the
aviation industry.

Andrew Maxam, Sales. Mr. Maxam started in the aviation business in 1987 as
director of sales with American Aerospace, Inc where sales increased from
$1,000,000 - $6,000,000 per year within the 4 year period of his employment
there. From 1991 - 1996 Mr. Maxam served as President of International Aerotech
Inc., an aerospace parts sales company employing 25 in Irvine, CA. Currently,
Mr. Maxam is responsible for sales at World Jet Corp, a company that has become
one of the world's largest parts sales companies.

Ramon P. Curbita, Accountant. Has been with the company since 2000. A
professional with 17 years experience in accounting and other related fields. He
has extensive knowledge in various industries such as banking, manufacturing,
construction, wholesale and retail industry. Graduated college with the a
Bachelor of Science Degree in Commerce, major in Accounting and an undergraduate
of Master in Business Administration at the Polytechnic University of the
Philippines. He held various positions as Finance and Operations Manager for Tan
Holdings Group of Companies in Guam and Chief Accountant for Saipan Ice and
Water Company in the Commonwealth of the Northern Mariana Islands, U.S.
Commonwealth, Pacific.


                         Exclusion of Director Liability

Pursuant to the General Corporation Law of Nevada, Global's Certificate of
Incorporation excludes personal liability on the part of its directors to Global
for monetary damages based upon any violation of their fiduciary duties as
directors, except as to liability for any acts or omissions which involve
intentional misconduct, fraud or a knowing violation of law or for improper
payment of dividends. This exclusion of liability does not limit any right which
a director may have to be indemnified and does not affect any director's
liability under federal or applicable state securities laws.


                                 Code of Ethics

Global has adopted a code of ethics applicable to its executive officers at this
time and that code is posted on its website at www.hamaerotech.com.
<PAGE>


                      Audit Committee and Financial Expert

Our board of directors has determined that Seymour Siegel is an "audit committee
financial expert" as defined in Item 401(e) of Regulation S-B. We have
separately designated a standing audit committee. Gordon Hamilton, Laurence
Mulcahy and Seymour Siegel are members of our audit committee.


Item 10. EXECUTIVE COMPENSATION.

Global currently has in place an employee stock compensation plan and two
compensatory stock option plans. Global has no long-term incentive plans, as
that term is defined in the rules and regulations of the Securities and Exchange
Commission. There are no other compensatory or benefit plans, such as retirement
or pension plans, in effect or anticipated to be adopted at this time, although
in the future the Board of Directors may adopt other plans.


          Compensation of Officers and Directors and Executive Officers

The table below presents information concerning the compensation of the
Company's Chairman of the Board, Chief Executive Officer and its other most
highly compensated executive officers for the current year. None of such persons
were compensated by the Company or by HAT during 2001. Such officers are
sometimes collectively referred to below as the "Named Officers."

<TABLE>
<CAPTION>

                                                    SUMMARY COMPENSATION TABLE

                                                      Long-Term Compensation

                               Annual Compensation                         Awards            Payouts
                              -------------------------------        ----------------------  --------
(a)                     (b)     (c)        (d)          (e)          (f)         (g)          (h)          (i)

Name and                Year   Salary      Bonus        Other        Restricted  Securities,  LTIP         Other
principal position                                                   Stock       Underlying   Payouts      Compensation
                                                                     Awards      options &
                                                                                 SAR's

                                                                     (Shares)

<S>                             <C>         <C>
     Ian Herman         2005   $125,655    $16,000      None         None        None         None         None
Chairman, CEO

                        2004   $120,012    $13,000      $8,000 (1)   2003award   133,334      None         None
                                                                     vested

                    2   2003   $109,717    None         None         2,500,000   None         None         None

                        2002   $ 75,240    None         None         None        $40,000      None         None


John B. Sawyer          2005   $155,755    $35,000      None         None        None         None         None
President, COO

                        2004   $146,546    $26,000      $46,000(1)   2003award   766,666      None         None
                                                                     vested

                    2   2003   $142,159    None         None         2,500,000   None         None         None

                        2002   $ 88,310    None         None           400,000   None         None         None

<PAGE>


                                                    SUMMARY COMPENSATION TABLE

                                                      Long-Term Compensation

                               Annual Compensation                         Awards            Payouts
                              -------------------------------        ----------------------  --------
(a)                     (b)     (c)        (d)          (e)          (f)         (g)          (h)          (i)

Name and                Year   Salary      Bonus        Other        Restricted  Securities,  LTIP         Other
principal position                                                   Stock       Underlying   Payouts      Compensation
                                                                     Awards      options &
                                                                                 SAR's

                                                                     (Shares)

Gordon Hamilton,        2005   $ 40,000    None         None         None        None         None         None
Director

                        2004   $ 46,598    None         None         None        None         None         None

                    3   2003   $ 33,518    None         None         None        None         None         None


Ronald J. Clark         2004   None        None         None         None        None         None         None
Former President,
CEO

                        2003   $ 28,766    None         None         None        None         None         None

                    4   2002   $ 75,240    $15,000      None         None        None         None         None


Randy J. Sasaki         2004   None        None         None         None        None         None         None
Former Director

                        2003   $0          None         None         None        None         None         None

                    5   2002   $0          $22,500      None         None        None         None         None


John Brasher            2004   None        None         None         None        None         None         None
Former Director

                        2003   $0          None         None         None        None         None         None

                    5   2002   $0          None         $18,340      None        None         None         None
</TABLE>

(1) Represents the amount of compensation from options awarded in May 2004 based
up a $.06 discount between the exercise price and the market price at the
measurement date.

(2) The Restricted stock awards given to Herman and Sawyer in 2003 are pursuant
to Employment Agreements filed under form DEF 14C on September 26, 2003.

(3) Hamilton became a director September 1, 2003.

(4) The bonus amounts payable in 2002 to Clark consist of awards of common stock
pursuant to the 1997 Employee Stock Compensation Plan. The restricted stock
awards consist of common stock awarded pursuant to the 1997 Employee Stock
Compensation Plan.

(5) Sasaki and Brasher were directors, and Sasaki was an executive officer of
the Company for the years respectively ended December 31, 2001 and 2002. Their
service terminated on May 3, 2002. Other compensation payable to Brasher for
those years consisted of legal fees.

The Company has or intends to implement employee benefits that are or will be
generally available to all its employees and its subsidiary employees, including
medical, dental and life insurance benefits and a 401(k) retirement savings
plan.


None of the Named Officers received any form of non-cash compensation from the
Company or Hamilton Aerospace in the years ended December 31, 2005, 2004, 2003
or 2002, nor currently receives any such compensation.

<PAGE>

<TABLE>
<CAPTION>

                                     OPTION/SAR GRANTS IN LAST FISCAL YEAR

                                                   Individual Grants

(a)                      (b)                   (c)                    (d)                   (e)

Name                     Number of             % of Total             Exercise or Base      Expiration Date
                         Securities            Options/SAR's          Price ($/Sh)
                         Underlying            Granted to Employees
                         Options/SAR's         in Fiscal Year
                         Granted
--------                 --------------        ---------------------  -----------------     ----------------

<S>                                             <C>
                                               NONE



                       AGGREGATED OPTION'SAR EXERCISES IN LAST FISCAL YEAR and FISCALYEAR-END OPTION/SAR VALUES

(a)                    (b)                  (c)                 (d)                      (e)

Name                   Shares Acquired on   Value Realized ($)   Exercisable              Unexercisable
                       Exercise
--------               -------------------  ------------------   ------------             -------------

Ian Herman             None                 N/A                  133,334                  N/A

John B. Sawyer         None                 N/A                  766,666                  N/A
</TABLE>


2002 Compensatory Stock Option Plan

Global has adopted the 2002 Compensatory Stock Option Plan for officers,
employees, directors and advisors (the "2002 CSO Plan"). The shareholders have
not yet approved this plan however, under our by-laws the directors are
empowered to issue options and shares under the plan. Global has reserved a
maximum of 3,000,000 Common Shares to be issued upon the exercise of options
granted under the 2002 CSO Plan. The 2002 CSO Plan will not qualify as an
"incentive stock option" plan under Section 422A of the Internal Revenue Code of
1986, as amended. The Board of Directors or other plan administrator will grant
options under the 2002 CSO Plan at exercise prices to be determined. With
respect to options granted pursuant to the 2002 CSO Plan, optionees will not
recognize taxable income upon the grant of options granted at or in excess of
fair market value. Global will be entitled to a compensating deduction (which it
must expense) in an amount equal to any taxable income realized by an optionee
as a result of exercising the option. The Board of Directors administers the
2002 CSO Plan. Options to purchase an aggregate of 2,540,000 shares of Global
common stock have been granted under the 2002 CSO Plan Options to purchase
900,000 shares were outstanding at December 31, 2005 and 270,000 shares had not
vested and had not been issued under agreements with employees.

2003 Employee Stock Compensation Plan

Global has adopted the 2003 Employee Stock Compensation Plan for officers,
employees, directors and advisors (the "2002 ESC Plan"). The shareholders have
not yet approved this plan however, under our by-laws the directors are
empowered to issue options and shares under the plan. Global has reserved a
maximum of 5,000,000 Common Shares to be issued upon the grant of awards under
the ESC Plan. Employees will recognize taxable income upon the grant of Common
Stock equal to the fair market value of the Common Stock on the date of the
grant and Global will recognize a compensating deduction at such time. The Board
of Directors administers the ESC Plan. 3,430,000 shares of Common Stock
available under the ESC Plan have been awarded and 3,330,000 shares had been
issued at December 31, 2005.

<PAGE>

                            Compensation of Directors

The Company has employment agreements with Ian Herman and John Sawyer. Each
provides for the payment of a base salary with increases in base salary based
upon the company's net profit performance and for bonus compensation based on
performance. On July 29, 2004 Directors Mason and Mulcahy accepted Engagement
Agreements to serve as Directors. The Agreements call for an honorarium payment
of $100.00 per hour for every hour reasonably expended in performance of their
duties and incentive compensation in the form of 100,000 shares each of common
stock, under the 2003 CSOP. On October 29, 2004, Gordon Hamilton resigned his
position with HAT and became a compensated Director for the Company at the
annual rate of $40,000 plus medical benefits and expenses.


Item 11. Security Ownership of Certain Beneficial Owners and Management and
         Related Stockholder Matters

The following table sets forth, as of December 31, 2005, the stock ownership of
each officer and director of Global, of all officers and directors of Global as
a group, and of each person known by Global to be a beneficial owner of 5% or
more of its Common Stock, $.001 par value per share. Except as otherwise noted,
each person listed below is the sole beneficial owner of the shares and has sole
investment and voting power of such shares. No person listed below has any
option, warrant or other right to acquire additional securities of Global,
except as noted.


NAME AND ADDRESS OF          AMOUNT OF COMMON STOCK      PERCENT OF COMMON STOCK
BENEFICIAL OWNER             OWEND BENEFICIALLY          OUTSTANDING 4
----------------             ------------------          -------------

Ian M. Herman                     2,446,834           1    5.23%

John B. Sawyer                    2,681,666           2    5.73%

Alfredo Mason                        100,000          3     .21%

Lawrence Mulcahy                     100,000          3     .21%

All Directors and Executive       5,328,500               11.38%
Officers


Barron Partners                   7,200,000           5   15.38%

CRT Capital Group, LLC            2,500,000                5.34%

Contrarion fund                   4,000,000                8.54%


1    2,500,000 shares originally issued pursuant to Employment Agreement filed
     under DEF14C on September 26, 2003. Includes 133,334 in options that are
     exercisable and the disposition of any shares effected during 2005.

2    2,500,000 shares originally issued pursuant to Employment Agreement filed
     under DEF14C on September 26, 2003. Included 766,666 in options that are
     exercisable and the disposition of any shares effected during 2005.

3    100,000 shares issued to each Director, as per agreement, in return for one
     year's service on the Board.

4    Percent of common stock is based on 46,828,215 shares of common stock
     issued and outstanding on March 22, 2006 with beneficial ownership being
     determined in accordance with the rules of the SEC and including voting or
     investment power with respect to securities. Securities "beneficially
     owned" by a person may include securities owned by or for, among others,
     the spouse, children or certain other relatives residing with such person
     as well as other securities as to which the person has or shares voting or
     investment power or has the option or right to acquire within 60 days of
     March 22, 2006. Shares issuable pursuant to the exercise of warrants and
     the exercise of options are deemed outstanding for computing the percentage
     of any other person.

<PAGE>


5    All shares may be acquired by the exercise of a $1.36 warrant.

Item 12. Certain Relationships and Related Transactions.

There were no transactions, or series of transactions, for the years ended
December 31,2005, 2004 or 2003 to which Global was a party, in which the amount
exceeds $60,000, and in which to the knowledge of Global, any director,
executive officer, nominee, five percent or greater shareholder, or any member
of the immediate family of any of the foregoing persons, have or will have any
direct or indirect material interest.


Item 13. Exhibits and Reports on Form 8-K.

(a) Exhibits. The following exhibits are filed with this report, except those
indicated as having previously been filed with the Securities and Exchange
Commission and incorporated by reference to another report, registration
statement or form. As to any shareholder of record requesting a copy of this
report, Global will furnish any exhibit indicated in the list below as filed
with report upon payment to Global of its expenses in furnishing the
information.

