A320 FAMILY
AIRCRAFT

      PURCHASE
AGREEMENT

      


      BETWEEN

      


      AIRBUS
SAS

      


      (the
“Seller”)

      


      AND

      


      CHINA SOUTHERN AIRLINES
COMPANY LIMITED

      


      (the
“Buyer”)

      


      AND

      


      CHINA SOUTHERN AIRLINES
GROUP

      IMPORT AND EXPORT TRADING
CORP., LTD.

      


      (the
“Consenting Party”)

      


      Buyer's
reference: 09SIES1034FR

      


      Seller's
reference: CT0803292

      


      ***  This
information is subject to confidential treatment and has been omitted and filed
separately with the Commission.

      


      
        	
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      CONTENTS

      


      
        
          
            
              
                	
                        Clauses

                      	 
      	 
      
	 
      	 
      	 
      
	
                        0

                      	
                        SUPPLEMENTARY
      DEFINITIONS

                      	 
      
	 
      	 
      	 
      
	
                        1

                      	
                        QUANTITY,
      MODEL AND DESCRIPTION

                      	 
      
	 
      	 
      	 
      
	
                        2

                      	
                        AIRCRAFT
      DEFINITION

                      	 
      
	 
      	 
      	 
      
	
                        3

                      	
                        BASE
      PRICES

                      	 
      
	 
      	 
      	 
      
	
                        4

                      	
                        DELIVERY
      SCHEDULE

                      	 
      
	 
      	 
      	 
      
	
                        5

                      	
                        PAYMENTS

                      	 
      
	 
      	 
      	 
      
	
                        6

                      	
                        LIQUIDATED
      DAMAGES

                      	 
      
	 
      	 
      	 
      
	
                        7

                      	
                        WARRANTIES
      AND SERVICE LIFE POLICY

                      	 
      
	 
      	 
      	 
      
	
                        8

                      	
                        TECHNICAL
      DATA

                      	 
      
	 
      	 
      	 
      
	
                        9

                      	
                        SELLER
      REPRESENTATIVE SERVICES

                      	 
      
	 
      	 
      	 
      
	
                        10

                      	
                        NEGOTIATED
      AGREEMENT

                      	 
      
	 
      	 
      	 
      
	
                        11

                      	
                        APPLICABILITY

                      	 
      
	 
      	 
      	 
      
	
                        12

                      	
                        CONFIDENTIALITY

                      	 
      
	 
      	 
      	 
      
	
                        13

                      	
                        CONTRACTS
      (RIGHTS OF THIRD PARTIES) ACT 1999

                      	 
      
	 
      	 
      	 
      
	
                        14

                      	
                        LAW
      AND JURIDICTION

                      	 
      
	 
      	 
      	 
      
	
                        15

                      	
                        COUNTERPARTS

                      	 
      


              

            

          

        

      

      


      ***  This
information is subject to confidential treatment and has been omitted and filed
separately with the Commission.

      


      
        	
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      CONTENTS

      


      
        
          
            
              	
                      Appendices

                    	 
      
	 
      	 
      
	
                      A

                    	
                      STANDARD
      SPECIFICATIONS FOR A320 FAMILY AIRCRAFT

                    
	 
      	 
      
	
                      B

                    	
                      AIFRAME
      PRICE REVISION FORMULA

                    
	 
      	 
      
	
                      C-1

                    	
                      CFM
      PRICE REVISION FORMULA

                    
	 
      	 
      
	
                      C-2

                    	
                      IAE
      PRICE REVISION
FORMULA

                    


            

          

        

      

      


      ***  This
information is subject to confidential treatment and has been omitted and filed
separately with the Commission.

      


      
        	
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      PURCHASE
AGREEMENT

      


      This A320
family aircraft purchase agreement (the “Agreement”) is made as of _____________________,
2010

      


      Between:

      


      AIRBUS S.A.S., a société par actions
simplifiée, created and existing under French law having its registered
office at 1 Rond-Point Maurice Bellonte, 31707 Blagnac-Cedex, France and
registered with the Toulouse Registre du Commerce under
number RCS Toulouse 383 474 814, (the “Seller”),

      


      and

      


      CHINA SOUTHERN AIRLINES COMPANY
LIMITED, a company organised under the laws of the People's Republic of
China having its principal place of business at Bai Yun Airport, Guangzhou
510405, People's Republic of China, (the “Buyer”),

      


      and

      


      CHINA SOUTHERN AIRLINES GROUP IMPORT
AND EXPORT TRADING CORP., LTD., formerly known as CHINA SOUTHERN AIRLINES
(GROUP) IMPORT AND EXPORT TRADING CORPORATION, having its principal office at
Bai Yun Airport, Guangzhou 510405, People's Republic of China (the "Consenting
Party").

      


      The
Seller and the Buyer and the Consenting Party referred together as the “Parties” and each a “Party”.

      


      WHEREAS

      


      
        	
                A.

              	
                The
      Seller and the Buyer, with the consent of the Consenting Party, have
      signed an aircraft general terms agreement reference CT0803291 dated as of
      even date herewith (the “AGTA“) which constitutes
      an integral part of this Agreement.

              


      

      


      
        	
                B.

              	
                Subject
      to the terms and conditions of this Agreement and of the AGTA, the Seller
      desires to sell the Aircraft to the Buyer and the Buyer desires to
      purchase the Aircraft from the
Seller.

              


      

      


      NOW
THEREFORE IT IS AGREED AS FOLLOWS:

      


      ***  This
information is subject to confidential treatment and has been omitted and filed
separately with the Commission.

      


      
        	
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                0.

              	
                SUPPLEMENTARY
      DEFINITIONS

              


      

      


      
        	
                0.1

              	
                In
      addition to the words and the terms elsewhere defined in this Agreement,
      the initially capitalised words and terms used in this Agreement shall
      have the meaning set out below.

              


      

      


      
        	
                0.2

              	
                Capitalised
      words and terms used in this Agreement which are not defined herein shall
      have the meaning assigned thereto in the
AGTA

              


      

      


      
        
          
            
              
                
                  
                    
                      
                        	
                                A319
      Airframe

                              	
                                means
      the A319 Aircraft excluding the A319 Propulsion
Systems.

                              
	 
      	 
      
	
                                A320
      Airframe

                              	
                                means
      the A320 Aircraft excluding the A320 Propulsion
Systems.

                              
	 
      	 
      
	
                                A321
      Airframe

                              	
                                means
      the A321 Aircraft excluding the A321 Propulsion Systems

                              
	 
      	 
      
	
                                A319
      Aircraft

                              	
                                means
      an Airbus A319-100 model aircraft including
      the A319 Airframe, the applicable Propulsion Systems, and any part,
      component, furnishing or equipment installed on the A319 Aircraft on
      Delivery under the terms and conditions of this Agreement and the
      AGTA.

                              
	 
      	 
      
	
                                A320
      Aircraft

                              	
                                means
      an Airbus A320-200 model aircraft including
      the A320 Airframe, the applicable Propulsion Systems, and any part,
      component, furnishing or equipment installed on the A320 Aircraft on
      Delivery under the terms and conditions of this Agreement and the
      AGTA.

                              
	 
      	 
      
	
                                A321
      Aircraft

                              	
                                means
      an Airbus A321-200 model aircraft including
      the A321 Airframe, the applicable Propulsion Systems, and any part,
      component, furnishing or equipment installed on the A321 Aircraft on
      Delivery under the terms and conditions of this Agreement and the
      AGTA.

                              
	 
      	 
      
	
                                A319
      Specification

                              	
                                means
      either (a) the A319 Standard Specification if no SCNs are applicable or
      (b) if SCNs are issued, the A319 Standard Specification as amended by all
      applicable SCNs and MSCNs.

                              
	 
      	 
      
	
                                A320
      Specification

                              	
                                means
      either (a) the A320 Standard Specification if no SCNs are applicable or
      (b) if SCNs are issued, the A320 Standard Specification as amended by all
      applicable SCNs and MSCNs.

                              
	 
      	 
      
	
                                A321
      Specification

                              	
                                means
      either (a) the A321 Standard Specification if no SCNs are applicable or
      (b) if SCNs are issued, the A321 Standard Specification as amended by all
      applicable SCNs and
MSCNs.

                              


                      

                    

                  

                

              

            

          

        

      

      


      ***  This
information is subject to confidential treatment and has been omitted and filed
separately with the Commission.

      


      
        	
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                    A319
      Standard

                  	 
      
	
                    Specification

                  	
                    means
      the A319-100 standard
      specification document number J.000.01000 Issue 6, dated March 1, 2007 a
      copy of which has been annexed hereto as Appendix A-1, with the following
      design weights:

                  


          

        

      

      


      
        
          
            
              
                	
                        MTOW: 

                      	
                        64.0
      tonnes

                      
	
                        MLW:

                      	
                        61.0
      tonnes and

                      
	
                        MZFW:

                      	
                        57.0
      tonnes

                      


              

            

          

        

      

      


      
        
          
            	
                    A320
      Standard

                  	 
      
	
                    Specification

                  	
                    means
      the A320-200 standard
      specification document number D.000.02000 Issue 7, dated March 1, 2007 a
      copy of which has been annexed hereto as Appendix A-2, with the following
      design weights:

                  


          

        

      

      


      
        
          
            
              	
                      MTOW:

                    	
                      73.5
      tonnes

                    
	
                      MLW:

                    	
                      64.5
      tonnes and

                    
	
                      MZFW:

                    	
                      61.0
      tonnes

                    


            

          

        

      

      


      
        
          
            	
                    A321
      Standard

                  	 
      
	
                    Specification

                  	
                    means
      the A321-200 standard
      specification document number E.000.02000 Issue 4, dated March 1, 2007 a
      copy of which has been annexed hereto as Appendix A-2, with the following
      design weights:

                  


          

        

      

      


      
        
          
            	
                    MTOW:

                  	
                    89
      tonnes

                  
	
                    MLW:

                  	
                    75.5
      tonnes and

                  
	
                    MZFW:

                  	
                    71.5
      tonnes

                  


          

        

      

      


      
        
          
            
              	
                      Airframe
      Base Price

                    	
                      means,  (i)
      with respect to the A319 Airframe, the A319 Airframe Base Price set forth
      in Clause 3.1.1 ; (ii) with respect to the A320 Airframe, the A320
      Airframe Base Price set forth in Clause 3.1.2; (iii) with respect to the
      A321 Airframe, the A321 Airframe Base Price set forth in Clause 3.1.3; and
      with respect to the Aircraft means any or all of the A319 Airframe Base
      Price, A320 Airframe Base Price and A321 Airframe Base
    Price.

                    
	 
      	 
      
	
                      Aircraft

                    	
                      means
      any or all of the A319 Aircraft, A320 Aircraft and A321
      Aircraft.

                    
	 
      	 
      
	
                      Base
      Delivery

                    	 
      
	
                      Condition
      Year

                    	
                      ***

                    
	 
      	 
      
	
                      Base
      Price

                    	
                      means
      (i) the sum of the applicable Airframe Base Price and the applicable
      Propulsion Systems Base Price or (ii) the Aircraft Base
    Price

                    


            

          

        

      

      


      ***  This
information is subject to confidential treatment and has been omitted and filed
separately with the Commission.

