**EXHIBIT10.28****SUMMARY OF AIRNET SYSTEMS, INC. 2007 INCENTIVE COMPENSATION PLAN**On March 28, 2007, the Board of Directors of AirNet, upon the recommendation of the CompensationCommittee, adopted the 2007 Incentive Compensation Plan (the “2007 Incentive Plan”). The purposeof the 2007 Incentive Plan was to promote the following goals of AirNet for the fiscal year endingDecember 31, 2007 (the “2007 fiscal year”) by providing incentive compensation to certain employeesof AirNet: **•** attaining designated levels of pre-tax income;  **•** achieving designated levels of Express Services revenues and contribution margin;  **•** reducing AirNet’s operating costs;  **•** establishing AirNet as the express air carrier of choice for highly controlled and time sensitive shipments;  **•** leveraging AirNet’s aviation infrastructure to improve contribution margin;  **•** operating in all areas of AirNet’s business in an absolutely safe, highly professional,dependable, efficient and customer focused manner; and  **•** developing AirNet’s leadership team.Participants in the 2007 Incentive Plan included AirNet’s executive officers – Bruce D. Parker(Chairman of the Board, Chief Executive Officer and President), Larry M. Glasscock, Jr. (SeniorVice President, Express Services), Jeffery B. Harris (Senior Vice President, Bank Services), Ray L.Druseikis (Vice President of Finance and Controller and Interim Chief Financial Officer, Treasurerand Secretary) and Craig A. Leach (Vice President, Information Systems) — and certain departmentmanagers and department directors. There were 37 participants in the 2007 Incentive Plan whoreceived payments under its terms.The targeted incentive compensation payment a participant could have earned under the 2007Incentive Plan ranged from 20% to 100% of the participant’s base salary, depending upon suchparticipant’s level of responsibility for achieving AirNet’s goals for the 2007 fiscal year. Thetargeted percentage of annual base salary that each of AirNet’s executive officers could haveearned as incentive compensation under the 2007 Incentive Plan was as follows: Bruce D. Parker,100%; Larry M. Glasscock, Jr. and Jeffery B. Harris, 75%; and Ray L. Druseikis and Craig A. Leach,50%.Payments under the 2007 Incentive Plan were based on a combination of AirNet’s (i) pre-tax incomefor the 2007 fiscal year, (ii) Express Services revenues and contribution margins for the 2007fiscal year, and (iii) the achievement of personal goals assigned to each participant. TheCompensation Committee determined the personal goals of the Chief Executive Officer. The ChiefExecutive Officer determines the personal goals for the other executive officers, which werereviewed and approved by the Compensation Committee. The personal goals of other participants wereapproved by the Chief Executive Officer and reviewed by the Compensation Committee. The personalgoals approved by the Compensation Committee for each of the executive officers related to specificbusiness objectives with respect to general business operations (e.g., regulatory compliance,expense reductions, etc.) and each business segment (e.g., execution of specific contracts withcustomers and vendors, cost reductions, service improvements, etc.).With the exception of Bruce D. Parker, no incentive compensation was to be paid under the 2007Incentive Plan unless AirNet achieved at least 80% of its targeted pre-tax income for the 2007fiscal year. Mr. Parker was eligible to receive the portion of his incentive compensationpotential allocated to his personal goals without regard to AirNet’s attainment of its financialobjectives. Once the designated threshold level of pre-tax income was achieved, potentialincentive compensation payouts were to increase at predetermined levels until the maximum incentivecompensation payout of approximately $1.7 million was reached at approximately 140% of AirNet’stargeted pre-tax income for the 2007 fiscal year.Once the aggregate potential incentive compensation payout is determined based upon the level ofpre-tax income achieved by AirNet during the 2007 fiscal year, each participant’s incentivecompensation payment was to be determined based upon the following three components of the 2007Incentive Compensation Plan (i) pre-tax income for the 2007 fiscal year; (ii) Express Servicesrevenues and contribution margins for the 2007 fiscal year, and (iii) the achievement of personalgoals. With the exception of Mr. Parker, 20% of each participant’s incentive compensation payoutwas allocated to the attainment of personal goals. Forty percent of Mr. Parker’s incentivecompensation payment was allocated to the attainment of personal goals. The portion of eachparticipant’s incentive compensation potential that was not allocated to the attainment of personalgoals was to be allocated to the attainment of predetermined levels of pre-tax income and ExpressServices revenues and contribution margin based upon such participant’s responsibility forachieving such goals.