2.1 Stock Exchange Agreement and Plan of Reorganization dated April 12, 2002,
among the Company, JSC and the shareholders of JSC, incorporated by reference to
Exhibit 2.1 to Form 8-K dated May 1, 2003.................................... 1

2.1 Stock Exchange Agreement and Plan of Reorganization dated April 30, 2002,
among the Company, HAT and the shareholders of HAT, incorporated by reference to
Exhibit 2.1 to Form 8-K dated May 3, 2003.................................... 1


3.1 Articles of Incorporation of Renegade Venture Corporation, incorporated by
reference to Exhibit 3.1 to registration statement on Form S-18, file No.
33-30476 dated August 11, 1989 .............................................. 1

3.2 Bylaws of Renegade Venture Corporation, incorporated by reference to Exhibit
3.2 to registration statement on form S-18, file No.33-30476 dated August 11,
1989 ........................................................................ 1

3.5 Amendment to Articles of Incorporation of RenegadeVenture Corporation,
incorporated by reference from Exhibit 3.5 to Form 8-K dated August 16, 1996.  1

3.6 Articles and Certificate of Merger dated September 18, 1997, between
Renegade Venture Corporation and Renegade Venture (Nev.) Corporation, a Nevada
corporation, with Merger Agreement attached thereto as Exhibit A, incorporated
by reference to Exhibit 2.1 to Form 8-K dated October 2, 1997. ............... 1

3.7 Certificate of Incorporation of Renegade Venture (Nev.) Corporation,
incorporated by reference to Exhibit 3.1 to Form 8-K old-fashioned October 2,
1997......................................................................... 1

3.8 Bylaws of Renegade Venture (Nev.) Corporation, incorporated by reference to
Exhibit 3.2 to Form 8-K dated October 2, 1997................................ 1

3.9 Articles of Incorporation of Johnstone SoftMachine Corporation, incorporated
by reference to Exhibit 3.1 to Form 8-K dated May 1, 2003.................... 1

3.10 Bylaws of Johnstone SoftMachine Corporation, incorporated by reference to
Exhibit 3.2 to Form 8-K dated May 1, 2003.................................... 1

3.11 Articles of Incorporation of Hamilton Aerospace Technologies, Inc.,
incorporated by reference to Exhibit 3.1 to Form 8-K dated May 3, 2003....... 1

3.12 Bylaws of Hamilton Aerospace Technologies, Inc., incorporated by reference
to Exhibit 3.2 to Form 8-K dated May 3, 2003................................. 1

3.13 Amendment to Articles of Incorporation/By-Laws incorporated by reference to
Form 8-K dated 12/16/04...................................................... 1

3.14 Amended and Restated Articles of Incorporation of Global dated December 10,
2004 incorporated by reference to the SB-2 registration effective February 8,
2006
<PAGE>


4.1 Specimen common stock certificate, incorporated by reference to Exhibit 4.1
to registration statement of Form S-18, file No. 33-30476 dated August 11,
1989......................................................................... 1

4.2 Common stock Purchase Warrants Issued to Barron Partners on May 31, 2005
incorporated by reference to the SB-2 registration effective February 8, 2006.

4.3 Common Stock Purchase Warrants Issued to JG Capital on May 31, 2004
incorporated by reference to the SB-2 registration effective February 8, 2006.

10.1 Common Stock Option granted to Randy J. Sasaki.......................... 1

10.2 Common Stock Option granted to John D. Brasher Jr....................... 1

10.3 Data License Agreement dated April 12, 2002, between LogiCapital
Corporation and Johnstone SoftMachine Corporation, incorporated by reference to
Exhibit 10.1 to Form 8-K dated May 1, 2003................................... 1

10.4 Sale of Assets Agreement dated April 15, 2002, between Hamilton Aerospace
and Hamilton Aviation, Inc., incorporated by reference to Exhibit 10.1 to Form
8-K dated May 3, 2002........................................................ 1

10.5 Acquisition of World Jet Corporation incorporated by reference to Form 8-K
filed August 13,2004......................................................... 1

10.6 Subscription agreement private offering incorporated by reference to Form
8-K filed September 8, 2004.................................................. 1

10.7 Consignment agreement incorporated by reference to Form 8-K filed December
8, 2004...................................................................... 1

10.8 Stock Purchase Agreement dated May 31, 2004 with Barron Partners, LP
incorporated by reference to the SB-2 registration effective February 8, 2006.

10.9 Property Lease between Hamilton Aerospace technologies, Inc. and Tucson
airport Authority incorporated by reference to the SB-2 registration effective
February 8, 2006.

10.10 Employment Agreement Dated July 21, 2003 between Ian Herman and Global
Aircraft solutions, Inc. incorporated by reference to the SB-2 registration
effective February 8, 2006.

10.11 Employment Agreement Dated July 21, 2003 between John Sawyer and Global
Aircraft Solutions, Inc. incorporated by reference to the SB-2 registration
effective February 8, 2006.

11.1 Statement regarding computation of per share earnings incorporated to notes
to the audited financial statements herein................................... 2

14.1 Code of Ethics.......................................................... 1

21.1 Subsidiaries of the Registrant.......................................... 2

22.1 Published report regarding matters submitted to vote.................... 2

31.1 Rule 13a -14/15d -14 (a) Certifications................................. 2

32.1 Section 1350 Certifications............................................. 2

99.1 1997 Compensatory Stock Option Plan, incorporated by reference to Exhibit
10.1 to Form 8-K dated October 2, 1997....................................... 1

99.2 1997 Employee Stock Compensation Plan, incorporated by reference to Exhibit
10.2 to Form 8-K dated October 2, 1997....................................... 1

99.3 2002 Compensatory Stock Option Plan, incorporated by reference to Exhibit

99.1 to Form 8-K dated May 1, 2002........................................... 1


1  - Incorporated by reference to another registration statement, report or
     document.

2 -   Included as part of this Report.


(b) Reports on Form 8-K.

Filed during 4th Quarter of 2005:

November 16, 2005 - covering Item 1.01, Entry into a Material Definitive
Agreement.
<PAGE>


November 17, 2005 - covering Item 7.01. Regulation FD Disclosure Agreement and
Item 9.01 Financial Statements and Exhibits. the exhibit was 99.1, Press Release
of Global Aircraft Solutions, Inc. issued November 17, 2005.

November 21, 2005 - covering Item 1.01, Entry into a Material Definitive
Agreement and Item 9.01 Financial statements and Exhibits. The exhibit was 99.1
Aircraft Sale and Purchase Agreement dated November 14, 2005.

December 2, 2005 - covering Item 2.02, Results of Operations and Financial
Condition and Item 9.01 Financial Statements and Exhibits. The exhibit was 99.1,
Transcript of November 16, 2005 Conference Call discussing financial performance
and results of operations for fiscal quarter ended September 30, 2005.

December 7, 2005 - covering Item 7.01, Regulation FD Disclosure and Item 9.01
Financial Statements and Exhibits. The exhibit was 99.1, Global Aircraft
Solutions, Inc. December 6, 2005 investor Presentation.

December 14, 2005 - covering Item 1.01 and Item 2.03, Entry into a Material
Definitive Agreement and Creation of a Direct Financial Obligation of a
Registrant, respectively and Item 9.01 Financial Statements and Exhibits. The
exhibits were 99.1, Press Release of Global Aircraft Solutions, Inc. dated
December 13, 2005 and 99.2, Form of Modificatin to Loan Agreement among Global
Aircraft Solutions, Inc., Hamilton Aerospace Technologies, Inc. and World Jet
Corporation as borrowers and Bank as lender.


Filed in earlier quarters of 2005:

January 21, 2005 - covering Item 1.01, Entry into a Material Definitive
Agreement and Item 9.01 Financial Statements and Exhibits. The exhibit was a
Press release of global aircraft solutions, Inc. issued January 20, 2005.

February 8, 2005 - covering Item 2.03 Creation of a direct FinancialObligation
of a Registrant. And Item 9.01 Financial Statements and Exhibits. The exhibilts
were 99.1, form of Loan Agreement between Hamilton Aerospace Technoloties, Inc.
as Borrower and M&I Bank as Lender; 99.2, form of Promissory Note by Hamilton
Aerospace Technologies, Inc. in favor M&I Bank as Lender; 99.3, Form of Security
Agreement between Hamilton Aerospace Technologies, Inc., as grantors, in favor
of M&I Bank as secured creditors; 99.4, form of Guaranty between Global Aircraft
Solutions, Inc. ("Registrant") and M&I Bank as Lender.

July 14, 2005 - covering Item 1.01 and Item 2.03, Entry into a Material
Definitive Agreement and Creation of a Direct Financial Obligation of a
Registrant, respectively and Item 9.01 Financial Statements and Exhibits. The
exhibits were 99.1, Form of Loan Agreement among Global Aircraft Solutions,
Inc., Hamilton Aerospace Technolgies, Inc. and World Jet Corporation as
borrowers and Bank as lender; 99.2, Form of Promissory Note by Global Solutions,
Inc., Hamilton Aeropsace Technologies, Inc. and World Jet Corporation in favor
of Bank as Lender; 99.3, Form of Acknowledgement of Closing date of Line of
Credit.

August 2, 2005 - covering Item 3.02, Unregistered Sales of Equity Securities.

August 18, 2005 - covering Item 1.01, Entry into a Material Definitive Agreement
and Item 9.01 Financial Statements and Exhibits. The exhibit was Press Release
of Global Aircraft Soluions, Inc. issued august 15, 2005.

September 1, 2005 - covering Item 1.01, Entry into a Material
DefinitiveAgreement and Item 9.01 Financial Statements and Exhibits. The
exhibits were 99.1, Operating agreement of Jetglobal, LLC and 99.2, Press
Release of Global Aorcraft Solutions, Inc. issued September 1, 2005.

September 9, 2005 - covering Item 1.01, Entry into a Material
DefinitiveAgreement and Item 9.01 Financial Statements and Exhibits. The
exhibits were 99.1, Operating Agreement of Jetglogbal, LLC; 99.2, Press Release
of Global Aircraft Solutions, Inc. issued September 1, 2005; 99.3, Aircraft Sale
& Purchase Agreement between Jetglobal,LLC and Jetran, LLC.

September 13, 2005 - covering 3.02, Unregistered Sales of Equity Securities.


Item 14.  Principal Accountant Fees and Services

The following table represent aggregate fees billed to the Company for the years
ended December 31, 2004 and 2005 by Larry O'Donnell, CPA, P.C., the company's
principal accounting firm.

                                          Year Ended December 31,
                                          -----------------------
                                            2004           2005
                                          --------       --------

               Audit Fees                 $  9,390       $ 15,850
               Audit-related Fees (a)       11,500          4,600
               Tax Fees (b)                                 1,000
               All Other Fees (c)            7,140          5,250

                  Total Fees (d)           $28,030       $ 26,700
<PAGE>


(a) Primarily audit services for acquisitions and review services

(b) Primarily tax returns, advice and planning

(c) Primarily advisory services relating to compliance with reporting
requirements

(d) All fees have been approved by the Audit Committee. All work was performed
by the principal accounting firm's full-time permanent employees.

The Audit Committee has considered whether performance of services other than
audit services is compatible with maintaining the independence of Larry
O'Donnell, CPA, P.C.

In 2004, the Audit Committee adopted a formal policy concerning approval of
audit and non-audit services to be provided by the independent auditor to the
Company. The policy requires that all services Larry O'Donnell, CPA, P.C., the
Company's independent auditor, may provide to the Company, including audit
services and permitted audit-related and non-audit services, be pre-approved by
the Committee.


                                   SIGNATURES

In accordance with section 13 or 15(d) of the Securities Exchange Act of 1934,
the Registrant caused this Report on Form 10-KSB to be signed on its behalf by
the undersigned, thereto duly authorized individual.


Date: April 5, 2006


GLOBAL AIRCRAFT SOLUTIONS, INC.
Formerly Renegade Venture (NEV) Corporation


                                          By:  /s/  Ian Herman
                                               ---------------------------------
                                               Ian Herman, Chief Executive
                                               Officer


In accordance with the Securities Exchange Act of 1934, this report has been
signed below on behalf of the Registrant and in the capacities and on the dates
indicated.


Name                                                            Date
----                                                            ----

/s/  Ian M. Herman                                             04/05/2006
------------------------------------------------
     Ian M. Herman
     Director, Chairman, Chief Executive Officer
     And Chief Financial Officer
     (Principal Executive Officer)


/s/  John B. Sawyer                                            04/05/2006
-------------------------------------------------
     John B. Sawyer
     President, Director (Chief Operating Officer)


/s/  Patricia Graham                                           04/05/2006
-------------------------------------------------
      Patricia Graham
      (Principal Financial and Accounting Officer)

<PAGE>


                           Larry O'Donnell, CPA, P.C.

Telephone (303)745-4545                                 2228 South Fraser Street
                                                                          Unit 1
                                                          Aurora, Colorado 80014


             Report of Independent Registered Public Accounting Firm

To the Board of Directors
Global Aircraft Solutions, Inc.
Tucson, Arizona


I have audited the accompanying balance sheet of Global Aircraft Solutions, Inc.
(formerly Renegade Venture (Nev.) Corporation, as of December 31, 2004, and the
related statements of loss, changes in stockholders' equity, and cash flows for
the years then ended. These financial statements are the responsibility of the
Company's management. My responsibility is to express an opinion on these
financial statements based on my audits.