      


      
        	
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                    Daily
      Liquidated

                  	 
      
	
                    Damages
      Amount

                  	
                    as
      specified in Clause 6

                  
	 
      	 
      
	
                    First
      Quarter

                  	
                    means the months of
      January, February, March

                  
	 
      	 
      
	
                    Fourth
      Quarter

                  	
                    means the months of
      October, November, December

                  
	 
      	 
      
	
                    PEP
      Revision Service

                  	 
      
	
                    Period

                  	
                    as
      specified in Clause 8

                  
	 
      	 
      
	
                    Propulsion
      Systems

                  	 
      
	
                    Base
      Price

                  	
                    as
      specified in Clause 3.2

                  
	 
      	 
      
	
                    Propulsion
      Systems

                  	 
      
	
                    Manufacturer

                  	
                    means
      the manufacturer of the Propulsion Systems

                  
	 
      	 
      
	
                    Propulsion
      Systems

                  	 
      
	
                    Reference
      Price

                  	
                    as
      specified in Clause 3.2

                  
	 
      	 
      
	
                    Quarter

                  	
                    means
      any or all of the First Quarter, Second Quarter, Third Quarter and Fourth
      Quarter

                  
	 
      	 
      
	
                    Revision
      Service

                  	 
      
	
                    Period

                  	
                    as
      specified in Clause 8

                  
	 
      	 
      
	
                    Second
      Quarter

                  	
                    means the months of
      April, May, June

                  
	 
      	 
      
	
                    Third
      Quarter

                  	
                    means the months of
      July, August,
September

                  


          

        

      

      


      ***  This
information is subject to confidential treatment and has been omitted and filed
separately with the Commission.

      


      
        	
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                0.3

              	
                Clause headings
      and the index are inserted for convenience of reference only and shall be
      ignored in the interpretation of this
Agreement

              


      

      


      
        	
                0.4

              	
                In
      this Agreement unless the context otherwise
  requires:

              


      

      


      
        	
                 
      

              	
                (a)

              	
                references
      to Clauses, Schedules, Appendices, and Exhibits are to be construed as
      references to the Clauses, Schedules, Appendices, and Exhibits to this
      Agreement and references to this Agreement include its Clauses, Schedules,
      Exhibits and Appendices.

              


      

      


      
        	
                 
      

              	
                (b)

              	
                words
      importing the plural shall include the singular and vice versa;
      and

              


      

      


      
        	
                 
      

              	
                (c)

              	
                references
      to a person shall be construed as including, without limitation,
      references to an individual, firm, company, corporation, unincorporated
      body of persons and any state or agency of a
  state.

              


      

      


      ***  This
information is subject to confidential treatment and has been omitted and filed
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                1.

              	
                QUANTITY

              


      

      


      On
December 18, 2007, the Seller and the China Aviation Suppliers Import and Export
Corporation (“CASC”) have entered into a general terms agreement for the sale
and purchase of one hundred ten (110) A320 family aircraft.  Twenty (20) of
these aircraft have been allocated by CASC to the Buyer (the "GTA Allocation"), and the
Buyer agrees to purchase these twenty (20) aircraft (the “Aircraft”).

      


      Unless
otherwise agreed in writing by the Parties pursuant to the terms and conditions
of this Agreement, such twenty (20) Aircraft shall be twenty (20) A320
Aircraft.

      


      Pursuant
to the terms of the Agreement and of the AGTA, the Seller shall sell and deliver
to the Buyer and the Buyer
shall buy and take Delivery of the Aircraft.

      


      
        	
                2.

              	
                AIRCRAFT
      DEFINITION

              


      

      


      
        	
                2.1

              	
                Aircraft
      Standard Specification Definition

              


      

      


      
        	
                2.1.1

              	
                Standard Specification for A319
      Aircraft

              


      

      


      The A319
Aircraft shall be manufactured in accordance with the A319
Specification.

      


      
        	
                2.1.2

              	
                Standard Specification for the
      A320 Aircraft

              


      

      


      The A320
Aircraft shall be manufactured in accordance with the A320
Specification.

      


      
        	
                2.1.3

              	
                Standard Specification for the
      A321 Aircraft

              


      

      


      The A321
Aircraft shall be manufactured in accordance with the A321
Specification.

      


      ***  This
information is subject to confidential treatment and has been omitted and filed
separately with the Commission.

      


      
        	
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                2.2

              	
                Propulsion
      Systems

              


      

      


      
        	
                2.2.1

              	
                The
      A319 Airframe will be equipped with a set of two
  (2):

              


      

      


      
        	
                 
      

              	
                (i)

              	
                CFM
      International CFM 56-5B5/3 engines,
or

              


      

      


      
        	
                 
      

              	
                (ii)

              	
                International
      Aero Engines IAE V2522-A5 engines

              


      

      


      (each,
upon selection by the Buyer, being referred to as the “A319 Propulsion
Systems”).

      


      
        	
                2.2.2

              	
                The
      A320 Airframe will be equipped with a set of two
  (2):

              


      

      


      
        	
                 
      

              	
                (i)

              	
                CFM
      International CFM 56-5B4/3 engines,
or

              


      

      


      
        	
                 
      

              	
                (ii)

              	
                International
      Aero Engines IAE V2527-A5 engines

              


      

      


      (each,
upon selection by the Buyer, being referred to as the “A320 Propulsion
Systems”).

      


      
        	
                2.2.3

              	
                The
      A321 Airframe will be equipped with a set of two
  (2):

              


      

      


      
        	
                 
      

              	
                (i)

              	
                CFM
      International CFM 56-5B3/3 engines,
or

              


      

      


      
        	
                 
      

              	
                (ii)

              	
                International
      Aero Engines IAE V2533-A5 engines

              


      

      


      (each,
upon selection by the Buyer, being referred to as the “A321 Propulsion
Systems”)

      


      The A319
Propulsion Systems, the A320 Propulsion Systems and the A321 Propulsion Systems
being referred to herein collectively as the “Propulsion
Systems”.

      


      
        	
                2.2.4

              	
                The
      Buyer shall notify the Seller in writing of its selection of Propulsion
      Systems type for the Aircraft by no later than *** prior to the Scheduled
      Delivery Month of the first Aircraft based on the Aircraft delivery
      schedule set forth in Clause 4 herein.  Such selection shall be
      incorporated in the applicable Aircraft Specification by signature of a
      Specification Change Notice. If the Buyer does not
      select its Propulsion Systems type as agreed herein, in addition to its
      other rights, the Seller will have the right to defer the Scheduled
      Delivery Months of any or all of the
  Aircraft.

              


      

      


      ***  This
information is subject to confidential treatment and has been omitted and filed
separately with the Commission.

      


      
        	
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                3.

              	
                BASE
      PRICES

              


      

      


      With
respect to the Aircraft, Clause 3.1 and Clause 4.1 of the AGTA shall
apply.

      


      
        	
                3.1

              	
                Airframe
      Base Price

              


      

      


      
        	
                3.1.1

              	
                A319 Airframe Base
      Price

              


      

      


      The A319 Airframe Base Price is
the sum of:

      


      
        	
                 
      

              	
                (i)

              	
                the
      base price of the standard A319 Airframe as defined in the A319 Standard
      Specification excluding Buyer Furnished Equipment and including for the
      avoidance of doubt engine accessories, nacelles and thrust reversers,
      which is:

              


      

      


      
        	
                 
      

              	
                ***
      and

              


      

       

      
        	
                 
      

              	
                (ii)

              	
                the
      budgetary sum of the base prices of the A319 Specification Change Notices
      (SCNs), which is:

              


      

       

      
        	
                 
      

              	
                ***

              


      

       

      
        	
                3.1.2

              	
                A320 Airframe Base
      Price

              


      

      


      
        	
                 
      

              	
                The
      A320 Airframe Base
      Price is the sum of:

              


      

      


      
        	
                 
      

              	
                (i)

              	
                the
      base price of the standard A320 Airframe as defined in the A320 Standard
      Specification excluding Buyer Furnished Equipment and including for the
      avoidance of doubt engine accessories, nacelles and thrust reversers,
      which is:

              


      

      


      
        	
                 
      

              	
                ***,
      and

              


      

       

      
        	
                 
      

              	
                (ii)

              	
                the
      budgetary sum of the base prices of the A320 Specification Change Notices
      (SCNs) , which is:

              


      

       

      
        	
                 
      

              	
                ***

              


      

       

      ***  This
information is subject to confidential treatment and has been omitted and filed
separately with the Commission.

      


      
        	
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                3.1.3

              	
                A321 Airframe Base
      Price

              


      

      


      The A321 Airframe Base Price is
the sum of:

      


      
        	
                 
      

              	
                (i)

              	
                the
      base price of the standard A321 Airframe as defined in the A321 Standard
      Specification excluding Buyer Furnished Equipment and including for the
      avoidance of doubt engine accessories, nacelles and thrust reversers,
      which is:

              


      

      


      
        	
                 
      

              	
                ***,
      and

              


      

       

      
        	
                 
      

              	
                (ii)

              	
                the
      budgetary sum of the base prices of the A321 Specification Change Notices
      (SCNs) , which is:

              


      

       

      
        	
                 
      

              	
                ***

              


      

      


      
        	
                3.1.4

              	
                The
      Airframe Base Price is expressed in United States Dollars (USD) at
      ***delivery conditions. It is subject to adjustment up to the Aircraft
      Delivery Date in accordance with the Airframe Price Revision Formula set
      out in Appendix B.

              


      

      


      
        	
                3.2

              	
                Propulsion
      Systems Base Price

              


      

      


      
        	
                3.2.1

              	
                CFM
      International

              


      

      


      The
Propulsion Systems Base Price of a set of two (2) CFM INTERNATIONAL Propulsion
Systems is:

      


      
        	
                3.2.1.1

              	
                CFM56-5B5/3
      for the A319 Aircraft

              


      

       

      ***


       

      
        	
                3.2.1.2

              	
                CFM56-5B4/3
      for the A320 Aircraft

              


      

       

      ***


       

      
        	
                3.2.1.3

              	
                CFM56-5B3/3
      for the A321 Aircraft

              


      

       

      ***

       

      Such CFM
International Propulsion Systems Base Prices have been established in accordance
with the delivery conditions for a theoretical delivery in *** and have been
calculated from the CFM International Propulsion Systems Reference Prices of
the:

      


      CFM56-5B5/3
: ***;

      


      CFM56-5B4/3
: ***;

      


      CFM56-5B3/3
:  ***

      


      ***  This
information is subject to confidential treatment and has been omitted and filed
separately with the Commission.

      


      
        	
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      The CFM
International Propulsion Systems Reference Prices have been established in
accordance with the economic conditions prevailing for a theoretical delivery in
*** at the Reference Composite Price Index of *** and shall be subject to
revision up to the Aircraft Delivery Date in accordance with the CFM
INTERNATIONAL Price Revision Formula set out in Appendix C-1 hereto (the “CFM Price Revision
Formula”).

      


      
        	
                3.2.2

              	
                IAE

              


      

      


      The IAE
Propulsion Systems Base Price of a set of two (2) INTERNATIONAL AERO ENGINES IAE
Propulsion Systems (excluding specifically engine accessories, nacelles and
thrust reversers) is:

       

      
        	
                3.2.2.1

              	
                IAE
      V2522-A5 for the A319 Aircraft

              


      

       

      ***

       

      
        	
                3.2.1.2

              	
                IAE
      V2527-A5 for the A320 Aircraft

              


      

       

      ***

       

      
        	
                3.2.1.3

              	
                IAE
      V2533-A5 for the A321 Aircraft

              


      

       

      ***

      


      Such IAE
Propulsion Systems Base Prices have been established in accordance with the
delivery conditions for a theoretical delivery in *** and have been calculated
from the IAE Propulsion Systems Reference Prices for the:

      


      IAE
V2522-A5: ***

      


      IAE
V2527-A5: ***

      


      IAE
V2533-A5: ***

      


      The IAE
Propulsions Systems Reference Prices have been established in accordance with
the economic conditions prevailing for a theoretical delivery in *** and shall
be subject to revision up to the Aircraft delivery date in accordance with the
IAE INTERNATIONAL Price Revision Formula set forth in Appendix C-2 hereto (the
“IAE Price Revision
Formula”).