 

 
Noincentive compensation was to be earned with respect to the Express Services component of the 2007Incentive Plan unless AirNet achieved at least 100% of its targeted Express Services revenues andcontribution margin. Once thedesignated threshold levels of Express Services revenues and contribution margin were achieved,potential incentive compensation payouts under the Express Services component of the 2007 IncentivePlan were to increase at predetermined levels until the maximum Express Services compensationpayout level was achieved.Mr. Parker’s incentive compensation payments under the 2007 Incentive Plan was based upon theachievement of certain pre-determined financial objectives and personal goals for the first sixmonths of the 2007 fiscal year and the last six months of the 2007 fiscal year. Mr. Parker waseligible to receive up to 50% of his annual base salary in each six-month period, subject to theattainment of Mr. Parker’s predetermined financial objectives and personal goals. In eachsix-month incentive compensation period, Mr. Parker’s incentive compensation potential wasallocated among Mr. Parker’s financial objectives and personal goals as follows: **•** 30% of Mr. Parker’s incentive compensation potential was based upon attaining at least100% of the targeted pre-tax income for the applicable six-month period;  **•** 30% of Mr. Parker’s incentive compensation potential was based upon attaining at least100% of the targeted Express Services revenues and contribution margin for the applicablesix-month period; and  **•** 40% of Mr. Parker’s incentive compensation potential was based upon the attainment ofthe personal goals established for Mr. Parker by the Board of Directors.The Board of Directors established the following personal goals for Mr. Parker for the 2007 fiscalyear: **•** development of an AirNet operating vision, including specific objectives and strategy;  **•** development of a chief executive officer succession plan; and  **•** developing AirNet’s management into an integrated team working to achieve specificobjectives.The Board of Directors evaluated Mr. Parker’s performance at the end of each six month incentivecompensation period and determined his incentive compensation payment based upon AirNet’s financialperformance and achievement of Mr. Parker’s personal goals during such period. In the event theBoard of Directors approved a strategic alternative that was completed based upon Mr. Parker’sefforts, Mr. Parker would have been be deemed to have met all his financial objectives and personalgoals for the six month incentive compensation period in which the strategic alternative wascompleted. In such event, Mr. Parker would have been entitled to receive his maximum incentivecompensation for such six month period, prorated from the first day of such six month period to thedate the strategic alternative is completed.Except for payments to Mr. Parker and AirNet’s other executive officers, payments under the 2007Incentive Plan were paid in quarterly payments commencing with the first quarter of the 2007 fiscalyear based upon AirNet’s year to date financial performance. With the exception of Mr. Parker,payments of incentive compensation to AirNet’s executive officers were made in the first quarter ofthe fiscal year ending December 31, 2008 based upon AirNet’s performance and each executiveofficer’s performance for the 2007 fiscal year. Mr. Parker’s incentive compensation payments weremade in two installments on September 14, 2007 and March 13, 2008. In order to receive a payment,a participant must have been actively employed by AirNet at the time the payment was made. Newemployees who qualified for the 2007 Incentive Compensation Plan were eligible to participate onthe first day of the calendar quarter following their date of hire.In the event the incentive compensation payments otherwise available for payment under the 2007Incentive Plan based upon AirNet’s level of pre-tax income were not to be paid to certainparticipants as a result of such participants’ failure to attain their personal goals or AirNet’sfailure to attain the predetermined levels of Express Services revenues or contribution margin,such unpaid amounts could have been awarded at the discretion of the Compensation Committee toparticipants in the 2007 Incentive Plan or to other employees of AirNet not participating in the2007 Incentive Plan. In the event such discretionary awards were made to any participant,including AirNet’s executive officers, the total incentive compensation payment to any suchparticipant could have exceeded the targeted incentive compensation payment to such participant asdescribed above.OnNovember 6, 2007, the Board of Directors of AirNet, upon therecommendation of the Compensation Committee, amended the 2007Incentive Plan so that for purposes of computing the pre-tax incomeof AirNet for the 2007 fiscal year, the $2.2 million non-cashimpairment charge recorded by AirNet in the third quarter of the 2007fiscal year would be disregarded and AirNet’s pre-tax income for the2007 fiscal year would be computed as if no impairment charge hadbeen incurred.During the 2007 fiscal year and the fiscal quarter ending March 31, 2008, AirNet made paymentsunder the terms of the 2007 Incentive Plan in the aggregate amount of approximately $1.0 million,which included $71,500 paid to Mr. Parker in 2007 as described above. In March of 2008, thefollowing executive officers of AirNet were paid the following amounts under the 2007 IncentivePlan: Bruce D. Parker — $133,200; Jeffery B. Harris — $125,600; Larry M. Glasscock, Jr. — $94,200;Craig A. Leach — $58,100; and Ray L. Druseikis — $55,000.