I conducted my audits in accordance with standards of the Public Company
Accounting Oversight Board (United States). Those standards require that I plan
and perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
financial statement presentation. I believe that my audits provide a reasonable
basis for my opinion.

In my opinion, the financial statements referred to above present fairly, in all
material respects, the financial position of Global Aircraft Solutions, Inc.
(formerly Renegade Venture (Nev.) Corporation as of December 31, 2004 and the
results of its operations and cash flows for the year then ended in conformity
with accounting principles generally accepted in the United States of America.


Larry O'Donnell, CPA, P.C.
March 25, 2005


<PAGE>





             Report of Independent Registered Public Accounting Firm
             -------------------------------------------------------


To the Board of Directors and Shareholders
       of Global Aircraft Solutions, Inc.:

We have audited the accompanying consolidated balance sheet of Global Aircraft
Solutions, Inc. and subsidiaries as of December 31, 2005 and the related
consolidated statements of operations, shareholders' equity and cash flows for
the year then ended. These financial statements are the responsibility of the
Company's management. Our responsibility is to express an opinion of these
financial statements based on our audit.

We conducted our audit in accordance with the standards of the Public Company
Accounting Oversight Board (United States). Those standards require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
financial statement presentation. We believe that our audit provides a
reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of Global Aircraft Solutions, Inc.
and subsidiaries as of December 31, 2005 and the results of their operations and
their cash flows for the year then ended, in conformity with accounting
principles generally accepted in the United States of America.



/s/  EPSTEIN, WEBER & CONOVER, PLC
     Scottsdale, Arizona
     April 3, 2006






<PAGE>

<TABLE>
<CAPTION>

                                      GLOBAL AIRCRAFT SOLUTIONS, INC.
                                Formerly Renegade Venture (Nev.) Corporation
                                        Consolidated Balance Sheet
                                       December 31, 2004 and 2005
                                                (Audited)


                                                 ASSETS

                                                                   2004                      2005
                                                               -----------               -----------
<S>                                                            <C>                       <C>
CURRENT ASSETS
Cash and cash equivalents                                      $   549,904               $   368,013
Accounts receivable                                              4,766,215                 4,993,138
Note receivable                                                    175,642                 1,997,868
Inventory                                                        3,507,249                 6,580,092
Restricted funds                                                     --                       98,500
Other current assets                                               380,932                   304,987
                                                               -----------               -----------

  TOTAL CURRENT ASSETS                                         $ 9,379,942               $14,342,598

Property, plant and equipment                                    1,632,134                 1,642,141
Investments                                                         25,000                    25,000
Equity in net assets of and advances to affiliates                                         6,333,690
Customer list, net                                                 267,771                   133,886
Agreement with vendor, net                                          56,980                    28,490
Goodwill                                                            38,992                    38,992
Inventory, non current                                             212,500                 2,187,343
Deferred income taxes                                                                        130,000
Other assets                                                       144,693                   192,481
                                                               -----------               -----------

  TOTAL ASSETS                                                 $11,758,012               $25,054,621
                                                               ===========               ===========


The accompanying notes are an integral part of these consolidated financial statements.
</TABLE>

<PAGE>


<TABLE>
<CAPTION>

                         GLOBAL AIRCRAFT SOLUTIONS, INC.
                  Formerly Renegade Venture (Nev.) Corporation
                           Consolidated Balance Sheet
                           December 31, 2004 and 2005
                                    (Audited)


                      LIABILITIES AND STOCKHOLDERS' EQUITY

                                                         2004            2005
                                                     ------------    ------------
<S>                                                  <C>             <C>
CURRENT LIABILITIES
Notes payable                                        $          0    $  2,564,739
Accounts payable - trade                                2,644,593       7,181,397
Due to factor                                             604,411               0
Customer deposits                                         280,537
Billings in excess of costs and estimated
  earnings on contracts in progress                       966,238          23,458
Accrued liabilities                                       844,709         570,724
Income taxes payable                                      311,182         426,000
Commitments & contingencies                                     0               0
                                                     ------------    ------------

  TOTAL CURRENT LIABILITIES                          $  5,651,670    $ 11,026,222

  TOTAL LIABILITIES                                  $  5,651,670    $ 11,026,222

STOCKHOLDERS' EQUITY
Common stock, $.001 par value, 100,000,000
shares authorized in 2004 and 2005;
31,030,386 and 38,998,215 issued and
30,650,386 and
38,618,215 outstanding in 2004 and 2005              $     31,030    $     38,998
Additional paid-in capital                              7,033,950      11,904,683
Deferred compensation                                                     (80,000)
Contributed capital                                       620,289         620,289
Retained earnings (Accumulated deficit)                (1,578,927)      1,544,429
                                                     ------------    ------------

  TOTAL STOCKHOLDERS' EQUITY                         $  6,106,342    $ 14,028,399
                                                     ------------    ------------

  TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY         $ 11,758,012    $ 25,054,621
                                                     ============    ============


The accompanying notes are an integral part of these consolidated financial
statements.

<PAGE>

                         GLOBAL AIRCRAFT SOLUTIONS, INC.

                  Formerly Renegade Venture (Nev.) Corporation
                      Consolidated Statement of Operations
                     Years ended December 31, 2004 and 2005
                                    (Audited)

                                                       2004            2005
                                                   ------------    ------------


Net sales                                          $ 30,851,118    $ 41,228,648
Cost of sales                                       (24,195,426)    (30,842,461)
Inventory write down                                   (212,500)       (215,500)
                                                   ------------    ------------

Gross profit                                          6,443,192      10,170,687
Selling, general and administrative expenses         (4,826,519)     (7,788,047)
Penalties                                              (295,903)         (1,061)
                                                   ------------    ------------

Gain (loss) from operations                           1,320,770       2,381,579

Other income (expense):
  Interest income                                        85,521         245,610
  Interest expense                                     (329,023)       (386,927)
  Gain on renegotiation of contract                   1,144,502
  Miscellaneous expense                                  (9,084)           (110)
  Discounts taken                                        45,438           7,715
  Miscellaneous income                                   31,162         130,571
  Equity in income of unconsolidated
   affiliate income                                                   1,111,096
                                                   ------------    ------------

Net profit (loss), before tax                      $  2,291,286    $  3,489,534
   Provision for income taxes                                          (366,178)
                                                   ------------    ------------

Net profit (loss), after taxes                     $  2,291,286    $  3,123,356
                                                   ============    ============

Net profit (loss) per share (Basic)                $       0.09    $       0.09
                                                   ============    ============
Net profit (loss) per share (Fully Diluted)        $       0.09    $       0.09
                                                   ============    ============


The accompanying notes are an integral part of these consolidated financial
statements.

<PAGE>

                                                   GLOBAL AIRCRAFT SOLUTIONS, INC.
                                            Formerly Renegade Venture (NEV.) Corporation
                                     Consolidated Statement of Changes in Stockholders' Equity
                             For the Year Ended December 31, 2004 and the Year Ended December 31, 2005

                                           Additional     Contributed     Deferred      Treasury     Accumulated    Stockholder
                                             Paid-in        Capital     Compensation     Stock    Earnings/Deficit    Equity
                                             Capital
                     Shares      Amount      Amount         Amount         Amount                      Amount         Amount
                   -----------   -------   -----------    -----------    -----------    ---------    -----------    -----------
 Balance December   17,480,000    17,860     2,412,373        620,289       (332,000)                 (3,870,213)    (1,151,691)
     31, 2003

  1st Qtr, 2004

   Compensation                                                               12,000
     expensed

   2ndQtr, 2004

 Shares issued to    9,600,000     9,600     3,009,600
 Barron partners
    for a cash
 consideration of
  $.34 per share

Shares pledged as    1,000,000     1,000       499,000
  payment on the
purchase of World
  Jet valued at
   $.50 (issued
     7/27/04)

 900,000 options                                54,000
 granted at $ .06
   below market

  3rd Qtr, 2004

 Shares issued to    2,115,386     2,115       946,832
JG Capital, et al
    for a cash
 consideration or
  $.52 per share

  Shares issued         55,000        55        17,545
 upon exercise of
 options at $.32
  per share and
 cash payment of
     $17,600.

 Shares issued as      400,000       400        91,600
 compensation for
   professional
  services to be
 rendered over a
 two-year period
Valued at $92,000

 100,000 options                                 3,000
  granted at .03
   below market

  Shares vested                                                              320,000
 (Herman & Sawyer
    employment
  agreement, 3rd
 Quarter of 2003)

  4th Qtr, 2004

 Net Income/Loss                                                                                       2,291,286
                   -----------   -------   -----------    -----------    -----------    ---------    -----------    -----------
 Balance December   30,650,386    31,030     7,033,950        620,289              0                  (1,578,927)     6,106,342
     31, 2004

  1st Qtr, 2005

  Shares issued,        50,000        50        14,950
Options exercised
  50,000 @ $0.30

  2nd Qtr, 2005

    No change

  3rd Qtr, 2005

 Shares issued to    7,200,000     7,200     4,644,000
 Barron Partners
    for a cash
 consideration of
  $.68 per share

  Shares issued        421,812       422          (422)
  under non-cash
   provision of
    warrants

  4th Qtr, 2005

 Shares issued to      200,000       200       156,800                      (80,000)
 Directors under
 agreement; price
    at original
    measurement
   date of $.23
 price at revised
 measurement date
  $0.80, 100,000
 shares for 2006;
100,000 shares to
  be expensed in
       2006

 Shares issued to       15,000        15        19,485
  employee under
    agreement,
      price
  at measurement
  date of $1.30

 Shares issued to       60,000        60        35,940
 employees under
 agreement, price
  at measurement
   date of $.60

  Shares issued         21,017        21           (21)
  under non-cash
   provision of
     warrants

 Net Income/Loss                                                                                       3,123,356
                   -----------   -------   -----------    -----------    -----------    ---------    -----------    -----------
     Balance        36,618,215    38,998    11,904,683        620,289        (80,000)                  1,544,429     14,028,399
   December 31
       2005

The accompanying notes are an integral part of these consolidated financial statements.

<PAGE>

                            GLOBAL AIRCRAFT SOLUTIONS, INC.
                     Formerly Renegade Venture (Nev.) Corporation
                         Consolidated Statement of Cash Flows
                        Years ended December 31, 2004 and 2005
                                       (Audited)

                                                                2004           2005
                                                            -----------    -----------
Increase (Decrease) in Cash and Cash Equivalents:

Cash flows from operating activities:
    Net Profit/(Loss)                                       $ 2,291,286    $ 3,123,356

Adjustments to reconcile net loss to net cash
  provided (used) by operating activities:
    Equity in income of unconsolidated affiliate                            (1,111,096)
    Depreciation                                                325,966        489,818
    Amortization                                                162,376        162,376
    Write down of inventory                                     212,500        212,500
    Deferred income taxes                                                        6,400
    Allowance for Doubtful Accounts                              14,944        473,208
    Gain from Renegotiation of Contract                      (1,144,502)
    Expenses paid with stock                                    476,613        326,594
                                                            -----------    -----------
Net adjustments to reconcile net Profit(Loss) to net cash        47,897       (559,800)

Changes in Assets and Liabilities:
    Accounts receivable                                      (3,584,402)    (2,775,131)
    Prepaid expenses                                            (75,157)      (115,149)
    Inventory                                                (1,631,494)    (5,260,186)
    Investments                                                 (25,000)
    Restricted funds                                               (409)       (98,500)
    Other current assets                                         83,906         56,384
    Other non-current assets                                   (212,500)      (177,788)
    Accounts payable-trade                                    2,269,999      4,535,546
    Accounts payable-related party                               16,173         (6,219)

    Customer deposits                                           252,737       (280,537)
    Billings in excess of cost and estimated
       earnings on contracts in progress                        642,552       (942,780)
    Income Taxes Payable                                        208,989        374,722
    Accrued liabilities                                        (414,735)      (272,908)
                                                            -----------    -----------
Net cash used by operating activities                          (130,158)    (1,279,390)

Cash flows from investing activities:
    Purchase of property, plant and equipment                (1,388,070)      (499,827)
    Purchase of World Jet, net of cash acquired                (959,644)
    Payments on note receivable                                                196,390
    Investment in Jetglobal, LLC                                            (5,222,594)
                                                            -----------    -----------
Net cash used by investing activities                        (2,347,714)    (5,526,031)

Cash flows from financing activities:
    Proceeds from issuance of common stock                    4,381,600      4,911,000
    Payments related to common stock issued                    (395,853)      (244,800)
    Proceeds from bank loans                                  1,723,686      7,511,373
    Repayments of bank loans                                 (1,851,400)    (4,949,634)
    Due to factor                                              (394,391)      (604,409)
    Redemption of shares                                       (400,535)
    Other financing activities, net                             (44,011)
                                                            -----------    -----------
Net cash provided by financing activities                     3,019,096      6,623,530

Net increase (decrease) in cash and cash equivalents            541,224       (181,891)
Cash and cash equivalents at beginning of period                  8,680        549,904
                                                            -----------    -----------

Cash and cash equivalents at end of period                  $   549,904    $   368,013
                                                            ===========    ===========


     1.   Interest paid in 2004 was $329,023 and in 2005, $375,745 was paid.
     2.   No income taxes were paid in 2004 and$121,473 was paid in 2005.