      


      
        	
                3.3

              	
                Base
      Price of the Aircraft

              


      

       

      The Base
Price of the Aircraft is the sum of the Airframe Base Price and the CFM
International Propulsion Systems Base Price until the Buyer notifies the Seller
of its Propulsion Systems selection. After such notification, The Aircraft Base
Price shall be the sum of the Airframe Base Price and the selected Propulsion
Systems Base Price.

      


      ***  This
information is subject to confidential treatment and has been omitted and filed
separately with the Commission.

      


      
        	
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                4.

              	
                DELIVERY
      SCHEDULE

              


      

       

      Subject
to Clauses 2,7,8,10 and 18 of the AGTA, the Seller shall have the Aircraft Ready
for Delivery at the Delivery Location within the following delivery
months:

      


      
        
          
            	
                    Aircraft
      N°1

                  	
                    ***
      2011

                  
	
                    Aircraft
      N°2

                  	
                    ***
      2011

                  
	
                    Aircraft
      N°3

                  	
                    ***
      2011

                  
	
                    Aircraft
      N°4

                  	
                    ***
      2011

                  
	
                    Aircraft
      N°5

                  	
                    ***

                  
	
                    Aircraft
      N°6

                  	
                    ***

                  
	
                    Aircraft
      N°7

                  	
                    ***

                  
	
                    Aircraft
      N°8

                  	
                    ***

                  
	
                    Aircraft
      N°9

                  	
                    ***

                  
	
                    Aircraft
      N°10

                  	
                    ***

                  
	
                    Aircraft
      N°11

                  	
                    ***

                  
	
                    Aircraft
      N°12

                  	
                    ***

                  
	
                    Aircraft
      N°13

                  	
                    ***
      2013

                  
	
                    Aircraft
      N°14

                  	
                    ***
      2013

                  
	
                    Aircraft
      N°15

                  	
                    ***
      2013

                  
	
                    Aircraft
      N°16

                  	
                    ***2013

                  
	
                    Aircraft
      N°17

                  	
                    ***
      2013

                  
	
                    Aircraft
      N°18

                  	
                    ***
      2013

                  
	
                    Aircraft
      N°19

                  	
                    ***
      2013

                  
	
                    Aircraft
      N°20

                  	
                    ***
      2013

                  


          

        

      

      


      Each such
calendar month shall be, with respect to the corresponding Aircraft, the “Scheduled Delivery
Month”.

      


      
        	
                5.

              	
                PAYMENTS

              


      

       

      
        	
                5.1

              	
                With
      respect to Clause 5.3.1 of the AGTA, the predelivery payment reference
      price is determined by the following
formula:

              


      

       

      ***

      


      
        	
                5.2

              	
                With
      respect to Clause 5.3.2 of the AGTA, The Predelivery Payments shall be
      made in accordance with the following
schedule:

              


      

      


      ***

      


      In the
event of the above schedule resulting in any Predelivery Payment falling due
prior to the date of signature of this Agreement, such Predelivery Payments
shall be made upon signature of this Agreement.

      


      ***.

      


      
        	
                5.3

              	
                With
      respect to Clause 5.3.5 of the AGTA, the Seller shall be entitled to
      request Predelivery Payments for each SCN executed after signature of this
      Agreement:

              


      

      


      ***


      ***  This
information is subject to confidential treatment and has been omitted and filed
separately with the Commission.

      


      
        	
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                6.

              	
                LIQUIDATED
      DAMAGES

              


      

      


      In the
event of a Non-Excusable Delay as defined in Clause 11 of the AGTA,
***

      


      The
amount of such liquidated damages shall *** in respect of any one
Aircraft.

      


      The Buyer
and the Seller agree that payment by the Seller of the amounts due pursuant to
this clause shall be considered to be liquidated damages and have been
calculated to compensate the Buyer for its entire damages for all losses of any
kind due to Non-Excusable Delay. The Seller shall not in any circumstances have
any liability whatsoever for Non-Excusable Delay other than as set forth in this
clause and in clause 11 of the AGTA.

      


      
        	
                7.

              	
                WARRANTIES AND SERVICE
      LIFE POLICY

              


      

      


      
        	
                7.1

              	
                With
      respect to Clause 12.1.3 of the AGTA, the Warranty Period shall be
      ***.

              


      

      


      
        	
                7.2

              	
                With
      respect to Clause 12.2.2 of the AGTA, if a Failure occurs in an Item
      before the Aircraft in which such Item has been originally installed has
      completed *** to the Buyer, ***, then the Seller shall comply with the
      undertakings defined in such Clause
12.2.2.

              


      

      


      
        	
                7.3

              	
                With
      respect to Clause 12.2.3 of the AGTA,
***.

              


      

      


      
        	
                7.4

              	
                Waiver, Release and
      Renunciation

              


      

      


      THE
WARRANTIES, OBLIGATIONS AND LIABILITIES OF THE SELLER (AS DEFINED BELOW FOR THE
PURPOSES OF THIS CLAUSE ) AND REMEDIES OF THE BUYER SET FORTH IN CLAUSE 12 AND
CLAUSE 14 OF THE AGTA ARE EXCLUSIVE AND IN SUBSTITUTION FOR, AND THE BUYER
HEREBY WAIVES, RELEASES AND RENOUNCES ALL OTHER WARRANTIES, OBLIGATIONS AND
LIABILITIES OF THE SELLER AND RIGHTS, CLAIMS AND REMEDIES OF THE BUYER AGAINST
THE SELLER, EXPRESS OR IMPLIED, ARISING BY LAW, CONTRACT OR OTHERWISE, WITH
RESPECT TO ANY NON-CONFORMITY OR DEFECT OF ANY KIND, IN ANY AIRCRAFT, COMPONENT,
EQUIPMENT, ACCESSORY, PART, SOFTWARE, DATA OR SERVICES DELIVERED UNDER THIS
AGREEMENT, INCLUDING BUT NOT LIMITED TO:

      


      
        	
                 
      

              	
                A.

              	
                ANY
      WARRANTY AGAINST HIDDEN DEFECTS;

              


      

      


      
        	
                 
      

              	
                B.

              	
                ANY
      IMPLIED WARRANTY OF MERCHANTABILITY OR
FITNESS;

              


      

      


      
        	
                 
      

              	
                C.

              	
                ANY
      IMPLIED WARRANTY ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR
      USAGE OR TRADE;

              


      

      


      
        	
                 
      

              	
                D.

              	
                ANY
      OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY, WHETHER IN CONTRACT OR IN
      TORT, WHETHER OR NOT ARISING FROM THE SELLER’S NEGLIGENCE, ACTUAL OR
      IMPUTED; AND

              


      

      


      ***  This
information is subject to confidential treatment and has been omitted and filed
separately with the Commission.

      


      
        	
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                E.

              	
                ANY
      OBLIGATION, LIABILITY, RIGHT, CLAIM, OR REMEDY FOR LOSS OF OR DAMAGE TO
      ANY AIRCRAFT, COMPONENT, EQUIPMENT, ACCESSORY, PART, SOFTWARE, DATA OR
      SERVICES DELIVERED UNDER THIS AGREEMENT, FOR LOSS OF USE, REVENUE OR
      PROFIT, OR FOR ANY OTHER DIRECT, INCIDENTAL OR CONSEQUENTIAL
      DAMAGES,

              


      

      


      PROVIDED
THAT IN THE EVENT THAT ANY OF THE AFORESAID PROVISIONS SHOULD FOR ANY REASON BE
HELD UNLAWFUL OR OTHERWISE INEFFECTIVE THE REMAINDER OF THIS AGREEMENT SHALL
REMAIN IN FULL FORCE AND EFFECT.

      


      FOR THE
PURPOSES OF THIS CLAUSE, THE “SELLER” SHALL BE UNDERSTOOD TO INCLUDE THE SELLER,
ITS AFFILIATES AND ANY OF ITS SUPPLIERS AND SUBCONTRACTORS.

      


      
        	
                8.

              	
                TECHNICAL
      DATA

              


      

      


      
        	
                8.1

              	
                Pursuant
      to Clause 14 of the AGTA, Technical Data shall be supplied in accordance
      with Exhibit G of the AGTA *** (the “Revision Service
      Period”).

              


      

      


      
        	
                8.2

              	
                Pursuant
      to Clause 14.13.3 of the AGTA, the license to use the Performance Engineer
      Program (the “PEP”) and the revision
      service shall be provided on a *** (the “PEP Revision Service
      Period”).

              


      

      


      
        	
                8.3

              	
                With
      respect to Clause 14.7 of the AGTA, upon request by the Buyer, the Seller
      shall provide up to *** of Technical Data familiarization training at the
      Seller’s or the Buyer’s facilities.

              


      

      


      If such
training is conducted at the Buyer’s facilities, the Seller will bear the costs
for all travel and living expenses of the representatives of the Seller
conducting such training.

      


      
        	
                9.

              	
                SELLER REPRESENTATIVE
      SERVICES

              


      

      


      Pursuant
to Clause 15 of the AGTA, the Seller Representative allocation provided to the
Buyer is defined hereunder.

      


      
        	
                9.1

              	
                The
      Seller shall provide to the Buyer a total of *** of Seller Representative
      Services per Aircraft at the Buyer's main base or at other locations to be
      mutually agreed, limited to a total of *** for the
  fleet.

              


      

      


      
        	
                9.2

              	
                For
      the sake of clarification, such Seller Representatives’ services shall
      include initial Aircraft Entry Into Service assistance, sustaining support
      services and spares
representatives.

              


      

      


      
        	
                9.3

              	
                The
      number of the Seller Representatives assigned to the Buyer at any one time
      shall be mutually agreed, but shall at no time exceed *** Seller
      Representatives.

              


      

      


      ***  This
information is subject to confidential treatment and has been omitted and filed
separately with the Commission.

      


      
        	
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                10.

              	
                NEGOTIATED
      AGREEMENT

              


      

      


      The Buyer
and the Seller specifically recognize that this Agreement incorporating the
terms of the AGTA is an international supply contract which has been the subject
of discussion and negotiation, that all its terms and conditions are fully
understood by the Buyer and the Seller, and that the Specification and price of
the Aircraft specified in this Agreement and the other mutual agreements of the
Buyer and the Seller set forth herein and in the AGTA were agreed upon after
careful consideration by the Buyer using its judgment as a professional operator
and by the Seller using its judgment as an aircraft manufacturer and arrived at
in consideration of, inter alia, all the provisions hereof specifically
including all waivers, releases and renunciations by the Buyer set out herein
and in the AGTA.

      


      The Buyer
and the Seller hereby also agree that the United Nations Convention on Contracts
for the International Sale of Goods will not apply to this
transaction.

      


      
        	
                11.

              	
                APPLICABILITY

              


      

      


      This
Agreement incorporates the terms and conditions of the AGTA.

      


      This
Agreement and the AGTA, contains the entire agreement between the Buyer and the
Seller with respect to the subject matter hereof and supersedes all previous
proposals, understandings, commitments or representations whatsoever, oral or
written, and may be changed only by mutual agreement in writing signed by
authorized representatives of the Buyer and the Seller.

      


      With
respect to the Aircraft, the AGTA shall be deemed amended and supplemented to
the extent herein provided and as so amended and supplemented shall remain in
full force and effect.

      


      If there
is any inconsistency between the AGTA and this Agreement, the latter shall
prevail to the extent of such inconsistency.

      


      
        	
                12.

              	
                CONFIDENTIALITY

              


      

      


      The
Parties agree that the terms and conditions of Clause 22.12 of the AGTA shall
apply mutatis mutandis to this Agreement.

      


      
        	
                13.

