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                           CERTIFICATE OF AMENDMENT
                                    TO THE
                         CERTIFICATE OF INCORPORATION
                                      OF
                            AVIATION SALES COMPANY
                            a Delaware Corporation


     Pursuant to the Delaware General Corporation Law (the "DGCL"), Article I of
the Certificate of Incorporation of AVIATION SALES COMPANY, a Delaware
corporation, hereafter referred to as the "Corporation," is amended in its
entirety to read as follows:

                                  Article I.

     The name of the Corporation is TIMCO Aviation Services, Inc.

                                     * * *

     Further, pursuant to the DGCL, the first paragraph of Article IV of the
Certificate of Incorporation of the Corporation is amended in its entirety to
read as follows:

                                  Article IV.

     The total number of shares of capital stock which the Corporation shall
have the authority to issue is 501,000,000 shares, of which (i) 500,000,000
shares shall be Common Stock, par value $0.001 per share (the "Common Stock"),
and (ii) 1,000,000 shares shall be Preferred Stock, par value $0.01 per share
(the "Preferred Stock").

                                     * * *

     All subsequent paragraphs and provisions of Article IV shall remain
unchanged and unamended.

                                     * * *

     Further, pursuant to the DGCL, the following paragraph shall be added to
Article IV of the Certificate of Incorporation of the Corporation:

     Simultaneously with the effective date of the filing of this Amendment to
the Certificate of Incorporation (the "Effective Date"), each ten (10) shares of
old Common Stock (and each option, warrant and all other securities convertible
into shares of old Common Stock, that represent the right to acquire ten (10)
shares of old Common Stock) of the Corporation issued and outstanding or held as
treasury shares immediately prior to the Effective Date (the "Old Common Stock")
shall automatically be reclassified and continued (the "Reverse Split"), without
any action on the part of the holder thereof, as one (1) share of new Common
Stock (or as an option, warrant or other security convertible into shares of new
Common Stock, into the right to acquire (1) share of new Common Stock, as the
case may be).  The Corporation shall not issue fractional shares on account of
the Reverse Split.  Holders of Old Common Stock who would otherwise be entitled
to a fraction of a share on account of the Reverse Split shall receive, upon
surrender of the stock certificates formerly representing shares of the Old
Common Stock, in lieu
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of such fractional share, an amount in cash (the "Cash-in-Lieu Amount") equal to
the product of (i) the fractional share which a holder would otherwise be
entitled to, multiplied by (ii) the average of the closing price per share of
the Old Common Stock on the five trading days immediately prior to the Effective
Date as officially reported on the OTC Bulletin Board. No interest shall be
payable on the Cash-in-Lieu Amount.

                                     * * *

     Except as provided for above, the Certificate of Incorporation of the
Corporation shall remain unchanged.

     The foregoing amendment to the Certificate of Incorporation of the
Corporation was duly adopted and approved at a Board of Directors Meeting held
on August 14, 2001 and approved by a majority of the stockholders of the
Corporation on February 19, 2002,  pursuant to Section 242 of the DGCL.  The
number of votes cast in favor of the foregoing amendments by the stockholders
was sufficient for approval of the amendment.

     This amendment shall be effective as of the date of filing of this
Certificate of Amendment.

     IN WITNESS WHEREOF, the undersigned officer of the Corporation has executed
this Certificate of Amendment effective on February 27, 2002.



                              AVIATION SALES COMPANY

                              /s/ Gil West
                              --------------------------------------
                              Gil West, President