Schedule of non-cash investing and financing activities:

     o    Common stock issued for World Jet corporation $500,000 in July 2004
     o    During the 4th quarter of 2005 $1,475,000 in accounts receivable was
          transferred to a Note receivable. The Note stipulates weekly payments
          of $52,993.76, has an interest rate of 8% per annum, and is all due
          and payable on or before June 9, 2006
     o    During the 4th quarter of 2005, a note receivable in the amount of
          $600,000 was issued to the Company by Avolar Aero Lineas SA de CV. The
          note is all due and payable on or before June 30, 2006 and bears
          interest at 6.5% per annum.


The accompanying notes are an integral part of these consolidated financial statements.


</TABLE>
<PAGE>

                         GLOBAL AIRCRAFT SOLUTIONS, INC.
                  (Formerly Renegade Venture (NEV) Corporation)
                          Notes to Financial Statements
                     December 31, 2004 and December 31,2005


1.  BASIS OF PRESENTATION

These consolidated financial statements include the accounts of Global Aircraft
Solutions, Inc., formerly Renegade Venture (NEV.) Corporation and its wholly
owned subsidiaries, Hamilton Aerospace Technologies, Inc. ("HAT") and Johnstone
Softmachine Corporation ("Johnstone"), and World Jet Corporation ("World Jet"),
collectively, the "Company". HAT and Johnstone were acquired by Global on May 2,
2002. For accounting purposes, the transaction has been treated as an
acquisition of Global, formerly Renegade Venture (NEV.) Corporation by HAT and
as a recapitalization of Global, formerly Renegade Venture (NEV.) Corporation.
The acquisition of 100% of World Jet, Inc. was finalized on July 15, 2003, with
an effective date of January 1, 2003. As such, the financial statements reflect
the accounting activity of HAT since its inception date of April 5, 2002 and of
World Jet since January 1, 2004. Johnstone is currently inactive.


2.  ORGANIZATION AND NATURE OF OPERATIONS

Global Aircraft Solutions, Inc., formerly Renegade Venture (Nev.) Corporation,
formerly Renegade Venture Corporation, was incorporated on February 13, 1989, as
a Delaware corporation. In 1997, the Company was re-domiciled as a Nevada
Corporation through a merger with a newly formed Nevada Corporation, Renegade
Venture (NEV.) Corporation, a wholly owned subsidiary of Renegade Venture
Corporation.

On May 2, 2002, the Company acquired 100% of the common stock of Hamilton
Aerospace Technologies Inc. ("HAT") pursuant to a Stock Exchange Agreement
whereby the former shareholders of HAT received 12,500,000 common shares of
Renegade Venture (NEV.) Corporation, now Global Aircraft Solutions, Inc.
Subsequent to this reverse merger there were 16,200,000 total common shares
outstanding. HAT was formed on April 5, 2002 and commenced operations on April
15, 2002. HAT provides large aircraft maintenance, repair and modification
services to owners and operators of large transport-category commercial jet
aircraft. Services of this nature are required and needed by passenger and cargo
air carriers, aircraft lessors, and governmental entities. HAT provides services
to both domestic and foreign customers.

On April 12, 2002, Renegade Venture (NEV.) Corporation, now Global aircraft
solutions, Inc., acquired 100% of the common stock of Johnstone Softmachine
Corporation (Johnstone) pursuant to the Stock Purchase Agreement and Plan of
Reorganization by and between LogiCapital Corporation (the principal shareholder
of Johnstone), an entity controlled by John Brasher, who, at that time, was a
director of Renegade Venture (NEV.) Corporation (he has since resigned) and
Renegade Venture (NEV.) Corporation. Mr. Brasher was also a principal
stockholder of Renegade Venture (NEV.) Corporation prior to the merger. As such,
this transaction represented a transfer between control groups and is reported
on a historical cost basis. Johnstone was formed on May 8, 1996 has had no
substantial operations, and is in the development stage. Johnstone currently
lacks the funding necessary to commence operations.

On July 15, 2004, the Company finalized an agreement to buy 100% of the common
stock of World Jet Corporation, a privately held aircraft parts and brokerage
company for $2.05 million payable as follows: $1,250,000 in cash at closing,
$300,000 in the form of a note maturing January 27, 2005, and 1,000,000 shares
of restricted common stock valued at $0.50 per share for the purposes of this
transaction ($500,000). The effective date of this agreement is January 1, 2004.
The shares were issued in July 2004. As a result of the acquisition, the Company
expects to increase its sales to existing customers as well as those serviced by
World Jet by combining the products and services of the two companies. It also
expects to lower its parts costs through World Jet's purchasing abilities.

<PAGE>


3.  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Cash and Cash Equivalents

We consider cash and investments in securities with maturities at the purchase
of three months or less to be cash and cash equivalents.

Use of Estimates

The preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions that
affect the reported amounts of assets and liabilities and disclosure of
contingent assets and liabilities at the date of the financial statements, and
the reported amounts of revenues and expenses during the reporting period.
Actual results could differ from those estimates.


Trade Accounts Receivable

Trade accounts receivable represent amounts billed but uncollected on both
completed and in-progress aircraft repair and maintenance contracts as well as
amounts billed but uncollected on parts shipped to customers.

Accounts receivable are stated at the amount management expects to collect from
outstanding balances. Management provides for probable uncollectible amounts
through a charge to earnings and a credit to a valuation allowance based on its
assessment of the current status of individual accounts. The allowance is
estimated as a percentage of accounts receivable based on a review of accounts
receivable outstanding and the Company's prior history of uncollectible accounts
receivable. Balances that are still outstanding after management has used
reasonable collection efforts are written off through a charge to the valuation
allowance and a credit to trade accounts receivable. Changes in the valuation
allowance were material to the financial statements in 2005. During 2005, the
Company had bad debt expense of $473,000. The Company believes its allowance at
December 31, 2005 is adequate based on review of our outstanding accounts
receivable.

<PAGE>


Inventory

Inventories are stated at the lower of cost (first-in, first-out) or market.
Inventory items held for over one year are classified as "inventory, non
current". The Company reviews the market value of inventories whenever events
and circumstances indicate that the carrying value of inventories may not be
recoverable from the estimated future sales price less cost of disposal and
normal gross profit. In cases where the market value s are less that the
carrying value, a write down is recognized equal to an amount by which the
carrying value exceeds the market value of inventories.

Inventories include used parts and parts stripped from aircraft. These inventory
items are initially carried at original cost basis determined on the pro-rata
fair value of the individual parts based on market or catalog pricing.

Property and Equipment

Property and equipment are recorded at cost. Depreciation is provided for on the
straight-line on the straight-line method over the estimated useful lives of the
assets. The estimated useful life of computer equipment and software is three
years at both our HAT and World Jet subsidiaries; the estimated useful life of
all other categories of assets at our HAT subsidiary is five years. World Jet
uses estimated useful lives of 3, 5, and 7 years for its other assets.
Amortization of leasehold improvements is computed using the shorter of the
lease term or the expected useful life of the assets. Maintenance and repairs
that neither materially adds to the value of the property nor appreciably
prolong its life are charged to expense as incurred. Betterments or renewals are
capitalized when incurred.

The Company reviews the carrying value of property, plant and equipment for
impairment whenever events and circumstances indicate that the carrying value of
an asset may not be recoverable from the estimated future cash flows expected to
result form its use and eventual disposition. In cases where undiscounted
expected future cash flows are less than the carrying value, an impairment loss
is recognized equal to an amount by which the carrying value exceeds the fair
value of assets. The factors considered by management in performing this
assessment include current operating results, trends, and prospects, as well as
the effects of obsolesce, demand, competition, and other economic factors.

Revenue and Cost Recognition

Revenues from fixed-fee contracts or portions of contracts for MRO sales are
recognized by employing the percentage-of-completion method, measured by the
cost-to-cost method, commencing when progress reaches a point where experience
is sufficient to estimate final results with reasonable accuracy. The cumulative
catch-up method is used to account for changes in estimates of total revenues,
total costs or extent of progress. Each project is considered complete when the
subject aircraft departs our facility. Revision in cost and labor hour estimates
and recognition of losses, if any, on these contracts are reflected in the
accounting period in which the facts become known. During the periods covered by
these financial statements, no material prior period revisions were necessary.
As of December 31, 2005 there are no material amounts in excess of the agreed
contract price that the Company seeks to collect from customers or others for
customer-caused delays, errors in specifications or designs, contract
termination, change orders in dispute or unapproved as to both scope and price,
or other causes of unanticipated additional costs. Revenue from part sales is
recognized when parts are shipped. Revenues from time and material contracts and
all other ancillary services are recognized as the services are performed.

Income (Loss) per share

Basic earnings per share includes no dilution and is computed by dividing net
earnings (loss) available to stockholders by the weighted number of common
shares outstanding for the period. Diluted earnings per share reflect the
potential dilution of securities that could share in the Company's earnings.
Reconciliation of EPS for 2004 and 2005 are as follows:

<PAGE>


                                                    For the Year Ended 2004
                                              ----------------------------------

                                               Income        Shares    Per-Share
                                             (Numerator) (Denominator)  Amount
                                              ----------   ----------   --------

Net Income                                    $2,291,286

Basic EPS

Income available to common stockholders       $2,291,286   24,443,256   $   0.09


Warrants                                                      125,656

Options                                                       418,073

Diluted EPS

Income available to common stockholders
+ assumed conversions                         $2,291,286   24,986,985   $   0.09



                                                    For the Year Ended 2005
                                              ----------------------------------

                                               Income       Shares     Per-Share
                                             (Numerator) (Denominator)  Amount
                                              ----------   ----------   --------

Net Income                                    $3,123,356

Basic EPS

Income available to common stockholders       $3,123,356   33,848,722   $   0.09


Warrants                                                      639,449

Options                                                       772,500

Diluted EPS

Income available to common stockholders
+ assumed conversions                         $3,123,356   35,260,671   $   0.09




<PAGE>

Calculation of Weighted Average Shares for 2004:

Issues          Shares         Date          Days       Weighted shares
------          ------         ----          ----       ---------------

                17,480,000     1/01 - 6/01   152           7,259,454

9,600,000       27,080,000     6/01 - 7/07    36           2,663,607

   55,000       27,135,000     7/07 - 7/09     2             148,279

  400,000       27,535,000     7/09 - 7/27    18           1,354,180

1,000,000       28,535,000     7/27 - 9/02    37           2,884,686

2,115,386       30,650,386     9/02 - 1/01   121          10,133,051
                                             ---          ----------

                               TOTALS        366          24,443,256


Calculation of Dilution for 2004

                  No. of   Proceeds  Incremental  Date of    Days to    Weighted
                  shares             Difference    issue   12/31/2004   Average
                                                                        Dilution
                  ------   --------  ----------    -----   ----------   --------

Warrants @ $.34    720,000  $244,800    210,000   5/26/2004     219      125,656

Options @ $ .17    900,000  $153,000    581,250   5/13/2004     232      368,443

Options @ $ .20    100,000  $ 20,000     58,333   5/13/2004     232       36,976

Options @ $ .30     50,000  $ 15,000     18,750   4/28/2004     247       12,654
                                                                        -------
Total Dilution                                                          543,728

(Average price $0.48)


Calculation of Weighted Average Shares for 2005:

    Issues        Shares      Date            Days    Weighted shares
    ------        ------      ----            ----    ---------------

                30,650,386    1/01 - 1/18      17         1,427,552

     50,000     30,700,000    1/18 - 8/03     197        16,569,797

  7,200,000     37,900,386    8/03 - 8/30      27         2,803,590

    399,000     38,299,386    8/30 - 9/14      15         1,573,947

     22,812     38,322,198    9/14 - 11/23     70         7,349,463

    275,000     38,597,198    11/23 - 12/27    34         3,595,355

     21,017     38,618,215    12/27 - 1/01      5           529,017
                                              ---        ----------
                              TOTALS          365        33,848,722


<PAGE>


Calculation of Dilution for 2005

                    No. of   Proceeds  Incremental  Date of    Days to  Weighted
                    shares             Difference    issue    12/31/05  Average
                                                                        Dilution
                    ------   --------  ----------    -----   ---------- --------

Warrants @ $0.34    219,000  $   74,460   159,650    Prior yrs    365    156,650

Warrants @ $0.52    104,111  $   54,138    58,996    Prior yrs    365     58,996

Warrants @$0.68     540,000  $  367,200   234,000    Prior yrs    365    234,000

Warrants @$1.00   1,137,020  $1,137,020   189,503    Prior yrs    365    189,503

Options @ $0 .17    900,000  $  153,000   772,500    Prior yrs    365    772,500
                                                                       ---------

Total Dilution                                                         1,411,949

(Average price $1.20)

The total weighted average share outstanding for the diluted earnings per share
calculation for the year ended December 31, 2005 is 35,260,671.

Equity in Net Assets and Advances to Affiliates

The investment in a 30% interest in JetGobal, LLC is accounted for using the
equity method since the Company does not control JetGobal, LLC, but over which
it does exert significant influence. Under the equity method, the investment is
recorded at cost plus advances and the Company's share of earning less
distributions and the Company's share of losses.. The Company considers whether
future fair value of it investments has declined below their carrying value
whenever adverse events or changes in circumstances indicate that recorded
values may not be recoverable. If the Company considered any such decline to be
other than temporary, a write-down should be recorded to estimated fair value.

All significant intercompany profits and balances have been eliminated.