              	
                CONTRACTS (RIGHTS OF
      THIRD PARTIES) ACT 1999

              


      

      


      The
parties do not intend that any term of the AGTA and of this Agreement shall be
enforceable solely by virtue of the Contracts (Rights of Third Parties) Act 1999
by any person who is not a party to the AGTA and the Agreement.

      


      The
parties may rescind, vary, waive, release, assign, novate or otherwise dispose
of all or any of their respective rights or obligations under the AGTA or the
Agreement without the consent of any person who is not a party to the AGTA and
the Agreement.

      


      ***  This
information is subject to confidential treatment and has been omitted and filed
separately with the Commission.

      


      
        	
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                14.

              	
                LAW AND
      JURISDICTION

              


      

      


      
        	
                14.1

              	
                This
      Agreement and the AGTA shall be governed by and construed in accordance
      with the laws of England.

              


      

      


      
        	
                14.2

              	
                Any
      dispute, controversy or claim arising out of or in connection with this
      Agreement and/or the AGTA, including any question regarding their
      existence, validity or termination ("Dispute") shall be referred to and
      finally resolved in accordance with the following
    procedure.

              


      

      


      The
parties shall first attempt in good faith to resolve the Dispute by negotiation,
in which case, one party shall give notice to the other of the Dispute ("Notice
of Dispute"). Such Notice of Dispute shall include a summary of the subject of
the Dispute and the arguments upon which that party relies.

      Any
Dispute not resolved by negotiation within thirty (30) calendar days following
receipt of the Notice of Dispute by the other party shall be referred to and
finally resolved by arbitration under the Rules of Arbitration of the
International Chamber of Commerce ("ICC") (the "Rules"), which Rules are deemed
to be incorporated by reference into this Agreement and the AGTA.

      


      Arbitration
shall be in the English language and be administered by the International Court
of Arbitration of the ICC pursuant to the Rules. The number of arbitrators shall
be three. The place of arbitration shall be London, United Kingdom. The decision
of the arbitral tribunal shall be final and binding on the Parties.

      


      
        	
                15.

              	
                COUNTERPARTS

              


      

      


      This
Agreement has been executed in three (3) original copies which are in English
and may be executed in counterparts, each of which when so executed and
delivered shall be an original, but all such counterparts shall together
constitute one and the same Agreement.

      


      ***  This
information is subject to confidential treatment and has been omitted and filed
separately with the Commission.

      


      
        	
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      IN
WITNESS WHEREOF, this Agreement was entered into the day and year above
written.

      


      
        
          
            
              
                
                  
                    
                      	
                              Agreed
      and Accepted

                            	
                                           

                            	
                              Agreed
      and Accepted

                            
	 
      	 
      	 
      
	
                              For
      and on behalf of

                            	 
      	
                              For
      and on behalf of

                            
	 
      	 
      	 
      
	
                              CHINA
      SOUTHERN AIRLINES

                            	 
      	
                              AIRBUS
      S.A.S.

                            
	
                              COMPANY
      LIMITED

                            	 
      	 
      
	 
      	 
      	 
      
	
                              Name:  

                            	   
      	 
      	
                              Name:

                            	   
      
	 
      	 
      	 
      
	
                              Title:

                            	   
      	 
      	
                              Title:

                            	   
      


                    

                  

                

              

            

          

        

      

      


      
        
          
            
              
                	
                        Witnessed
      and acknowledged,

                      	 
      
	 
      	 
      
	
                        For
      and on behalf of

                      	 
      
	 
      	 
      
	
                        CHINA
      SOUTHERN AIRLINES GROUP

                      	 
      
	
                        IMPORT
      AND EXPORT TRADING CORP., LTD.

                      	 
      
	 
      	 
      
	
                        Name:

                      	 
      	 
      
	 
      	 
      
	
                        Title:

                      	 
      	 
      


              

            

          

        

      

      


      ***  This
information is subject to confidential treatment and has been omitted and filed
separately with the Commission.

      


      
        	
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      APPENDIX
A

      


      AIRCRAFT STANDARD
SPECIFICATIONS

      


      The
Standard Specifications for the A320 Family are attached in a different
folder.

       

      ***  This
information is subject to confidential treatment and has been omitted and filed
separately with the Commission.

      


      
        	
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        APPENDIX
B

      

      


      
        AIRFRAME PRICE REVISION
FORMULA

      

      


      ***  This
information is subject to confidential treatment and has been omitted and filed
separately with the Commission.

      


      
        	
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      Appendix
B to the A320 Family Purchase Agreement

      


      
        	
                1

              	
                Base
      Prices

              


      

      


      The
Airframe Base Prices defined in sub-Clause 3.1 of this Agreement are subject to
adjustment for changes in economic conditions as measured by data obtained from
the US Department of Labor, Bureau of Labor Statistics and in accordance with
the provisions hereof.

      


      
        	
                2

              	
                Base
      Period

              


      

      


      The Base
Prices have been established in accordance ***

      


      values
indicated hereof shall not be subject to any revision.

      


      
        	
                3

              	
                Indexes

              


      

      


      Labor
Index: ***

      


      Material
Index: ***

      


      ***  This
information is subject to confidential treatment and has been omitted and filed
separately with the Commission.

      


      
        	
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      Appendix
B to the A320 Family Purchase Agreement

      


      
        	
                4

              	
                Revision
      Formula

              


      

      


      ***

      


      
        	
                5

              	
                General
      Provisions

              


      

      


      ***

      


      ***  This
information is subject to confidential treatment and has been omitted and filed
separately with the Commission.

      


      
        	
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      Appendix
C-1 to the A320 Family Purchase Agreement

      


      APPENDIX
C-1

      


      CFM INTERNATIONAL PRICE
REVISION FORMULA

      


      ***  This
information is subject to confidential treatment and has been omitted and filed
separately with the Commission.

      


      
        	
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      Appendix
C-1 to the A320 Family Purchase Agreemen

      


      
        	
                1

              	
                Reference
      Price of the Propulsion Systems

              


      

      


      The
Propulsion Systems Reference Price of a set of two (2) CFM INTERNATIONAL Engines
and additional standard equipment is:

      


      For the
A319 Aircraft CFM-5B5/3 engines: ***

      


      For the
A320 Aircraft CFM-5B4/3 engines: ***

      


      For the
A321 Aircraft CFM-5B3/3 engines: ***

      


      This
Propulsion Systems Reference Prices are subject to adjustment for changes in
economic conditions as measured by data obtained from the US Department of
Labor, Bureau of Labor Statistics and in accordance with the provisions of
sub-Clauses 1.4 and 1.5 hereof.

      


      
        	
                2

              	
                Reference
      Period

              


      

      


      The above
Reference Prices have been established in accordance with the *** as defined by
CFM INTERNATIONAL by the ***

      


      
        	
                3

              	
                Indexes

              


      

      


      Labor
Index: ***

      


      Material Index :
***

      


      ***  This
information is subject to confidential treatment and has been omitted and filed
separately with the Commission.

      


      
        	
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        Appendix
C-1 to the A320 Family Purchase Agreemen

      

      


      
        	
                4

              	
                Revision
      Formula

              


      

      


      
        
          ***


          
          

        

      

      ***  This
information is subject to confidential treatment and has been omitted and filed
separately with the Commission.

      


      
        	
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        Appendix
C-1 to the A320 Family Purchase Agreemen

      

      


      
        	
                5

              	
                General
      Provisions

              


      

      


      ***

      


      ***  This
information is subject to confidential treatment and has been omitted and filed
separately with the Commission.

      


      
        	
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      Appendix
C-2 to the A320 Family Purchase Agreement

      


      APPENDIX
C-2

      


      INTERNATIONAL AERO
PROPULSION SYSTEMS PRICE REVISION FORMULA

      


      ***  This
information is subject to confidential treatment and has been omitted and filed
separately with the Commission.

      


      
        	
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      Appendix
C-2 to the A320 Family Purchase Agreement

      


      
        	
                1

              	
                Reference
      Price

              


      

      


      The
Propulsion Systems Reference Price for a set of two (2) INTERNATIONAL AERO
ENGINES V2500 series Engines is:

      


      For the
A319 Aircraft IAE V2522-A5 engines: ***

      


      For the
A320 Aircraft IAE V2527-A5 engines: ***

      


      For the
A321 Aircraft IAE V2533-A5 engines: ***

      


      This
Reference Prices are subject to adjustment for changes in economic conditions as
measured by data obtained from the US Department of Labor, Bureau of Labor
Statistics, and in accordance with the provisions hereof.

      


      
        	
                2

              	
                Reference
      Period

              


      

      


      The above
Propulsion Sytems Reference Prices have been established in accordance ***, as
defined, according to INTERNATIONAL AERO ENGINES by the ECIb and ICb, index
values indicated in Clause 3.4. hereof.

      


      
        	
                3

              	
                Indexes

              


      

      


      Labor
Index: ***

      


      Material Index:
***

      


      ***  This
information is subject to confidential treatment and has been omitted and filed
separately with the Commission.

      


      
        	
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      Appendix
C-2 to the A320 Family Purchase Agreement

      


      
        	
                4

              	
                Revision
      Formula

              


      

      


      ***

      


      
        	
                5

              	
                General
      Provisions

              


      

      


      ***

      ***  This
information is subject to confidential treatment and has been omitted and filed
separately with the Commission.

      


      
        	
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      & Confidential

              


      

       

      
        
           


        

        
           


          
            

          

        

        
           


        

      
  


    
      LETTER AGREEMENT
1

    

    


    ____________________,
2010

    


    CHINA
SOUTHERN AIRLINES COMPANY LIMITED

    Bai Yun
Airport,

    Guangzhou
510405

    People's
Republic of China

    


    
      Subject  :
***

    

    


    CHINA
SOUTHERN AIRLINES COMPANY LIMITED (the "Buyer"), AIRBUS S.A.S. (the
"Seller") and CHINA
SOUTHERN AIRLINES GROUP IMPORT AND EXPORT TRADING CORP., LTD. (the "Consenting Party") have
entered into an aircraft general terms agreement (the “AGTA”) and an A320 family
aircraft purchase agreement (the "Purchase Agreement") dated as
of even date herewith which cover the manufacture and the sale by the Seller and
the purchase by the Buyer of the Aircraft.

    


    Capitalized
terms used herein and not otherwise defined in this Letter Agreement shall have
the meanings assigned thereto in the AGTA or in the Purchase
Agreement.

    


    Both
parties agree that this Letter Agreement, upon execution thereof, shall
constitute an integral, nonseverable part of said Purchase Agreement and shall
be governed by all its provisions, as such provisions have been specifically
amended pursuant to this Letter Agreement.

    


    If there
is any inconsistency between the Purchase Agreement and this Letter Agreement,
the latter shall prevail to the extent of such inconsistency.

    


    
      
        	
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      LETTER AGREEMENT
1

    

    


    ***

    


    
      
        	
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      LETTER AGREEMENT
1

    

    


    If the
foregoing correctly sets forth our understanding, please execute three (3)
originals in the space provided below and return one (1) original of this Letter
Agreement to the Seller.

    


    
      
        	
                Agreed
      and Accepted

              	 
      	
                Agreed
      and Accepted

              
	 
      	 
      	 
      
	
                For
      and on behalf of:

              	 
      	
                For
      and on behalf of:

              
	 
      	 
      	 
      
	
                CHINA
      SOUTHERN AIRLINES

              	 
      	
                AIRBUS
      S.A.S.

              
	
                COMPANY
      LIMITED

              	 
      	 
      
	 
      	 
      	 
      
	
                Name:

              	
                    

              	 
      	
                Name:

              	
                    

              
	 
      	 
      	 
      	 
      
	
                Title:

              	
                    

              	 
      	
                Title:

              	
                    

              


      

    

    


    
      
        	
                Witnessed
      and acknowledged,

              	 
      
	 
      	 
      
	
                For
      and on behalf of

              	 
      
	 
      	 
      
	
                CHINA
      SOUTHERN AIRLINES GROUP

              	 
      
	
                IMPORT
      AND EXPORT TRADING CORP., LTD.