Intangible Assets

The amounts assigned to Customer List and Agreement with Vendor are recorded at
the value assigned when they were acquired in a business purchase. The amounts
are being amortized over three years using the straight-line method. The Company
assesses the ongoing recoverability of intangible assets subject to amortization
by determining whether the intangible asset balance can be recovered over the
remaining amortization period through projected a undiscounted future cash
flows. If projected future cash flows indicate that the unamortized intangible
asset balances will not be recovered, an adjustment is made to reduce the net
intangible asset to an amount consistent with projected future cash flows
discounted at the Company's incremental borrowing rate.

The Company's amortizable intangibles consisted of customer lists and vendor
agreements. Amortization expense on these totaled $162,376 and $162,376 for the
years ended December 31, 2005 and 2004, respectively. Amortization expense
related to customer lists and vendor agreements is expected to be as follows for
the year ended December 31:

2006 (the final year of amortization)                                 $162,376
----                                                                  --------
                                                                      $162,376
                                                                      ========

Goodwill

Effective January 1, 2004 the Company acquired 100% of the stock of World Jet.
This acquisition of World Jet was recorded as follows:

Assets purchased from World Jet:
         Cash                                                            590,356
         Accounts receivable                                             983,796
         Inventories                                                   1,517,461
         Other assets                                                     47,235
         Customer list                                                   401,657
         Agreement with vendor                                            85,470
         Goodwill                                                         38,992
                                                                       ---------
                                                                       3,664,967

<PAGE>


Liabilities assumed from World Jet:
         Accounts payable and accrued expenses                           870,967
         Loans payable - related parties                                 744,000
                                                                      ----------
                                                                       1,614,967
                                                                      ----------

         Net purchase price                                           $2,050,000


The $38,992 goodwill recorded represents the difference between the price paid
of $2,050,000 and the World Jet equity of $2,011,008 at January 1, 2004. The
purchase price was payable as follows: $1,250,000 in cash at closing; $300,000
in the form of a note maturing January 27, 2005, with payments of $1,500.00 per
month plus interest at 6% per annum, the first payment being due August 27,
2004; and 1,000,000 shares of restricted common stock valued at $0.50 per share
for the purposes of this transaction ($500,000). The effective date of this
agreement is January 1, 2004. The shares were issued in July 2004. The $38,992
goodwill recorded is expected to be deductible for tax purposes.

The Company evaluates the carrying value of goodwill annually and between annual
evaluations if events occur or circumstances change that would more likely than
not reduce the fair value of a reporting unit below its goodwill-carrying
amount. Such circumstances could include but are not limited to:

     1.   A significant adverse change in legal factors or in business climate
     2.   Unanticipated competition
     3.   An adverse action or assessment by a regulator

When evaluating whether goodwill is impaired, the Company compares the fair
value of the reporting unit to which the goodwill is assigned to that unit's
carrying amount, including goodwill. If the carrying amount of a reporting unit
exceeds its fair value, then the amount of the impairment loss must be measured.
The total of the implied fair value of all of the other assets and liabilities
of the unit, based on their fair value, less the total amount assigned to those
assets and liabilities is the implied fair value of goodwill. An impairment loss
would be recognized when the carrying amount of goodwill exceeds its implied
fair value.

Recently Issued Accounting Pronouncements:

In November 2004, the FASB issued SFAS No. 151, "Inventory Costs, an amendment
of ARB No. 43, Chapter 4." This Statement clarifies the accounting for abnormal
amounts of idle facility expense, freight, handling costs, and wasted materials.
This Statement is effective for inventory costs incurred during fiscal years
beginning after June 15, 2005. The initial application of SFAS No. 151 had no
impact on the Company's financial statements.

In December 2004, the FASB issued SFAS No. 152, "Accounting for Real Estate
Time-Sharing Transactions - an amendment of FASB Statements No. 66 and 67." This
Statement references the financial accounting and reporting guidance for real
estate time-sharing transactions that is provided in AICPA Statement of Position
04-2, "Accounting for Real Estate Time-Sharing Transactions." This Statement
also states that the guidance for incidental operations and costs incurred to
sell real estate projects does not apply to real estate time-sharing
transactions. This Statement is effective for financial statements for fiscal
years beginning after June 15, 2005. The initial application of SFAS No. 152 had
no impact on the Company's financial statements.

In December 2004, the FASB issued SFAS No. 153, "Exchanges of Nonmonetary Assets
- an amendment of APB Opinion No. 29." This Statement eliminates the exception
for nonmonetary exchanges of similar productive assets and replaces it with a
general exception for exchanges of nonmonetary assets that do not have
commercial substance. A nonmonetary exchange has commercial substance if the
future cash flows of the entity are expected to change significantly as a result
of the exchange. This Statement is effective for nonmonetary asset exchanges
occurring in fiscal periods beginning after June 15, 2005. The initial
application of SFAS No. 153 had no impact on the Company's financial statements.

In December 2004, the FASB issued SFAS No. 123 (R), " Share Based Payment."
This Statement is a revision of SFAS No. 123, and supersedes APB Opinion No. 25.
SFAS No. 123 ( R) requires the recognition of the cost of employee services
received in exchange for an award of equity instruments based on the grant date
for value of the award. The cost will be recognized over the period during which
an employee is required to provide service in exchange for the award. No
compensation cost is recognized for equity instruments for which employees do


<PAGE>


not render the required service period. In April, the SEC release No. 33-8568
delayed the implementation of SFAS No. 123 (R). The Statement is now effective
for the Company beginning in the first quarter of fiscal year 2007. SFAS No. 123
(R) permits public companies to adopt its requirements using one of two
methods: (1) A "modified prospective method in which compensation cost is
recognized prospectively for both new grants issued subsequent to the date of
adoption, and all unvested awards outstanding at the date of adoption. Expense
for the outstanding awards must be based on the valuation determined for the pro
forma disclosures under SFAS No. 123. (2) A "modified retrospective" method,
which includes the requirements of the modified prospective method described
above, but also permits entities to restate all prior periods presented based on
the amounts previously recognized under SFAS No. 123 for purposes of pro forma
disclosures. The Company is currently in the process of evaluating the two
methods and has not yet determined which method it will use.

In May 2005, the FASB issued SFAS No. 154, "Accounting Changes and Error - an
amendment of APB Opinion No. 29." This Statement applies to all voluntary
changes in accounting principle. It also applies to changes required by an
accounting pronouncement in the usual instance that the pronouncement does not
include specific transition provision. When a pronouncement includes specific
transition provisions, those provisions should be followed. Opinion 20
previously required that most voluntary changes in accounting principle be
recognized by including in net income of the period of the change the cumulative
effect of changing to the new accounting principle. This Statement requires
retrospective application to prior periods financial statements of changes in
accounting principle, unless it is impractical to determine either the
period-specific effects of the cumulative effect of the change. This Statement
is effective for accounting changes and corrections of errors made in fiscal
years beginning after December 15, 2005. The Company does not expect application
of SFAS No. 154 to have a material affect on its financial statements.


Stock-Based Compensation

Currently, as permitted under the Statement of Financial Accounting Standards
No. 123 (SFAS No. 123), "Accounting for Stock-Based Compensation", the Company
accounts for its stock-based compensation to employees in accordance with the
provisions of Accounting Principles Board (APB) Opinion No. 25, "Accounting for
Stock Issued to Employees". As such, compensation expense is recorded on the
date of grant only if the current market price of the underlying stock exceeded
the exercise price. Certain pro forma net income and EPS disclosures for
employee stock option grants are also included in the notes to the financial
statements as if the fair value method as defined in SFAS No. 123 had been
applied. Transactions in equity instruments with non-employees for goods or
services are accounted for by the fair value method.

There were no options granted in the year ended December 31, 2005 nor was there
vesting of prior year option grants and therefore, no pro-forma effect for the
year ended December 31, 2005.


4.  SEGMENT INFORMATION

     The company has divided its operations into the following reportable
segments: Aircraft maintenance, repair, and overhaul; Aircraft Brokerage; and
Part sales. Each segment represents distinct product lines, marketing, and
management of its business. Limited other services for each company, which
represent a small percentage of income, have been shown in the aggregate.

     The reporting segments follow the same accounting policies used for the
Company's consolidated financial statements and described in the summary of
significant accounting policies.

     Selected information by business segment is presented in the following
tables for the years ended December 31, 2004 and December 31, 2005.

                                                  2004           2005
                                               ($millions)   ($millions)
                                               -----------   -----------
Segment sales:
   Aircraft maintenance                          17.220         19.135
   Aircraft trading                               7.941         13.551
   Part sales                                     6.546         10.684
   Other                                          1.002          2.153

Sub Total                                        32.709         45.223

Elimination of intersegment sales                -1.858         -4.294

Total consolidated sales                         30.851         41.229

<PAGE>


Operating income:

   Aircraft maintenance                           3.270          2.232
   Aircraft trading                                .936          3.531
   Part sales                                     1.703          2.783
   Other                                           .534          1.625

   Sub total                                      6.443         10.171

   Selling, general, administrative              -4.827         -7.834
     expense
   Penalties                                      -.296          -.001
   Other, net                                      .971          -.004
   2005 share of Jetglobal net income
     (aircraft trading)                                          1.111

Consolidated earnings before taxes                2.291          3.489

Interest income by segment
   Aircraft maintenance
   Aircraft trading
   Part sales
   Corporate                                      85,521        245,610
Total interest income                             85,521        245,610

Interest expense by segment
  Aircraft maintenance
  Aircraft trading
  Part sales
  Corporate                                      329,023         286,927
Total interest expense                           329,023         286,927


                                                   2004           2005
                                                   ($)             ($)
                                                 -------         -------
Depreciation and amortization by segment:
   Aircraft maintenance                          411,286         330,334
   Aircraft brokerage
   Part sales

Corporate                                         77,056         321,900
Total                                            488,342         652,194


Net asset values:
   Aircraft maintenance                        6,633,504       7,154,108
   Aircraft trading                                            1,224,600
   Part sales                                  2,099,485       8,649,250

   Corporate                                   3,025,023       7,918,367
Total                                         11,758,012      24,946,325


Capital expenditures:
   Aircraft maintenance                        1,080,173         344,824
   Aircraft brokerage
   Part sales

Corporate                                        307,897         155,003
Total                                          1,388,070         499,827

   All of the Company's facilities and assets are located in the United
States. The Company sells and ships to several foreign countries. All foreign
revenues are collected and recorded in U.S. dollars. Geographic information
regarding sales to foreign countries is presented in the following table:
<PAGE>


                                             Year                    Year
                                             ended                   ended
                                       December 31, 2004       December 31, 2005
                                       -----------------       -----------------

Angola                                    $         0           $    62,028
Australia                                      97,741                 1,700
Brazil                                                                5,100
Canada                                            577                   688
Columbia                                        3,946                24,904
Ecuador                                     2,207,564
Germany                                        51,520                28,025
Guam                                        2,170,778
Hong Kong                                         890
Indonesia                                                               835
Ireland                                                             224,141
Italy                                          72,883                62,357
Jordan                                      4,063,944             2,468,915
Lebanon                                                             264,681
Malawi                                                              868,943
Mexico                                      1,443,626             2,810,753
 Nigeria                                                            308,755
Pakistan                                    6,510,001               382,795
Peru                                           19,600
Romania                                                              27,000
Scotland                                                             30,969
South Africa                                                         17,345
Spain                                                                 2,200
Tunisia                                         4,130
UAE                                            18,600             9,191,462
United Kingdom                                 55,888                61,654
Venezuela                                      31,532                39,704

TOTALS                                    $16,753,220           $16,845,250


5.  EQUITY IN NET ASSETS AND ADVANCES TO AFFILIATES

On August 26, 2005, the Company together with BCI Aircraft Leasing, ("BCI"),
formed a joint venture, Jetglobal, LLC, Delaware limited liability company.
This is a special purpose LLC formed to acquire and remarket commercial jet
aircraft. BCI will be primarily responsible for the marketing aspects of
JetGlobal while the Company will be responsible for the technical, repair and
maintenance aspects associated with remarketing purchased aircraft. The Company
invested an initial amount of $1,125,000 for a 30% membership interest and BCI
invested an initial amount of $2,625,000 for a 70% membership interest in
JetGlobal. Pursuant to the terms of JetGlobal's Operating Agreement, although
the Company has a 30% membership and profit interest, it is only responsible for
25% of the costs and expenses associated with JetGlobal including any business
transactions.

As of December 31, 2005, Equity in net assets and advances to affiliates
consisted of the following:

     Initial investment in JetGlobal                               $1,125,000
     Payment of 25% share of purchase of aircraft                   3,846,154
     Expenses paid on behalf of JetGlobal                             251,440
     Share of 2005 net income                                       1,111,096

        Balance at December 31, 2005                               $6,333,690

Net sales, gross profit and net income within Jetglobal were $7,599,000,
$4,154,000 and $3,703,000 for the year ended December 31, 2005. The balance
sheet of Jetglobal has assets of $21,715,000 and no liabilities.


6.  INVENTORY

Inventories consisted of the following:

                                                2004             2005
                                             ----------       ----------

       Maintenance Hardware                  $  991,206       $  604,983
       Parts for Resale                       2,011,269        5,525,109
       Aircraft & Engine                        514,774          450,000
                                             ----------       ----------

                                             $3,507,249       $6,580,092

Inventory, non-current

Inventory that has been held for more than one year is shown under this
category. At December 31, 2005, the balance of this account was $2,187,343 and
at December 31, 2004, it was $212,500. There were significant inventory
purchases during 2004, namely the World Jet and Hamilton Aviation inventories,
and most of those inventories were not sold during 2005 resulting in the
significant difference in year-end account balances. The Company includes
inventory, non-current in any review it does related to the carrying value of
inventories.

<PAGE>


7. PROPERTY AND EQUIPMENT

                                                         2004           2005
                                                     ----------      ----------
        Gross Asset Values

Land and improvements                                $   25,094       $   25,094
Buildings and improvements                              183,866          190,479
Vehicles                                                 73,328           79,028
Machinery and equipment                               1,568,847        2,023,994
Computer Equipment                                      289,561          306,164
Other Office Equipment                                   50,805           59,568
                                                     ----------       ----------
                                                      2,191,501        2,684,327

Less accumulated depreciation                           559,367        1,042,186
                                                     ----------       ----------

  Property and equipment, Net                        $1,632,134       $1,642,141
                                                     ==========       ==========

During 2004 and 2005, depreciation expense was $325,966 and $489,818
respectively. (World Jet had $113,515 in pre-2004 depreciation when acquired.)


8.  SHAREHOLDERS' EQUITY

Common Stock

In 1996, the Company's articles of incorporation were amended, making several
changes affecting common stock. A reverse-stock split was approved, whereby each
100 shares of original common stock were exchanged into one share of common
stock. This action reduced the outstanding common shares from 3,200,000 to
320,000. The number of authorized common shares was increased after the reverse
split from 32,000,000 to 50,000,000. In addition, the amount of authorized
preferred stock was changed to 5,000,000 shares. As a result of the
re-domiciliation to Nevada, statutory par value of $.001 for both common and
preferred stock was established.

As discussed in Note 1, the Company went through two acquisitions during the
quarter ended June 30, 2002. Under the terms of these mergers, the Company
issued 3,000,000 common shares to the stockholders of Johnstone Softmachine
Corporation and 12,500,000 shares to the stockholders of Hamilton Aerospace
Technologies, Inc. The issuance of these shares is reflected in the accompanying
financial statements.

On July 21, 2003 the Directors of the Company took the following actions by
Unanimous Consent of the Board of Directors in lieu of Special Meeting:

     The 8,100,000 shares held by OMAC, 1,500,0000 shares held by Seajay
     Holdings, LLC and 1,500,000 shares held by Joane Corporation were declared
     void due to failure of consideration for the issuance of such shares.
     Further the proper officers of the Corporation were authorized and directed
     to take all action necessary to cause the certificate representing the
     8,100,000 shares of common stock held by OMAC to be returned to the
     Corporation for cancellation in accordance with the terms of the Judgment,
     discussed in Note 7 below, as entered by the Superior Court of Maricopa
     County Arizona. The proper officers of the Company were authorized and

<PAGE>


     directed in accordance with said Judgment to open an escrow account and to
     fund such account in the amount of $400,535.14 within 90 days of the return
     and cancellation of the OMAC certificate. Further the certificate of Joane
     Corporation, representing 1,500,000 shares of common stock, shall be
     canceled. The shares represented by such certificate shall revert to
     authorized and unissued shares of the Company's capital stock. Further, the
     proper officers of the Corporation were authorized and directed to take
     such action as necessary to cause the certificate held by Seajay Holdings,
     LLC to be returned to the Company for cancellation. On June 29, 2004, the
     Board, through its attorney, filed suit to recover these 1,500,000 shares.
     There have been no entries in the accompanying financial statements related
     to the voiding of the Seajay stock and these shares are included in the
     total of shares issued and outstanding shown above

     The Board of Directors determined that it would be in the best interest of
     the Company to enter into employment agreements with its executive
     officers, Ian Herman and John B. Sawyer. Included in the terms of each
     employment agreement is a grant of 2,500,000 shares of common stock each to
     Messrs. Herman and Sawyer. The shares are subject to vesting. The
     employment agreements were approved by owners of the majority of the
     outstanding shares of the Company's common stock as of July 29, 2003.
     Details of these employment agreements can be found in Form 8-K filed
     September 11, 2003.

On October 15, 2003, the Company was notified that an agreement between
LogiCapital Corporation and Perugia Design Corporation, a company controlled by
a family member of one of the Company's Directors, had been reached. This
agreement calls for the sale of 2,000,000 shares of the 3,000,000 shares held by
LogiCapital, discussed earlier. LogiCapital elected to assign the proceeds of
$100,000 note they received as payment for stock in this transaction to the
Company. The Company has recorded the $100,000 as a note receivable and recorded
$100,000 as contributed capital. The stock was transferred in 2004.

On May 26, 2004, the Company entered into a private placement agreement with
Barron Partners, LP. Under the terms of the private placement, Barron Partners
purchased restricted 9,600,000 shares of common stock at a price of $.34 per
share, and for each share purchased received .75 warrants to purchase an
additional share at $.68 per share plus .75 warrants to purchase an additional
share at $1.36 per share. If all of the warrants are exercised at their full
purchase price, Barron Partners will acquire a total of 24,000,000 shares of the
Company's common stock in exchange for a total of $17,952,000 in equity funding.

On May 26, 2004, the Company agreed to issue 720,000 warrants to J G Capital,
Inc. to purchase one share for each warrant at a price of $.34 per share plus
540,000 warrants to purchase one share for each warrant at a price of $.68 per
share plus 540,000 warrants to purchase one share for each warrant at a price of
$1.36 per share in consideration for professional services rendered in securing
the private placement discussed above.

On July 15, 2004, the Company finalized an agreement to buy 100 percent of the
common stock of World Jet Corporation, a privately held aircraft parts, sales
and brokerage company for $1.55 million in cash and notes and 1,000,000 shares
of restricted common stock valued at $.50 per share for the purposes of this
transaction. The effective date of this agreement is January 1, 2004. The shares
of stock were issued in July 2004.

On July 29, 2004 the Board of Directors of the Company elected to fully vest the
2,000,000 incentive shares that resulted under the Employment Agreements with
Messrs. Herman and Sawyer, discussed earlier, that were entered into on July 21,
2003.

On September 3, 2004, pursuant to the "safe harbor" private offering exemption
provided by Rule 506 of Regulation D under Section 4(2) of the Securities Act of
1933, in exchange for One Million One Hundred Thousand Dollars ($1,100,000.00)
the Company sold 2,115,386 shares of the Company's common stock (purchase price
of $0.52), class A warrants to purchase 1,057,693 shares of the Company's common
stock (exercise price of $1.00 per share), and Class B warrants to purchase
1,057,693 shares of the Company's common stock (exercise price of $1.36 per
share).The Company also issued the following warrants as part of the commissions
paid in connection with the above offering: (i) warrants to purchase 158,654
shares of the Company's common stock at an exercise price of $0.52 per share;
(ii) warrants to purchase 79,327 shares of the Company's common stock at an
exercise price of $1.00 per share; (iii) warrants to purchase 79,327 shares of
the Company's common stock at an exercise price of $1.36 per share.

On October 26, 2004, the Company held its 2003 annual meeting. The stockholders
voted to increase the authorized shares of common stock from 50,000,000 to
100,000,000. The Stockholders also ratified an amendment to the Company's
Certificate of Incorporation to change the corporate name from Renegade Venture
(Nev.) Corporation to Global Aircraft Solutions, Inc.


                                  Stock Options

During 1996, the Company's shareholders approved the 1994 Compensatory Stock
Option Plan. The plan provides for options to purchase up to 2,000,000 shares of
common stock, after the reverse stock split discussed above. The options give
the right to purchase common stock at "fair market value", as determined by the
board of Directors, at the date of issuance for a period of up to five (5)
years.

During the 1996, the Company's shareholders also approved the 1994 Employee
Stock Compensation Plan. This plan allows for up to 1,000,000 shares of common
stock, after the reverse stock split discussed above, to be issued to key
employees, officers, directors, and certain other persons affiliated with the
Company, as compensation. As part of the 1997 re-domiciliation to Nevada, the
1994 plans described above were adopted and renamed the 1997 Compensatory Stock
Option Plan and the 1997 Employee Stock Compensation Plan by the Nevada
Corporation. Under the terms of both of these plans, the Company is not
permitted to issue options from these plans after April 15, 2004.

During the quarter ended June 30, 2002, the Company's directors approved the
2002 Compensatory Stock Option Plan. The plan provides for options to purchase
up to 3,000,000 shares of common stock. The options give the right to purchase
common stock at "fair market value", as determined by the Board of Directors, at
the date of issuance for a period of up to ten (10) years. Under the terms of
the plan, the Company is not permitted to issue options from the 2002
Compensatory Plan after April 14, 2012. The plan was filed on October 3, 2003.

<PAGE>


On May 5, 1999, the Company issued 1,000,000 stock options to two directors
under the 1997 Compensatory Stock Option plan. These options had a three (3)
year term and an exercise price of $.05 per share. These options were exercised
on April 30, 2002, resulting in total proceeds to the Company of $50,000.
Subsequently, these two directors resigned and were replaced on the Board after
the reverse merger with Hamilton Aerospace.

On May 3, 2002, the Company also granted and issued 1,000,000 shares of common
stock to various directors, employees, and consultants of the Company under the
1997 Employee Stock Compensation Plan. The Company recorded an expense of
$330,000 for the quarter ended June 30, 2002 as a result of this grant, which is
included in selling, general and administrative expenses on the Company's 2002
statement of operations.

On May 31, 2002, the Company granted and issued 650,000 common shares to an
employee and consultants in exchange for options granted on May 3 2002, under
the 1997 Compensatory Stock Option Plan for additional services that were
rendered. The Company has recorded an expense of $650,000 for the quarter ended
June 30, 2002 as a result of this grant, which is included in selling, general
and administrative expenses on the Company's 2002 statement of operations.

On May 31, 2002, the company also granted 400,000 restricted common shares under
the 2002 Compensatory Stock Option Plan to John B. Sawyer, a director and Chief
Operating Officer of the Company for services rendered during the quarter ended
June 30, 2002. The company recognized an expense of $400,000 (the value of the
shares at measurement date) for the quarter ended June 30, 2002 as a result of
this grant, which is included in selling, general and administrative expenses on
the 2002 statement of operations.

Prior to June 30, 2002, 330,000 of the shares previously granted to consultants
for services rendered were returned to the Company to reflect a $99,0000
adjustment to the value of the services performed.

On November 15, 2002, The Board cancelled 1,180,000 of unexercised options
issued under the 2002 Compensatory Stock Option Plan. The options were
exercisable by their terms only during the respective optionee's employment or
other service with the Company, or during a 30-day grace period following
termination without cause of such employment or other service.

On November 14, 2002, the Company granted 150,000 shares of common stock to an
outside consultant of the Company under the 1997 Compensatory Stock Option Plan.
The Company values the services received at $25,000 and recorded an expense in
that amount for the quarter ended December 31, 2002. This expense is included in
selling, general and administrative expenses on the Company's 2002 statement of
operations

On December 5, 2002, the Board agreed to grant options to key management
personnel of HAT in the amount of 240,000 shares under the 2002 Compensatory
Stock Option Plan. Options will be restricted for one year. Due to the loss of
one of the key management people, during the restriction period, 60,000 shares
were never issued. The expenses for these shares of $54,000 (the value of the
shares at measurement date) was recorded on a monthly basis (1/12 each month)
and included in selling, general and administrative expenses for the appropriate
periods.

On March 6, 2003, the Directors of the Company granted and issued 20,000 shares
of common stock under the 1997 Compensatory Stock Option Plan to an outside
consultant for services rendered to the Company which the Directors valued at
$6,000. This expense is included in selling, general and administrative expenses
on the accompany statement of operations.

On March 6, 2003, the Directors of the Company granted and issued 30,000 shares
of common stock under the 2003 Employee Stock Compensation Plan to an outside
consultant for services rendered to the Company which the Directors valued at
$9,000. This expense is included in selling, general and administrative expenses
on the accompany statement of operations.

On August 26,2003, the Directors of the Company granted and issued 150,000
shares of common stock under the 2002 Compensatory Stock Option Plan to an
outside consultant for services rendered to the Company which the Directors
valued at $45,000. This expense is included in selling, general and
administrative expenses on the accompanying statement of operations.

On August 26,2003, the Directors of the Company granted and issued 100,000
shares of common stock to outside consultants to the Company under the 2002
Compensatory Stock Option Plan. The Company valued these services at $20,000.
This expense is included in selling, general and administrative expenses on the
accompanying statement of operations.

On September 11,2003, the Directors of the Company granted and issued 100,000
shares of common stock to outside consultants to the Company under the 2002
Compensatory Stock Option Plan. The Company valued these services at $20,000.
This expense is included in selling, general and administrative expenses on the
accompanying statement of operations.

On September 26,2003 the Directors of the Company granted and issued 260,000
shares of common stock to outside consultants for services rendered to the
Company under the 2002 Compensatory Stock Option Plan. The Company valued these
services at $52,000. This expense is included in selling, general and
administrative expenses on the accompanying statement of operations.

On October 3, 2003, the Company filed The 2002 Compensatory Stock Option Plan
registering 3,000,000 shares of common stock ($.001 par value) at a proposed
maximum offering price of $0.20 per share.

On October 6, 2003, the Company filed The 2003 Employee Stock Compensation Plan
registering 5,000,000 shares of common stock ($.001 par value) at a proposed
maximum offering price of $.20 per share.