              	 
      
	 
      	 
      
	
                Name:

              	
                   

              	 
      
	 
      	 
      	 
      
	
                Title:

              	
                   

              	 
      


      

    

    


    
      
        	
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      LETTER AGREEMENT
2

    

      


    ____________________,
2010

        
 


    CHINA
SOUTHERN AIRLINES COMPANY LIMITED

    Bai Yun
Airport,

    Guangzhou
510405

    People's
Republic of China

        


    Subject  :
*** 


      


    CHINA
SOUTHERN AIRLINES COMPANY LIMITED (the "Buyer"), AIRBUS S.A.S. (the
"Seller") and CHINA
SOUTHERN AIRLINES GROUP IMPORT AND EXPORT TRADING CORP., LTD. (the "Consenting Party") have
entered into an aircraft general terms agreement (the “AGTA”) and an A320 family
aircraft purchase agreement (the "Purchase Agreement") dated as
of even date herewith which cover the manufacture and the sale by the Seller and
the purchase by the Buyer of the Aircraft.

       


    Capitalized
terms used herein and not otherwise defined in this Letter Agreement shall have
the meanings assigned thereto in the AGTA or in the Purchase
Agreement.

       


    Both
parties agree that this Letter Agreement, upon execution thereof, shall
constitute an integral, nonseverable part of said Purchase Agreement and shall
be governed by all its provisions, as such provisions have been specifically
amended pursuant to this Letter Agreement.

        

    If there
is any inconsistency between the Purchase Agreement and this Letter Agreement,
the latter shall prevail to the extent of such inconsistency.


       

    
      	
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      LETTER AGREEMENT
2

    

        

    
      ***

           

      
        	
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      LETTER AGREEMENT
2

    

        


    If the
foregoing correctly sets forth our understanding, please execute three (3)
originals in the space provided below and return one (1) original of this Letter
Agreement to the Seller.

        


    
      
        	
                Agreed
      and Accepted

              	
                  

              	
                Agreed
      and Accepted

              
	 
      	 
      	 
      
	
                For
      and on behalf of:

              	 
      	
                For
      and on behalf of:

              
	 
      	 
      	 
      
	
                CHINA SOUTHERN
      AIRLINES

              	 
      	
                AIRBUS
      S.A.S.

              
	
                COMPANY
      LIMITED

              	 
      	 
      


      

    

    


    
      
        
          	
                  Name:
      ______________________

                	
                    

                	
                  Name:
      ________________________

                
	 
      	 
      	 
      
	
                  Title:    ______________________

                	 
      	
                  Title:    ________________________

                


        

      

    

    


    Witnessed
and acknowledged,

    


    For and
on behalf of

    


    CHINA
SOUTHERN AIRLINES GROUP

    IMPORT
AND EXPORT TRADING CORP., LTD.

    
      
        	 
      
	
                Name:
      ______________________

              
	 
      
	
                Title:    ______________________

              


      

    

    


    
      
        	
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      LETTER AGREEMENT
3

    

    


    ____________________,
2010

    


    CHINA
SOUTHERN AIRLINES COMPANY LIMITED

    Bai Yun
Airport,

    Guangzhou
510405

    People's
Republic of China

    


    
      Subject  :
***

    

    


    CHINA
SOUTHERN AIRLINES COMPANY LIMITED (the "Buyer"), AIRBUS S.A.S. (the
"Seller") and CHINA
SOUTHERN AIRLINES GROUP IMPORT AND EXPORT TRADING CORP., LTD. (the "Consenting Party") have
entered into an aircraft general terms agreement (the “AGTA”) and an A320 family
aircraft purchase agreement (the "Purchase Agreement") dated as
of even date herewith which cover the manufacture and the sale by the Seller and
the purchase by the Buyer of the Aircraft.

    


    Capitalized
terms used herein and not otherwise defined in this Letter Agreement shall have
the meanings assigned thereto in the AGTA or in the Purchase
Agreement.

    


    Both
parties agree that this Letter Agreement, upon execution thereof, shall
constitute an integral, nonseverable part of said Purchase Agreement and shall
be governed by all its provisions, as such provisions have been specifically
amended pursuant to this Letter Agreement.

    


    If there
is any inconsistency between the Purchase Agreement and this Letter Agreement,
the latter shall prevail to the extent of such inconsistency.

    


    
      
        	
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      LETTER AGREEMENT
3

    

    


    ***

    


    
      
        	
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      LETTER AGREEMENT
3

    

    


    If the
foregoing correctly sets forth our understanding, please execute three (3)
originals in the space provided below and return one (1) original of this Letter
Agreement to the Seller.

    


    
      
        
          
            
              	
                      Agreed
      and Accepted

                    	 
      	
                      Agreed
      and Accepted

                    
	 
      	 
      	 
      
	
                      For
      and on behalf of:

                    	 
      	
                      For
      and on behalf of:

                    
	 
      	 
      	 
      
	
                      CHINA
      SOUTHERN AIRLINES

                    	 
      	
                      AIRBUS
      S.A.S.

                    
	
                      COMPANY
      LIMITED

                    	 
      	 
      	 
      
	 
      	 
      	 
      	 
      	 
      
	
                      Name:  

                    	 
      	 
      	
                      Name:  

                    	 
      
	 
      	 
      	 
      	 
      	 
      
	
                      Title:

                    	 
      	 
      	
                      Title:

                    	 
      
	 
      	 
      	 
      	 
      	 
      
	
                      Witnessed
      and acknowledged,

                    	 
      	 
      	 
      
	 
      	 
      	 
      	 
      
	
                      For
      and on behalf of

                    	 
      	 
      	 
      
	 
      	 
      	 
      	 
      
	
                      CHINA
      SOUTHERN AIRLINES GROUP

                    	 
      	 
      
	
                      IMPORT
      AND EXPORT TRADING CORP., LTD.

                    	 
      	 
      
	 
      	 
      	 
      	 
      	 
      
	
                      Name:

                    	  
      	 
      	 
      	 
      
	 
      	 
      	 
      	 
      	 
      
	
                      Title:

                    	
                        
      

                    	 
      	 
      	 
      


            

          

        

      

    

    


    
      
        	
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      LETTER AGREEMENT
4

    

    


    ____________________,
2010

    


    CHINA
SOUTHERN AIRLINES COMPANY LIMITED

    Bai Yun
Airport,

    Guangzhou
510405

    People's
Republic of China

    


    Subject  :
***

    


    CHINA
SOUTHERN AIRLINES COMPANY LIMITED (the "Buyer"), AIRBUS S.A.S. (the
"Seller") and CHINA
SOUTHERN AIRLINES GROUP IMPORT AND EXPORT TRADING CORP., LTD. (the "Consenting Party") have
entered into an aircraft general terms agreement (the “AGTA”) and an A320 family
aircraft purchase agreement (the "Purchase Agreement") dated as
of even date herewith which cover the manufacture and the sale by the Seller and
the purchase by the Buyer of the Aircraft.

    


    Capitalized
terms used herein and not otherwise defined in this Letter Agreement shall have
the meanings assigned thereto in the AGTA or in the Purchase
Agreement.

    


    Both
parties agree that this Letter Agreement, upon execution thereof, shall
constitute an integral, nonseverable part of said Purchase Agreement and shall
be governed by all its provisions, as such provisions have been specifically
amended pursuant to this Letter Agreement.

    


    If there
is any inconsistency between the Purchase Agreement and this Letter Agreement,
the latter shall prevail to the extent of such inconsistency.

    


    
      
        	
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      LETTER AGREEMENT
4

    

    


    
      ***

    

    


    
      
        	
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      LETTER AGREEMENT
4

    

    


    If the
foregoing correctly sets forth our understanding, please execute three (3)
originals in the space provided below and return one (1) original of this Letter
Agreement to the Seller.

    


    
      
        	
                Agreed
      and Accepted

              	 
      	
                Agreed
      and Accepted

              
	 
      	 
      	 
      
	
                For
      and on behalf of:

              	 
      	
                For
      and on behalf of:

              
	 
      	 
      	 
      
	
                CHINA
      SOUTHERN AIRLINES

              	 
      	
                AIRBUS
      S.A.S.

              
	
                COMPANY
      LIMITED

              	 
      	 
      	 
      
	 
      	 
      	 
      	 
      	 
      
	
                Name:  

              	 
      	 
      	
                Name:  

              	 
      
	 
      	 
      	 
      	 
      	 
      
	
                Title:

              	 
      	 
      	
                Title:

              	 
      
	 
      	 
      	 
      	 
      	 
      
	
                Witnessed
      and acknowledged,

              	 
      	 
      
	 
      	 
      	 
      
	
                For
      and on behalf of

              	 
      	 
      
	 
      	 
      	 
      
	
                CHINA
      SOUTHERN AIRLINES GROUP

              	 
      	 
      
	
                IMPORT
      AND EXPORT TRADING CORP., LTD.

              	 
      	 
      
	 
      	 
      	 
      	 
      	 
      
	
                Name:

              	 
      	 
      	 
      	 
      
	 
      	 
      	 
      	 
      	 
      
	
                Title:

              	 
      	 
      	 
      	 
      


      

    

    


    
      
        	
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      LETTER AGREEMENT
5A

    

    


    ____________________,
2010

    


    CHINA
SOUTHERN AIRLINES COMPANY LIMITED

    Bai Yun
Airport,

    Guangzhou
510405

    People's
Republic of China

    


    Subject: A319-100
PERFORMANCE GUARANTEES

    


    CHINA
SOUTHERN AIRLINES COMPANY LIMITED (the "Buyer"), AIRBUS S.A.S. (the
"Seller") and CHINA
SOUTHERN AIRLINES GROUP IMPORT AND EXPORT TRADING CORP., LTD. (the "Consenting Party") have
entered into an aircraft general terms agreement (the “AGTA”) and an A320 family
aircraft purchase agreement (the "Purchase Agreement") dated as
of even date herewith which cover the manufacture and the sale by the Seller and
the purchase by the Buyer of the Aircraft.

    


    Capitalized
terms used herein and not otherwise defined in this Letter Agreement shall have
the meanings assigned thereto in the AGTA or in the Purchase
Agreement.

    


    Both
parties agree that this Letter Agreement, upon execution thereof, shall
constitute an integral, nonseverable part of said Purchase Agreement and shall
be governed by all its provisions, as such provisions have been specifically
amended pursuant to this Letter Agreement.

    


    If there
is any inconsistency between the Purchase Agreement and this Letter Agreement,
the latter shall prevail to the extent of such inconsistency.

    


    
      ***  This
information is subject to confidential treatment and has been omitted and filed
separately with the Commission.

    

    


    
      
        	
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      LETTER AGREEMENT
5A

    

    


    
      	
              1

            	
              AIRCRAFT
      CONFIGURATION

            


    

    


    
      The
guarantees defined below (the "Guarantees") are applicable to the A319-100
Aircraft as described in the Standard Specification ***equipped
with

    

    


    
      	
              a)

            	
              CFM56-5B5/3
      propulsion system

            


    

    


    
      	
              b)

            	
              IAE
      V2522-A5 propulsion system

            


    

    


    
      for
deliveries from 2009 onwards without taking into account any further changes
thereto as provided in the Agreement (the “Specification” for the purposes of
this Letter Agreement).