On October 7, 2003, the Company awarded 500,000 shares of common stock under the
2003 Employee Stock Compensation Plan of the Company for legal services and
1,100,000 shares of common stock under the 2003 Employee Stock Compensation Plan

<PAGE>


of the Company for consultant services. The Board of Directors determined that
the fair value of these services was $288,000. This expense is included in
selling, general and administrative expenses on the accompanying statement of
operations.

On October 15, 2003, the Company awarded 1,200,000 shares of common stock under
the 2003 Employee Stock Compensation Plan of the Company for consultant services
to be rendered over a three-year period. The Board of Directors determined that
the fair value of these services was $216,000. The resulting prepaid expense is
being expensed on a monthly basis during the three-year term of the contract and
is included in selling, general and administrative expense on the accompanying
statement of operation.

On May 13, 2004, the Company's Board of Directors granted 900,000 compensatory
stock options under the 2002 Compensatory Stock Option Plan at an option price
of $0.17 per share. The value at measurement date for theses shares was $.23 and
an expense for the $.06 increment, ($54,000), has been included basis in
selling, general and administrative expense on the accompanying statement of
operation.

On July 29, 2004, the Company's board of Directors awarded options to purchase
50,000 shares each to 2 new Directors as incentive compensation under the 2003
Employee Stock Compensation Plan. The option price is $0.20 per share, as the
Company valued these services at $100,000. The value at measurement date for
theses shares was $.23 and an expense for the $.03 increment, ($3,000), has been
included basis in selling, general and administrative expense on the
accompanying statement of operation.

During the third quarter of 2004, the Company finalized an agreement to award
400,000 shares of common stock under the 2003 Employee Stock Compensation Plan
of the Company for professional services to be provided over a two-year period.
The effective date of this transaction was May 13, 2004. The Board of Directors
determined that the fair value of these shares on the date of grant was $92,000.
The resulting prepaid expense is being expensed on a monthly basis during the
two-year term of the contract. and is included in selling, general and
administrative expense on the accompanying statement of operation.

On July 12, 2004 the Company's Board of Directors approved granting of 330,000
shares of stock to key employees under the 2002 Compensatory Stock Option Plan
in conjunction with various employment agreements. The shares will vest after
two years according to the terms of the employee agreements. A monthly expense
is being charged to selling, general and administrative expense over the
two-year period at the rate of 1/24 of $198,000 and is included in selling,
general and administrative expense on the accompanying statement of operation.

In January 2005, 50,000 options, issued as compensation for outside consultancy
services, were exercised at the option price of $.30 per share.

On August 3, 2005, warrants were converted to 7,200,000 shares of common stock
at $.68 per share.

On August 30, 2005, warrants were converted to 399,000 shares of common stock
under the non-cash conversion terms of the original agreement of issue.

On September 14, 2005, outstanding warrants were converted to 22,812 shares of
common stock under the non-cash conversion terms of the original agreement of
issue.

On November 23, 2005, 60,000 shares were issued to employees pursuant to 2004
employment agreements.

In the year ended December 31, 2005, the Company granted 200,000 shares under
restricted stock awards to two directors. The price at measurement was $.80 per
share. 100,000 shares vested in 2005. $80,000 was expensed in 2005. 100,000
shares will vest in 2006. $80,000 will be expensed on a monthly basis (1/12 per
month) in 2006.

On November 23, 2005 15,000 share of common stock were issued to an employee as
a bonus The price per share at measurement date was $1.30 and the Company has
recorded a $19,500 expense in connection with the transaction.

On December 27, 2005, outstanding warrants were converted to 21,017 shares of
common stock under the non-cash conversion terms of the original agreement of
issue.

                               Share value
                                        on
                               Measurement
                                      Date    Vesting Date
                               -----------    ------------

               Common Shares                                38,618,215
                  Issued and
              Outstanding at
           December 31, 2005

                 Unconverted
            Warrants Issued:

                     @ $0.34           .50                     219,000
                     @ $0.68           .50                     540,000
                     @ $1.36           .50                   7,740,000
                     @ $0.52           .65                     104,111
                     @ $1.00           .65                   1,137,020
                     @ $1.36           .65                   1,137,020

                    Subtotal                                10,877,151

             Options Issued:

                     @ $0.17           .23                     900,000

                    Subtotal                                   900,000

             Awards of stock
               pending under
                  employment
                   contracts

                                       .60    07/30/2006       270,000

                    Subtotal                                   270,000

                       Total                                50,665,366






                SUMMARY OF EQUITY COMPENSATION STOCK-OPTION PLANS

                                       TOTAL SHARES      ISSUED       AVAILABLE

                        PLAN NAME

2002 Compensatory Stock Option Plan       3,000,000    2,525,000       475,000

2003 Employee Stock Compensation Plan     5,000,000    3,330,000     1,670,000





Pro-forma Stock-based Compensation Disclosure

The Company has adopted the disclosure-only provisions of SFAS No. 123,
"Accounting for Stock-Based Compensation." but applies accounting Principles
Board Opinion No. 25, "Accounting for Stock Issued to Employees", and related
interpretations in accounting for its plans. Stock issued under plans to
employees was issued at the value of the stock at the measurement date. All
options issued were immediately exercisable. Until 2004, options issued were
immediately exercised. During 2004 and 2005, those options issued to employees
that were not immediately exercised are summarized below:

<PAGE>


                                                    2004
                          ------------------------------------------------------
                                    Weighted Average
                                      Exercise Price

Options outstanding at     150,000
beginning of year

Granted during year        900,000               $0.17      Exercisable on grant
                                                            date in 2004

Exercised during year      None

Forfeited during year      None

Outstanding at          1,050,000                $0.179     Exercisable on grant
12/31/2004                                                  date

Options exercisable at  1,050,000                $0.179     Exercisable on grant
year-end                                                    date


These options were issued at $0.06 below the share price on the measurement
date. Expense in the amount of $54,000 has been included in selling, general and
administrative expenses for 2004 in the accompanying statement of operations.
Because the options were immediately available the intrinsic value and the fair
value of the options is calculated at the same $.23 per share.

<PAGE>


A summary of the Company's stock option plans as of December 31, 2005 and
changes during the year is presented below:


                                                     2005
                         -------------------------------------------------------

                                      Weighted Average
                                        Exercise Price



Options outstanding at    1,050,000              $0.179     Exercisable on grant
beginning of year                                           date

Granted during year       None

Exercised during year        50,000              $0.30

Forfeited during year     None

Cancelled during year       100,000              $0.20

Outstanding at              900,000              $0.17      Exercisable on grant
12/31/2004                                                  date

Options exercisable at      900,000              $0.17
year-end

Weighted average fair     $0
value of options
granted during the year


9.   COMMITMENTS AND CONTINGENCIES

In June 2003, the Company reached a mediated agreement with a former director,
Ronald Clark, wherein Mr. Clark was paid a monetary settlement of $350,000;
$100,000 in cash and a $250,000 secured promissory note in exchange for the
return by Mr. Clark to the Company of 250,000 shares of common stock and the
divestiture of options to receive 1,250,000 shares of common stock of the
Company. The cash of $100,000.00 was paid and the $250,000.00 promissory note
was paid in full by July 2, 2004. On March 18, 2004, the Company received the
certificates for 250,000 shares of common stock that were covered by the Ronald
Clark mediated agreement. Additionally the Company received a bill of sale for
the consignment inventory that was purchased and paid off during the 3rd Qtr of
2003.

On March 1, 2003, Hamilton Aerospace and the Company signed a secured promissory
note with American Capital Ventures, L.L.C. as the lender. The principal amount
of the note was $675,000. Interest was payable in monthly installments at the
rate of l.25% per month, payments beginning April 1,2003. The entire unpaid
Principal and any accumulated, accrued or unpaid interest thereon are due and
payable on September 1, 2003. Only $300,000 was ever received by HAT and a new
agreement adds interest and fees to a restated principal balance of $354,375.
The new agreement specifies quarterly interest payments at a rate of 15%
interest per annum. The original loan represented the first installment of a
bridge loan of up to $2 million.

On March 26, 2004, the agreement with American Capital Ventures, LLC was further
amended. The agreement calls for the repayment of $354,375 at an interest rate
of 1.5% per month on the unpaid balance. The amended agreement calls for
principle payments for half of the unpaid balance and a final payment of
$176,146.87. The entire amount of the loan plus interest and fees totaling
$356,146.87 was paid in full as of July 30, 2004. This agreement was closed on
July 30, 2004 and no further borrowings will take place under this agreement.

Renegade signed a note with Universal Lease and Finance Corporation on September
3, 2003. This note provided funds to refurbish the small hangar. This note was
in the amount of $100,000 and was to be paid by 12 monthly payments of $9,834,
which includes interest at 18%. The entire balance was due on August 1, 2004. On
December 17, 2003, HAT signed a note with Universal Lease and Finance
Corporation for a short-term loan of $237,000, which bore interest at 3% per
week and had a maturity date of January 17, 2004. The loan agreements referenced
were paid off during 2004.

On December 9, 2005, Global Aircraft Solutions, Inc ("Global"), Hamilton
Aerospace Technologies, Inc. ("HAT"), a wholly owned subsidiary of Global
Aircraft Solutions, Inc. and World Jet Corporation, ("WJ") a wholly owned
subsidiary of Global Aircraft Solutions, Inc. (collectively the "Borrowers")
closed on a first Modification to the May 5, 2005 Initial Loan Agreement with
M&I Marshall & Ilsley Bank ("M&I Bank"). The modification increased the $2.5
million operating line of credit to $5 million ("Line of Credit"); added a
Guidance Line of Credit in the amount of $7 million ("Guidance Credit") solely
for the acquisition of aircraft and Letter of Credit Facilities in combined
amounts not to exceed $200,000.00. The interest rate on the Line of Credit was
reduced from 3.50% per annum to 3.00% per annum in excess of the applicable
LIBOR rate. At December 31, 2005, the applicable interest rate was 7.39% per
annum. The interest rate on the Guidance Credit is also 3.00% per annum in
excess of the applicable LIBOR rate. The interest rate for each Letter of Credit
Facility, if drawn upon, shall also be 3.00% per annum in excess of the
applicable LIBOR rate. The Line of Credit and any Letter of Credit Facility
remains secured by a first priority lien on Global's, HAT's and WJ's personal
property. Any advances pursuant to the Guidance Credit shall be secured by a
first priority lien on any aircraft purchased with such advance. The term of the
Line of Credit; the Guidance Credit and the Letter of Credit Facility all expire
on October 31, 2007 and the entire outstanding principal balance, all accrued
and unpaid interest, and all other sums due and payable under both the Line of
Credit and Guidance Credit shall be due on the expiration date.

While there is no required monthly repayment obligation of the Line of Credit,
the Line of Credit is based upon and limited by a borrowing base equal to the
sum of 80% of the outstanding amount of all Eligible Accounts as defined in the
Loan Agreement and 50% of the net book value of all Eligible Inventory as
defined in the Loan Agreement. While there is no required monthly repayment
obligation of the Guidance Credit, the Borrowers are required to repay, from
time to time, (i) an amount equal to any amount by which the outstanding
principal balance of the Guidance Credit exceeds $7 million, (ii) all amounts
received by Borrowers under any aircraft purchase agreement, other than an
initial down payment to the extent it does not exceed twenty-five percent (25%)
of the purchase price, and (iii) any portion of an advance or readvance not paid
within ninety (90) days of the advance or readvance. Borrowers are also
responsible to immediately repay to bank the amount of an advance upon any
breach of the aircraft purchase agreement. If any Letter of Credit Facility is
drawn upon, all principal and accrued and unpaid interest shall be due and
payable upon demand.

The Borrowers paid total fees and expenses of approximately $37,500.00 in
connection with the modification to the Line of Credit and addition of the
Guidance Credit and Letter of Credit Facility. The Borrowers will owe a loan fee
to the bank equal to 1% of the amount of any requested advance under the
Guidance Credit with a cap of $52,500.00 in cumulative fees. The Borrowers will
owe the bank a fee for the issuance of any Letter of Credit in the amount of 2%
of the amount of the letter of credit.

The balance due of the Line of Credit at December 31, 2005 was $2,564,739. The
Line of Credit also secures a Letter of Credit for $128,000, which was issued to
TAA as part of the lease agreement for the HAT facility. The total available
credit facility is $12,000,000 at December 31, 2005 subject to the borrowing
base and the Guidance Credit Line provisions that $7,000,000 be used for
aircraft purchases only.

At December 31, 2005, the Company was not in compliance with the quick ratio
(defined as cash, liquid cash equivalents and accounts receivable, divided by
current liabilities) covenant to the loan agreement. The ratio is to be at least
..90 to 1. At December 31, 2005 the ratio for the Company was .49 to 1.


10.   DUE TO FACTOR

As of December 31, 2004, the Company's World Jet subsidiary had placed invoices
belonging to various customers, in full recourse financing. The debt is secured
by the company's accounts receivable due from customers and bears interest at a
rate as high as 37.5% per annum. At December 31, 2004, open invoices had
accumulated interest at a rate of 32% per annum. Interest is charged on the
total face value of invoices placed less the payments made. At December 31, 2005
all factored amounts were paid and there are no plans to reopen factoring
agreements in the future.


11.   RELATED PARTY TRANSACTIONS

BCI Aircraft Leasing, Inc.

BCI Aircraaft Leasing, Inc., Global's partner in Jetglobal, see Note 6,
accounted for 4% of Company revenue during 2005. The account receivable from BCI
at December 31, 2005 was $241,591.86.