    

    


    
      	
              2

            	
              GUARANTEED
      PERFORMANCE

            


    

    


    
      	
              2.1

            	
              Take-off Field
      Length

            


    

    


    
      The JAR
take-off field length at an Aircraft gross weight of *** at the start of
Take-Off Distance Available (TODA) at Sea Level pressure altitude in ISA+15°C
conditions shall not be more than a guaranteed value of:

    

    


    
      	
               
      

            	
               
      a)

            	
              for
      CFM:

            	
              ***

            


    

    


    
      	
               
      

            	
               
      b)

            	
              for
      IAE:

            	
              ***

            


    

    


    
      	
              2.2

            	
              Second Segment
      Climb

            


    

    


    
      The
Aircraft shall meet JAR 25 regulations for one engine inoperative climb after
take-off, undercarriage retracted, at a weight corresponding to the stated
weight at the start of Take-Off Distance Available (TODA), at the altitude and
temperature, and in the configuration of flap angle and safety speed required to
comply with the performance guaranteed in paragraph 2.1
above.

    

    


    
      	
              2.3

            	
              Landing Field
      Length

            


    

    


    
      JAR
certified dry landing field length at an Aircraft gross weight of *** at Sea
Level pressure altitude shall be not more than a guaranteed value
of:

    

    


    
      	
               
      

            	
               
      a)

            	
              for
      CFM:

            	
              ***

            


    

    


    
      	
               
      

            	
               
      b)

            	
              for
      IAE:

            	
              ***

            


    

    


    
      	
              2.4

            	
              Cruise Specific Air
      Range

            


    

    


    
      The
average nautical miles per kilogram of fuel (average SAR) at a true Mach number
of *** conditions under the Weight and Altitude conditions given
below:

    

    


    
      Gross
Weight (kg)       Pressure
Altitude (ft)

    

    


    
      ***

    

    


    
      shall be
not less than a guaranteed value of:

    

    


    
      	
               
      

            	
               
      a)

            	
              for
      CFM:

            	
              ***

            


    

    


    
      	
               
      

            	
               
      b)

            	
              for
      IAE:

            	
              ***

            


    

    


    
      ***  This
information is subject to confidential treatment and has been omitted and filed
separately with the Commission.

    

    


    
      
        	
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      LETTER AGREEMENT
5A

    

    


    
      	
              3

            	
              MANUFACTURER'S WEIGHT
      EMPTY

            


    

    


    
      The
Seller guarantees a Manufacturer's Weights Empty as below:

    

    


    
      	
            	
              A319-100
      CFM56-5B5/3

            	
              ***

            


    

    


    
      	
            	
              A319-100
      V2522-A5

            	
              ***

            


    

    


    
      These are
the Manufacturer's Weights Empty of the Aircraft as defined in Section
13-10.00.00 of the Standard Specifications amended by the SCN’s defined in
paragraph 1 of this Letter Agreement and are subject to adjustment as defined in
paragraph 6.2.

    

    


    
      	
              4

            	
              GUARANTEE
      CONDITIONS

            


    

    


    
      	
              4.1

            	
              The
      performance certification requirements for the Aircraft, except where
      otherwise noted, will be as stated in Section 02 of the Standard
      Specification.

            


    

    


    
      	
              4.2

            	
              For
      the determination of JAR take-off and landing performance a hard dry level
      runway surface with no runway strength limitations, no line-up allowances,
      no obstacles, zero wind, atmosphere according to ISA, except as otherwise
      noted, and the use of speed brakes, flaps, landing gear and engines in the
      conditions liable to provide the best results will be
    assumed.

            


    

    


    
      	
              4.2.1

            	
              When
      establishing take-off and second segment performance no air will be bled
      from the engines for cabin air conditioning or
  anti-icing.

            


    

    


    
      	
              4.3

            	
              Climb,
      cruise and descent performance associated with the Guarantees will include
      allowances for normal electrical load and for normal engine air bleed and
      power extraction associated with maximum cabin differential pressure as
      defined in Section 21-30.31 of the Specification. Cabin air conditioning
      management during performance demonstration as described in Subparagraph
      5.3 below may be such as to optimize the Aircraft performance while
      meeting the minimum air conditioning requirements defined above. Unless
      otherwise stated no air will be bled from the engines for
      anti-icing.

            


    

    


    
      	
              4.4

            	
              The
      engines will be operated using not more than the engine manufacturer's
      maximum recommended outputs for take-off, maximum go-round, maximum
      continuous, maximum climb and cruise for normal
  operation.

            


    

    


    
      	
              4.5

            	
              Where
      applicable the Guarantees assume the use of an approved fuel having a
      density of *** and a lower heating value of ***. Cruise performance assume
      a centre of gravity position of
***.

            


    

    


    
      	
              5

            	
              GUARANTEE
      COMPLIANCE

            


    

    


    
      	
              5.1

            	
              Compliance
      with the Guarantees shall be demonstrated using operating procedures and
      limitations in accordance with those defined by the certifying
      Airworthiness Authority and by the Seller unless otherwise
      stated.

            


    

    


    
      	
              5.2

            	
              Compliance
      with the take-off, second segment and landing elements of the Guarantees
      will be demonstrated with reference to the JAA approved Flight
      Manual.

            


    

    


    
      ***  This
information is subject to confidential treatment and has been omitted and filed
separately with the Commission.

    

    


    
      
        	
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      LETTER AGREEMENT
5A

    

    


    
      	
              5.3

            	
              Compliance
      with those parts of the Guarantees defined in paragraph 2 above not
      covered by the requirements of the certifying Airworthiness Authority
      shall be demonstrated by calculation based on data obtained during flight
      tests conducted on one (or more, at the Seller's discretion) A319-100
      aircraft of the same aerodynamic configuration as the Aircraft purchased
      by the Buyer and incorporated in the In-Flight Performance Program and
      data bases ("the IFP") appropriate to the
  Aircraft.

            


    

    


    
      	
              5.4

            	
              Compliance
      with the Manufacturer's Weight Empty guarantees defined in Paragraph 3
      shall be demonstrated with reference to a Weight Compliance
      Report.

            


    

    


    
      	
              5.5

            	
              Data
      derived from tests will be adjusted as required using conventional methods
      of correction, interpolation or extrapolation in accordance with
      established aeronautical practices to show compliance with the
      Guarantees.

            


    

    


    
      	
              5.6

            	
              Compliance
      with the Guarantees is not contingent on engine performance defined in the
      engine manufacturer's
specification.

            


    

    


    
      	
              5.7

            	
              The
      Seller undertakes to furnish the Buyer with a report or reports
      demonstrating compliance with the Guarantees at, or as soon as possible
      after, the delivery of each of the Buyer’s
  Aircraft.

            


    

    


    
      	
              6

            	
              ADJUSTMENT OF
      GUARANTEES

            


    

    


    
      	
              6.1

            	
              In
      the event of any change to any law, governmental regulation or requirement
      or interpretation thereof ("Rule Change") by any governmental agency made
      subsequent to the date of the Agreement and such rule change affects the
      Aircraft configuration or performance or both required to obtain
      certification the Guarantees shall be appropriately modified to reflect
      the effect of any such change.

            


    

    


    
      	
              6.2

            	
              The
      Guarantees apply to the Aircraft as described in paragraph 1 of this
      Letter Agreement and may be adjusted in the event
  of:

            


    

    


    
      
        	  	
                (i)

              	
                Any
      further configuration change which is the subject of a
  SCN

              


      

    

    
      
        	  	
                (ii)

              	
                Variation
      in actual weights of items defined in Section 13-10 of the Standard
      Specification

              


      

    

    
      
        	  	
                (iii)

              	
                Changes
      required to obtain certification that cause modifications to the
      performance or weight of the
Aircraft

              


      

    

    


    
      	
              7

            	
              EXCLUSIVE
      GUARANTEES

            


    

    


    
      The
Guarantees are exclusive and are provided in lieu of any and all other
performance and weight guarantees of any nature which may be stated, referenced
or incorporated in the Standard Specification or any other
document.

    

    


    
      ***  This
information is subject to confidential treatment and has been omitted and filed
separately with the Commission.

    

    


    
      
        	
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      LETTER AGREEMENT
5A

    

    


    
      	
              8

            	
              ***

            


    

    


    
      	
              9.

            	
              ASSIGNMENT

            


    

    


    
      Notwithstanding
any other provision of this Letter Agreement, the AGTA or the Purchase
Agreement, this Letter Agreement and the rights and obligations of the Buyer
herein shall not be assigned or transferred in any manner, and any attempted
assignment or transfer in contravention of the provisions of this Clause shall
be void and of no force or effect.

    

    


    
      	
              10.

            	
              CONFIDENTIALITY

            


    

    


    
      This
Letter Agreement (and its existence) shall be treated by both parties as
confidential and shall not be released (or revealed) in whole or in part to any
third party without the prior consent of the other party. In particular, each
party agrees not to make any press release concerning the whole or any part of
the contents and/or subject matter hereof or of any future addendum hereto
without the prior consent of the other party.

    

    


    
      ***  This
information is subject to confidential treatment and has been omitted and filed
separately with the Commission.

    

    


    
      
        	
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      LETTER AGREEMENT
5A

    

    


    If the
foregoing correctly sets forth our understanding, please execute three (3)
originals in the space provided below and return one (1) original of this Letter
Agreement to the Seller.

           

    
      
        	
                Agreed
      and Accepted

              	 
      	
                Agreed
      and Accepted

              
	 
      	 
      	 
      
	
                For
      and on behalf of:

              	 
      	
                For
      and on behalf of:

              
	 
      	 
      	 
      
	
                CHINA
      SOUTHERN AIRLINES

              	 
      	
                AIRBUS
      S.A.S.

              
	 
      	 
      	 
      
	
                COMPANY
      LIMITED

              	 
      	 
      
	 
      	 
      	 
      	 
      	 
      
	
                Name:  

              	 
      	 
      	
                Name:  

              	 
      
	 
      	 
      	 
      	 
      	 
      
	
                Title:

              	 
      	 
      	
                Title:

              	 
      
	 
      	 
      	 
      	 
      	 
      
	
                Witnessed
      and acknowledged,

              	 
      	 
      
	 
      	 
      	 
      
	
                For
      and on behalf of

              	 
      	 
      
	 
      	 
      	 
      
	
                CHINA
      SOUTHERN AIRLINES GROUP

              	 
      	 
      
	 
      	 
      	 
      
	
                IMPORT
      AND EXPORT TRADING CORP., LTD.

              	 
      	 
      
	 
      	 
      	 
      	 
      	 
      
	
                Name:

              	 
      	 
      	 
      	 
      
	 
      	 
      	 
      	 
      	 
      
	
                Title:

              	 
      	 
      	 
      	 
      


      

    

    


    
      ***  This
information is subject to confidential treatment and has been omitted and filed
separately with the Commission.

    

    


    
      
        	
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      LETTER AGREEMENT
5B

    

    


    ____________________,
2010

    


    CHINA
SOUTHERN AIRLINES COMPANY LIMITED

    Bai Yun
Airport,

    Guangzhou
510405

    People's
Republic of China

     

    Subject:
A320-200 PERFORMANCE GUARANTEES

    


    CHINA
SOUTHERN AIRLINES COMPANY LIMITED (the "Buyer"), AIRBUS S.A.S. (the
"Seller") and CHINA
SOUTHERN AIRLINES GROUP IMPORT AND EXPORT TRADING CORP., LTD. (the "Consenting Party") have
entered into an aircraft general terms agreement (the “AGTA”) and an A320 family
aircraft purchase agreement (the "Purchase Agreement") dated as
of even date herewith which cover the manufacture and the sale by the Seller and
the purchase by the Buyer of the Aircraft.

    


    Capitalized
terms used herein and not otherwise defined in this Letter Agreement shall have
the meanings assigned thereto in the AGTA or in the Purchase
Agreement.

    


    Both
parties agree that this Letter Agreement, upon execution thereof, shall
constitute an integral, nonseverable part of said Purchase Agreement and shall
be governed by all its provisions, as such provisions have been specifically
amended pursuant to this Letter Agreement.

    


    If there
is any inconsistency between the Purchase Agreement and this Letter Agreement,
the latter shall prevail to the extent of such inconsistency.

    


    
      ***  This
information is subject to confidential treatment and has been omitted and filed
separately with the Commission.

    

    


    
      
        	
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      LETTER AGREEMENT
5B

    

    


    
      	
              1

            	
              AIRCRAFT
      CONFIGURATION

            


    

    


    
      The
guarantees defined below (the "Guarantees") are applicable to the A320-200
Aircraft as described in the Standard Specification *** equipped
with:

    

    


    
      	
               
      

            	
               
      a)

            	
              CFM56-5B4/3
      propulsion system

            


    

    


    
      	
               
      

            	
               
      b)

            	
              IAE
      V2527-A5 propulsion system

            


    

    


    
      for
deliveries from 2009 onwards without taking into account any further changes
thereto as provided in the Agreement (the “Specification” for the purposes of
this Letter Agreement).

    

    


    
      	
              2

            	
              GUARANTEED
      PERFORMANCE

            


    

    


    
      	
              2.1

            	
              Take-off Field
      Length

            


    

    


    
      The JAR
take-off field length at an Aircraft gross weight of *** at the start of
Take-Off Distance Available (TODA) at Sea Level pressure altitude in ISA+15°C
conditions shall not be more than a guaranteed value of:

    

    


    
      	
               
      

            	
               
      a)

            	
              for
      CFM:

            	
              ***

            


    

    


    
      	
               
      

            	
               
      b)

            	
              for
      IAE:

            	
              ***

            


    

    


    
      	
              2.2

            	
              Second Segment
      Climb

            


    

    


    
      The
Aircraft shall meet JAR 25 regulations for one engine inoperative climb after
take-off, undercarriage retracted, at a weight corresponding to the stated
weight at the start of Take-Off Distance Available (TODA), at the altitude and
temperature, and in the configuration of flap angle and safety speed required to
comply with the performance guaranteed in paragraph 2.1
above.

    

    


    
      	
              2.3

            	
              Landing Field
      Length

            


    

    


    
      JAR
certified dry landing field length at an Aircraft gross weight of *** at Sea
Level pressure altitude shall be not more than a guaranteed value
of:

    

    


    
      	
               
      

            	
               
      a)

            	
              for
      CFM:

            	
              ***

            


    

    


    
      	
               
      

            	
               
      b)

            	
              for
      IAE:

            	
              ***

            


    

    


    
      	
              2.4

            	
              Cruise Specific Air
      Range

            


    

    


    
      The
average nautical miles per kilogram of fuel (average SAR) at a true Mach number
of *** under the Weight and Altitude conditions given below:

    

    
      	  
    	
              Gross
      Weight (kg)

            	
              Pressure
      Altitude (ft)

            


    

    


    
      ***

    

    


    
      shall be
not less than a guaranteed value of:

    

    


    
      	
               
      

            	
               
      a)

            	
              for
      CFM:

            	
              ***

            


    

    


    
      	
               
      

            	
               
      b)

            	
              for
      IAE:

            	
              ***

            


    

    


    
      ***  This
information is subject to confidential treatment and has been omitted and filed
separately with the Commission.

    

    


    
      
        	
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      LETTER AGREEMENT
5B

    

    


    
      	
              3

            	
              MANUFACTURER'S WEIGHT
      EMPTY

            


    

    


    
      The
Seller guarantees a Manufacturer's Weights Empty as below:

    

    


    
      	  	
              A320-200
      CFM56-5B4/3

            	
              ***

            


    

     

    
      	  	
              A320-200
      V2527-A5

            	
              ***

            


    

    


    
      These are
the Manufacturer's Weights Empty of the Aircraft as defined in Section
13-10.00.00 of the Standard Specifications amended by the SCN’s defined in
paragraph 1 of this Letter Agreement and are subject to adjustment as defined in
paragraph 6.2.

    

    


    
      	
              4

            	
              GUARANTEE
      CONDITIONS

            


    

    


    
      	
              4.1

            	
              The
      performance certification requirements for the Aircraft, except where
      otherwise noted, will be as stated in Section 02 of the Standard
      Specification.

            


    

    


    
      	
              4.2

            	
              For
      the determination of JAR take-off and landing performance a hard dry level
      runway surface with no runway strength limitations, no line-up allowances,
      no obstacles, zero wind, atmosphere according to ISA, except as otherwise
      noted, and the use of speed brakes, flaps, landing gear and engines in the
      conditions liable to provide the best results will be
    assumed.

            


    

    


    
      	
              4.2.1

            	
              When
      establishing take-off and second segment performance no air will be bled
      from the engines for cabin air conditioning or
  anti-icing.

            


    

    


    
      	
              4.3

            	
              Climb,
      cruise and descent performance associated with the Guarantees will include
      allowances for normal electrical load and for normal engine air bleed and
      power extraction associated with maximum cabin differential pressure as
      defined in Section 21-30.31 of the Specification. Cabin air conditioning
      management during performance demonstration as described in Subparagraph
      5.3 below may be such as to optimize the Aircraft performance while
      meeting the minimum air conditioning requirements defined above. Unless
      otherwise stated no air will be bled from the engines for
      anti-icing.

            


    

    


    
      	
              4.4

            	
              The
      engines will be operated using not more than the engine manufacturer's
      maximum recommended outputs for take-off, maximum go-round, maximum
      continuous, maximum climb and cruise for normal
  operation.

            


    

    


    
      	
              4.5

            	
              Where
      applicable the Guarantees assume the use of an approved fuel having a
      density of *** and a lower heating value of ***. Cruise performance assume
      a centre of gravity position of
***.

            


    

    


    
      	
              5

            	
              GUARANTEE
      COMPLIANCE

            


    

    


    
      	
              5.1

            	
              Compliance
      with the Guarantees shall be demonstrated using operating procedures and
      limitations in accordance with those defined by the certifying
      Airworthiness Authority and by the Seller unless otherwise
      stated.

            


    

    


    
      	
              5.2

            	
              Compliance
      with the take-off, second segment and landing elements of the Guarantees
      will be demonstrated with reference to the JAA approved Flight
      Manual.

            


    

    


    
      ***  This
information is subject to confidential treatment and has been omitted and filed
separately with the Commission.

    

    


    
      
        	
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      LETTER AGREEMENT
5B

    

    


    
      	
              5.3

            	
              Compliance
      with those parts of the Guarantees defined in paragraph 2 above not
      covered by the requirements of the certifying Airworthiness Authority
      shall be demonstrated by calculation based on data obtained during flight
      tests conducted on one (or more, at the Seller's discretion) A320-200
      aircraft of the same aerodynamic configuration as the Aircraft purchased
      by the Buyer and incorporated in the In-Flight Performance Program and
      data bases ("the IFP") appropriate to the
  Aircraft.

            


    

    


    
      	
              5.4

            	
              Compliance
      with the Manufacturer's Weight Empty guarantees defined in Paragraph 3
      shall be demonstrated with reference to a Weight Compliance
      Report.

            


    

    


    
      	
              5.5

            	
              Data
      derived from tests will be adjusted as required using conventional methods
      of correction, interpolation or extrapolation in accordance with
      established aeronautical practices to show compliance with the
      Guarantees.

            


    

    


    
      	
              5.6

            	
              Compliance
      with the Guarantees is not contingent on engine performance defined in the
      engine manufacturer's
specification.

            


    

    


    
      	
              5.7

            	
              The
      Seller undertakes to furnish the Buyer with a report or reports
      demonstrating compliance with the Guarantees at, or as soon as possible
      after, the delivery of each of the Buyer’s
  Aircraft.

            


    

    


    
      	
              6

            	
              ADJUSTMENT OF
      GUARANTEES

            


    

    


    
      	
              6.1

            	
              In
      the event of any change to any law, governmental regulation or requirement
      or interpretation thereof ("Rule Change") by any governmental agency made
      subsequent to the date of the Agreement and such rule change affects the
      Aircraft configuration or performance or both required to obtain
      certification the Guarantees shall be appropriately modified to reflect
      the effect of any such change.

            


    

    


    
      	
              6.2

            	
              The
      Guarantees apply to the Aircraft as described in paragraph 1 of this
      Letter Agreement and may be adjusted in the event
  of:

            


    

    


    
      
        	  	
                (i)

              	
                Any
      further configuration change which is the subject of a
  SCN

              


      

    

    
      
        	  	
                (ii)

              	
                Variation
      in actual weights of items defined in Section 13-10 of the Standard
      Specification

              


      

    

    
      
        	  	
                (iii)

              	
                Changes
      required to obtain certification that cause modifications to the
      performance or weight of the
Aircraft

              


      

    

    


    
      	
              7

            	
              EXCLUSIVE
      GUARANTEES

            


    

    


    
      The
Guarantees are exclusive and are provided in lieu of any and all other
performance and weight guarantees of any nature which may be stated, referenced
or incorporated in the Standard Specification or any other
document.

    

    


    
      ***  This
information is subject to confidential treatment and has been omitted and filed
separately with the Commission.

    

    


    
      
        	
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      LETTER AGREEMENT
5B

    

    


    
      	
              8

            	
              ***

            


    

    


    
      	
              9.

            	
              ASSIGNMENT

            


    

    


    
      Notwithstanding
any other provision of this Letter Agreement, the AGTA or the Purchase
Agreement, this Letter Agreement and the rights and obligations of the Buyer
herein shall not be assigned or transferred in any manner, and any attempted
assignment or transfer in contravention of the provisions of this Clause shall
be void and of no force or effect.

    

    


    
      	
              10.

            	
              CONFIDENTIALITY

            


    

    


    
      This
Letter Agreement (and its existence) shall be treated by both parties as
confidential and shall not be released (or revealed) in whole or in part to any
third party without the prior consent of the other party. In particular, each
party agrees not to make any press release concerning the whole or any part of
the contents and/or subject matter hereof or of any future addendum hereto
without the prior consent of the other party.

    

    


    
      ***  This
information is subject to confidential treatment and has been omitted and filed
separately with the Commission.

    

    


    
      
        	
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      LETTER AGREEMENT
5B

    

    


    If the
foregoing correctly sets forth our understanding, please execute three (3)
originals in the space provided below and return one (1) original of this Letter
Agreement to the Seller.

       

    
      
        	
                Agreed
      and Accepted

              	 
      	
                Agreed
      and Accepted

              
	 
      	 
      	 
      
	
                For
      and on behalf of:

              	 
      	
                For
      and on behalf of:

              
	 
      	 
      	 
      
	
                CHINA
      SOUTHERN AIRLINES

              	 
      	
                AIRBUS
      S.A.S.

              
	 
      	 
      	 
      	 
      
	
                COMPANY
      LIMITED

              	 
      	 
      	 
      
	 
      	 
      	 
      	 
      	 
      
	
                Name:  

              	 
      	 
      	
                Name:  

              	 
      
	 
      	 
      	 
      	 
      	 
      
	
                Title:

              	 
      	 
      	
                Title:

              	 
      
	 
      	 
      	 
      	 
      	 
      
	
                Witnessed
      and acknowledged,

              	 
      	 
      
	 
      	 
      	 
      
	
                For
      and on behalf of

              	 
      	 
      
	 
      	 
      	 
      
	
                CHINA
      SOUTHERN AIRLINES GROUP

              	 
      	 
      
	 
      	 
      	 
      
	
                IMPORT
      AND EXPORT TRADING CORP., LTD.