<PAGE>


Hamilton Aviation, Inc.

On April 15, 2002, Hamilton Aerospace entered into a Sale of Assets Agreement
with Hamilton Aviation, a privately held Arizona corporation. The agreement
contemplated the purchase by Hamilton Aerospace of substantially all of Hamilton
Aviation's equipment and inventory used in its aircraft maintenance, repair and
modification services business. Under the terms of this agreement, the closing
date was to be not later than July 15, 2002.

Also on April 15, 2002, Hamilton Aerospace entered into a Lease/Purchase
Agreement with Hamilton Aviation for the same assets that were included in the
Sale of Assets Agreement. Under the Lease/ Purchase Agreement, these assets
would be leased for a term of three (3) years or until the Sale of Assets
Agreement closed, at which time, all asserts would transfer to Hamilton
Aviation. The Lease / Purchase Agreement provided for payments in the amount of
$8,000 per month to Hamilton Aviation through April 15, 2005. Provided that the
Sale of Assets Agreement did not close by the expiration of Lease /Purchase
Agreement, title of all assets covered under the Lease / Purchase Agreement
would pass from Hamilton Aviation to Hamilton Aerospace upon expiration of the
Lease/Purchase Agreement.

On May 9, 2002, Hamilton Aviation filed for protection under Chapter 11 of the
United States Bankruptcy Code. Since that time the Sale of Assets Agreement
between Hamilton Aviation and Hamilton Aerospace lapsed and accordingly, the
Company continued to operate under the Lease/Purchase Agreement. Accordingly,
the Company entered into negotiations with the trustee for Hamilton Aviation to
re-negotiate the terms of the Lease/Purchase Agreement so as to convert it to an
operating lease. A new month-to-month lease was negotiated with payments of
$8000 per month.

On February 10, 2003, the judge presiding over the Chapter 11 Bankruptcy of
Hamilton Aviation approved a Sale of Assets Agreement between Hamilton Aviation
and HAT. The agreement was for a purchase price of $1.5 million, with a down
payment in the amount of $300,000. The balance was payable monthly at 6-1/2%
interest. Because the original agreement to purchase Hamilton Aviation were
negotiated prior to Hamilton Aviation's petition for bankruptcy, HAT elected to
renegotiate a new agreement that better reflected the scope of the current
transaction in light of the current market. The new agreement covers sale of a
portion of Hamilton Aviation's physical assets and has a reduced payoff clause,
which states that $1 million will be considered full payment, providing HAT
satisfies said agreement according to its terms. At December 31, 2003
negotiations on the new agreement were ongoing.

During the quarter ended March 31, 2004, the agreement with Hamilton Aviation
was renegotiated. The liabilities, which were accrued during the period HAT was
operating under, pending approval of the transaction, were not required to be
paid. The over accrued liabilities, $88,000 in total, were recognized as a gain
during the period ended June 30, 2004.

On May 6, 2004, ("the Entry Date"), the presiding judge in the Hamilton Aviation
bankruptcy case issued an Order Approving Settlement Agreement relating to the
agreement reached between Hamilton Aviation, Inc. and HAT for the purchase of
certain of Aviations physical assets. The agreement calls for a down payment of
$100,000, $73,365.75 of which had already been paid, and monthly payments of
$15,000 plus interest at 6% per annum. An additional lump sum payment is to be
made by HAT within 60 days of the Entry date plus $50,000 shall be paid on or
before each annual anniversary of the Entry Date. The agreement has a reduced
payoff provision stipulating that if all payments have been made in a timely
manner by the fifth anniversary date of the entry date $1,000,000 will be
considered as payment in full, otherwise the amount is to be $1,500,000. The
agreement calls for a five year entry date anniversary profit payment equal to
one-half of HAT's net profits in excess of 12%, but limited so as to provide no
more than a total of all payments due of $1,500,000 plus interest over the
five-year term of the agreement. The Company recorded the cost of the assets at
$1,500,000 reflecting the total liability under the agreement.

Under the agreement HAT agreed to purchase certain assets and leasehold
interests from Hamilton Aviation, Inc., a company in Chapter 11 reorganization
that formerly occupied the facilities now occupied by HAT. The Bankruptcy Court
approved the purchase as part of the reorganization plan. The purchase includes
all the ramp equipment, special tooling, office furnishings and equipment,
including phone and computer systems necessary to perform the functions required
to operate the FAA-approved aircraft repair station. These assets are located in
the HAT facility and are being used daily in HAT's operations. More
specifically, the equipment and tooling includes:

o    Ground equipment consisting of stands, compressors, jacks, tugs, power and
     hydraulic equipment, etc.

o    Special tools appropriate to the specific type of aircraft applied for on
     the FAA Air Agency application, including engine slings, jack pads, hand
     tools, special fittings, etc.

o    Computer hardware and software relevant to the inventory purchased and
     repair logistics management

o    Machinery including drill presses, lathes, shears, brakes, presses and
     other machine shop equipment.

o    General tools used in repair, maintenance and modification of any
     commercial aircraft.

The purchase agreement also includes certain intellectual property assets from
Hamilton Aviation as well as the estate of Gordon B. Hamilton (deceased),
including all uses of the name "Hamilton," "Hamilton Aviation," "Gordon B.
Hamilton," "Gordon D. Hamilton," "Hamilton Brothers," and "Hamilton
Aeronautics." The final terms of this purchase agreement were established on May
6, 2004 by the presiding judge in the Hamilton Aviation bankruptcy case.

On July 8, 2004, the Estate Administrator, on behalf of Hamilton Aviation, Inc.,
accepted an offer made by HAT calling for satisfaction of all of its obligations
under the May 6, 2004 Settlement Agreement by payment of a lump sum of $750,000
on or before September 6, 2004. HAT made this final lump sum payment to Hamilton
Aviation by the September 6, 2004 settlement date. The acceptance of this

<PAGE>


payment as full and final settlement by the estate administrator and its
subsequent payment by HAT resulted in a gain due to the over-accrued liabilities
that were based on the ceiling price under the contract of $1,500,000. This gain
was recognized in the third quarter of 2004.


12. CONTRACTS IN PROGRESS

At December 31, 2004and December 31, 2005, costs and estimated earnings in
excess of billings and billings in excess of costs and estimated earnings on
uncompleted contracts consist of the following:

                                                       2004             2005
                                                   -----------      -----------

Costs incurred on uncompleted contracts            $ 1,161,109      $ 1,072,582

Profit earned to date                                  412,938        1,156,235
                                                   -----------      -----------

                                                   $ 1,574,047      $ 2,228,817

Less: Billings to date                              (2,855,203)      (2,252,275)
                                                   -----------      -----------

                                                   ($1,281,156)     ($   23,458)
                                                   ===========      ===========


Included in the accompanying balance sheet at December 31, 2004 and 2005 under
the following caption:

Billings in excess of costs and estimated earnings on uncompleted contracts


                                                       2004              2004
                                                   -----------       -----------
Billings in excess from above                      $ 1,281,156       $    23,458

Time and material earnings unbilled                   (314,918)                0
                                                   -----------       -----------

Net                                                $   966,238       $    23,458
                                                   ===========       ===========


Billings in excess are the result of amounts due from customers under
contractual terms, which can be, in some cases, in advance of actual work
performed.


13.   TRADE ACCOUNTS RECEIVABLE

As of December 31, 2004 and December 31, 2005, trade accounts receivable consist
of the following:

                                                       2004             2005
                                                   -----------      ------------

Contracts in progress                              $ 1,961,319      $   769,322
Completed contracts                                  2,858,045        4,516,323
                                                   -----------      -----------

                                                   $ 4,819,364      $ 5,285,645

Less: allowance for doubtful accounts                  (53,149)        (292,507)
                                                   -----------      -----------

                                                   $ 4,766,215      $ 4,993,138

<PAGE>


14.   NOTES RECEIVABLE

On September 1, 2003 Global was tendered a $100,000 note receivable. The note
bears interest at 5% and is all due and payable February 28, 2006.

During the 4th quarter of 2005 $1,475,000 in accounts receivable was transferred
to a Note receivable. The Note stipulates weekly payments of $52,993.76, has an
interest rate of 8% per annum, and is all due and payable on or before June 9,
2006.

During the 4th quarter of 2005, a note receivable in the amount of $600,000 was
issued to the Company by Avolar Aero Lineas SA de CV. The note is all due and
payable on or before June 30, 2006 and bears interest at 6.5% per annum.


15.   INCOME TAXES

The Company had no current State or Federal income tax expense for the years
ended December 31, 2004 and December 31, 2005.

                                                      2004              2005
                                                   ----------       -----------

Current provision/benefit                          $    --          $   372,578
Deferred provision/benefit                         $    --               (6,400)
                                                   -----------      -----------
                                                   $    --          $   366,178
                                                   ===========      ===========


                                                      2004              2005
                                                   -----------      -----------

Federal income tax expense (benefit) at            $   855,000      $ 1,186,442
statutory rate (34%)

State income tax expense (benefit) net of
federal tax effect                                      81,000          174,476

Benefit of new operating loss carryover               (936,000)        (951,200)

Deferred income tax valuation allowance

Surtax exemption and other                                              (43,540)
                                                   -----------      -----------

Net income tax expense                             $         0      $   366,178


Deferred tax assets and liabilities are determined based on the difference
between currently enacted tax rates. Deferred tax expense or benefit is the
result of the changes in deferred tax assets and liabilities.


Deferred income taxes arise principally from the temporary differences between
financial statement and income tax recognition of net operating losses.

The components of deferred taxes at December 31, 2004 and December 31, 2005 in
the accompanying balance sheet is summarized below:

                                          2004                           2005
                                       ----------                       --------
Deferred tax assets
Allowance for bad debts                                                 117,200
Impaired goodwill                                                        46,400
Amortization of intangibles                                             102,000
Net operating loss carry forward        370,000

Less valuation allowance               (370,000)
                                       --------                         -------

                                              0                         265,600

Deferred tax liabilities
Depreciation                                                             78,000
Deferred tax liabilities                                                 78,000
                                       --------                         -------
Valuation allowance                                                     (57,000)

Deferred tax assets, net                                                130,000


At December 31, 2004, the Company has approximately $1,000,000 of unused Federal
net operating loss carry forwards, which was used in 2005.

The valuation allowance decreased by $951,200 during the year ended December 31,
2005.

<PAGE>


16.   CONCENTRATION OF REVENUES

The Company's top four customers accounted for 37.1% of sales during the year
ended December 31, 2005. The Company's top four customers accounted for 56% of
sales during the year ended December 31, 2004. Five customers accounted for 45%
of the Company's accounts receivable at December 31, 2005. The broadening of our
customer base will spread the risk associated with a potential failure of a
significant customer. Efforts are continually being made to broaden our customer
base and we expect to further reduce this risk in 2005. While the relative
significance of customers varies period to period, the loss of, or significant
curtailments of purchase of our services by, one or more or our significant
customers at any time could adversely affect our revenue and cash flow. The top
four customers reference above for 2004 & 2005 are listed in the table below:


    2004-Top          2004- % Of          2005-Top Four          2005- % Of
 Four Customers        Revenues            Customers              Revenues
 --------------        --------            ---------              --------

Customer A               21.3              Customer E               16.7

Customer B               13.2              Customer C                8.3

Customer C               11.7              Customer F                6.6

Customer D                9.8              Customer G                6.0

Top Four-2004 Total %      56              Top Four-2005 Total %    37.6


17.   GAIN ON RENEGOTATION OF CONTRACTS

During the quarter ended March 31, 2004, an agreement between the Company and
Hamilton Aviation was negotiated that eliminated an accrued liability for rental
payments resulting in a gain of $88,000. During the first and second quarters of
2004 our World Jet, subsidiary successfully negotiated with creditors reductions
in some liabilities which resulted in gains totaling $449,338.

On July 8, 2004, the Estate Administrator, on behalf of Hamilton Aviation, Inc.,
accepted an offer by HAT calling for satisfaction of all of its obligations
under the May 6, 2004 Settlement Agreement by payment of a lump sum of $750,000
on or before September 6, 2004. HAT made this final lump sum payment and the
resulting elimination of accrued liabilities resulted in a gain of $607,194
recorded during the quarter ended September 30, 2004.

<PAGE>


Summarized below are the $ amounts recognized on renegotiation of contracts by
quarter and by operating unit:

                       Global         Hamilton          World
Quarter Ended:         Aircraft       Aerospace         Jet      Consolidated
--------------         --------       ---------         ---      ------------

March 31, 2004                        $  88,000       $ 224,654    $   312,654

June 30, 2004                                         $ 224,654    $   224,654

September 30, 2004                    $ 607,194                    $   607,194

December 31, 2004                                                  $       -0-

 Totals for Year          -0-         $ 695,194       $ 449,308    $ 1,144,502


18. SUBSEQUENT EVENTS

On February 20, 2006, the Company executed an amendment to the lease with Tucson
Airport Authority, Inc. for the rent of the HAT facility extending the term for
one year until February 28, 2007 and stipulating a rental amount of $318,228.37
per year, payable monthly, commencing March 1, 2006.

On February 20, 2006, the Company executed an amendment to the lease with Tucson
Airport Authority, Inc. for the World Jet inventory storage facility extending
the term for one year until February 28, 2007 and stipulating a rental amount of
$210,911.59 per year, payable monthly, commencing March 1, 2006.