              	 
      	 
      
	 
      	 
      	 
      	 
      	 
      
	
                Name:

              	 
      	 
      	 
      	 
      
	 
      	 
      	 
      	 
      	 
      
	
                Title:

              	 
      	 
      	 
      	 
      


      

    

    


    
      ***  This
information is subject to confidential treatment and has been omitted and filed
separately with the Commission.

    

    


    
      
        	
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      LETTER AGREEMENT
5C

    

    


    ____________________,
2010

    


    CHINA
SOUTHERN AIRLINES COMPANY LIMITED

    Bai Yun
Airport,

    Guangzhou
510405

    People's
Republic of China

     

    Subject:
A321-200 PERFORMANCE GUARANTEES

    


    CHINA
SOUTHERN AIRLINES COMPANY LIMITED (the "Buyer"), AIRBUS S.A.S. (the
"Seller") and CHINA
SOUTHERN AIRLINES GROUP IMPORT AND EXPORT TRADING CORP., LTD. (the "Consenting Party") have
entered into an aircraft general terms agreement (the “AGTA”) and an A320 family
aircraft purchase agreement (the "Purchase Agreement") dated as
of even date herewith which cover the manufacture and the sale by the Seller and
the purchase by the Buyer of the Aircraft.

    


    Capitalized
terms used herein and not otherwise defined in this Letter Agreement shall have
the meanings assigned thereto in the AGTA or in the Purchase
Agreement.

    


    Both
parties agree that this Letter Agreement, upon execution thereof, shall
constitute an integral, nonseverable part of said Purchase Agreement and shall
be governed by all its provisions, as such provisions have been specifically
amended pursuant to this Letter Agreement.

    


    If there
is any inconsistency between the Purchase Agreement and this Letter Agreement,
the latter shall prevail to the extent of such inconsistency.

    


    
      ***  This
information is subject to confidential treatment and has been omitted and filed
separately with the Commission.

    

    


    
      
        	
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      & Confidential

              


      

    


    
      
         


      

      
        
        

        
          

        

      

      
         


      

    


    
      LETTER AGREEMENT
5C

    

    


    
      	
              1

            	
              AIRCRAFT
      CONFIGURATION

            


    

    


    
      The
guarantees defined below (the "Guarantees") are applicable to the A321-200
Aircraft as described in the Standard Specification ***equipped
with:

    

    


    
      	
               
      

            	
               a)

            	
              CFM56-5B3/3
      propulsion system

            


    

    


    
      	
               
      

            	
               b)

            	
              IAE
      V2533-A5 propulsion system

            


    

    


    
      for
deliveries from *** onwards without taking into account any further changes
thereto as provided in the Agreement (the “Specification” for the purposes of
this Letter Agreement).

    

    


    
      	
              2

            	
              GUARANTEED
      PERFORMANCE

            


    

    


    
      	
              2.1

            	
              Take-off Field
      Length

            


    

    


    
      The JAR
take-off field length at an Aircraft gross weight of *** at the start of
Take-Off Distance Available (TODA) at Sea Level pressure altitude in ISA+15°C
conditions shall not be more than a guaranteed value of:

    

    


    
      	
               
      

            	
               
      a)

            	
              for
      CFM:

            	
              ***

            


    

    


    
      	
               
      

            	
               
      b)

            	
              for
      IAE:

            	
              ***

            


    

    


    
      	
              2.2

            	
              Second Segment
      Climb

            


    

    


    
      The
Aircraft shall meet JAR 25 regulations for one engine inoperative climb after
take-off, undercarriage retracted, at a weight corresponding to the stated
weight at the start of Take-Off Distance Available (TODA), at the altitude and
temperature, and in the configuration of flap angle and safety speed required to
comply with the performance guaranteed in paragraph 2.1
above.

    

    


    
      	
              2.3

            	
              Landing Field
      Length

            


    

    


    
      JAR
certified dry landing field length at an Aircraft gross weight of *** at Sea
Level pressure altitude shall be not more than a guaranteed value
of:

    

    


    
      	
               
      

            	
               
      a)

            	
              for
      CFM:

            	
              ***

            


    

    


    
      	
               
      

            	
               
      b)

            	
              for
      IAE:

            	
              ***

            


    

    


    
      	
              2.4

            	
              Cruise Specific Air
      Range

            


    

    


    
      The
average nautical miles per kilogram of fuel (average SAR) at a true Mach number
of *** under the Weight and Altitude conditions given below:

    

    


    
      	  
    	
              Gross
      Weight (kg)

            	
              Pressure
      Altitude (ft)

            


    

    


     ***

       


    
      shall be
not less than a guaranteed value of:

    

    


    
      	
               
      

            	
               
      a)

            	
              for
      CFM:

            	
              ***

            


    

    


    
      	
               
      

            	
               
      b)

            	
              for
      IAE:

            	
              ***

            


    

    


    
      ***  This
information is subject to confidential treatment and has been omitted and filed
separately with the Commission.

    

    


    
      
        	
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      A320 CSN 2009

              	
                LA5C

              	
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      2/6

              
	
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      LETTER AGREEMENT
5C

    

    


    
      	
              3

            	
              MANUFACTURER'S WEIGHT
      EMPTY

            


    

    


    
      The
Seller guarantees a Manufacturer's Weights Empty as below:

    

    


    
      	  	
              A321-200
      CFM56-5B3/3

            	
              ***

            


    

     

    
      	  	
              A321-200
      V2533-A5

            	
              ***

            


    

    


    
      These are
the Manufacturer's Weights Empty of the Aircraft as defined in Section
13-10.00.00 of the Standard Specifications amended by the SCN’s defined in
paragraph 1 of this Letter Agreement and are subject to adjustment as defined in
paragraph 6.2.

    

    


    
      	
              4

            	
              GUARANTEE
      CONDITIONS

            


    

    


    
      	
              4.1

            	
              The
      performance certification requirements for the Aircraft, except where
      otherwise noted, will be as stated in Section 02 of the Standard
      Specification.

            


    

    


    
      	
              4.2

            	
              For
      the determination of JAR take-off and landing performance a hard dry level
      runway surface with no runway strength limitations, no line-up allowances,
      no obstacles, zero wind, atmosphere according to ISA, except as otherwise
      noted, and the use of speed brakes, flaps, landing gear and engines in the
      conditions liable to provide the best results will be
    assumed.

            


    

    


    
      	
              4.2.1

            	
              When
      establishing take-off and second segment performance no air will be bled
      from the engines for cabin air conditioning or
  anti-icing.

            


    

    


    
      	
              4.3

            	
              Climb,
      cruise and descent performance associated with the Guarantees will include
      allowances for normal electrical load and for normal engine air bleed and
      power extraction associated with maximum cabin differential pressure as
      defined in Section 21-30.31 of the Specification. Cabin air conditioning
      management during performance demonstration as described in Subparagraph
      5.3 below may be such as to optimize the Aircraft performance while
      meeting the minimum air conditioning requirements defined above. Unless
      otherwise stated no air will be bled from the engines for
      anti-icing.

            


    

    


    
      	
              4.4

            	
              The
      engines will be operated using not more than the engine manufacturer's
      maximum recommended outputs for take-off, maximum go-round, maximum
      continuous, maximum climb and cruise for normal
  operation.

            


    

    


    
      	
              4.5

            	
              Where
      applicable the Guarantees assume the use of an approved fuel having a
      density of *** and a lower heating value of ***. Cruise performance assume
      a centre of gravity position of
***.

            


    

    


    
      	
              5

            	
              GUARANTEE
      COMPLIANCE

            


    

    


    
      	
              5.1

            	
              Compliance
      with the Guarantees shall be demonstrated using operating procedures and
      limitations in accordance with those defined by the certifying
      Airworthiness Authority and by the Seller unless otherwise
      stated.

            


    

    


    
      	
              5.2

            	
              Compliance
      with the take-off, second segment and landing elements of the Guarantees
      will be demonstrated with reference to the JAA approved Flight
      Manual.

            


    

    


    
      ***  This
information is subject to confidential treatment and has been omitted and filed
separately with the Commission.

    

    


    
      
        	
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      LETTER AGREEMENT
5C

    

    


    
      	
              5.3

            	
              Compliance
      with those parts of the Guarantees defined in paragraph 2 above not
      covered by the requirements of the certifying Airworthiness Authority
      shall be demonstrated by calculation based on data obtained during flight
      tests conducted on one (or more, at the Seller's discretion) A321-200
      aircraft of the same aerodynamic configuration as the Aircraft purchased
      by the Buyer and incorporated in the In-Flight Performance Program and
      data bases ("the IFP") appropriate to the
  Aircraft.

            


    

    


    
      	
              5.4

            	
              Compliance
      with the Manufacturer's Weight Empty guarantees defined in Paragraph 3
      shall be demonstrated with reference to a Weight Compliance
      Report.

            


    

    


    
      	
              5.5

            	
              Data
      derived from tests will be adjusted as required using conventional methods
      of correction, interpolation or extrapolation in accordance with
      established aeronautical practices to show compliance with the
      Guarantees.

            


    

    


    
      	
              5.6

            	
              Compliance
      with the Guarantees is not contingent on engine performance defined in the
      engine manufacturer's
specification.

            


    

    


    
      	
              5.7

            	
              The
      Seller undertakes to furnish the Buyer with a report or reports
      demonstrating compliance with the Guarantees at, or as soon as possible
      after, the delivery of each of the Buyer’s
  Aircraft.

            


    

    


    
      	
              6

            	
              ADJUSTMENT OF
      GUARANTEES

            


    

    


    
      	
              6.1

            	
              In
      the event of any change to any law, governmental regulation or requirement
      or interpretation thereof ("Rule Change") by any governmental agency made
      subsequent to the date of the Agreement and such rule change affects the
      Aircraft configuration or performance or both required to obtain
      certification the Guarantees shall be appropriately modified to reflect
      the effect of any such change.

            


    

    


    
      	
              6.2

            	
              The
      Guarantees apply to the Aircraft as described in paragraph 1 of this
      Letter Agreement and may be adjusted in the event
  of:

            


    

    


    
      
        	  
    	
                (i)

              	
                Any
      further configuration change which is the subject of a
  SCN

              


      

    

    
      
        	  	
                (ii)

              	
                Variation
      in actual weights of items defined in Section 13-10 of the Standard
      Specification

              


      

    

    
      
        	  	
                (iii)

              	
                Changes
      required to obtain certification that cause modifications to the
      performance or weight of the
Aircraft

              


      

    

    
 

    
      	
              7

            	
              EXCLUSIVE
      GUARANTEES

            


    

    


    
      The
Guarantees are exclusive and are provided in lieu of any and all other
performance and weight guarantees of any nature which may be stated, referenced
or incorporated in the Standard Specification or any other
document.

    

    


    
      ***  This
information is subject to confidential treatment and has been omitted and filed
separately with the Commission.

    

    


    
      
        	
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      LETTER AGREEMENT
5C

    

    


    
      	
              8

            	
              ***

            


    

    


    
      	
              9.

            	
              ASSIGNMENT

            


    

    


    
      Notwithstanding
any other provision of this Letter Agreement, the AGTA or the Purchase
Agreement, this Letter Agreement and the rights and obligations of the Buyer
herein shall not be assigned or transferred in any manner, and any attempted
assignment or transfer in contravention of the provisions of this Clause shall
be void and of no force or effect.

    

    


    
      	
              10.

            	
              CONFIDENTIALITY

            


    

    


    
      This
Letter Agreement (and its existence) shall be treated by both parties as
confidential and shall not be released (or revealed) in whole or in part to any
third party without the prior consent of the other party. In particular, each
party agrees not to make any press release concerning the whole or any part of
the contents and/or subject matter hereof or of any future addendum hereto
without the prior consent of the other party.

    

    


    
      ***  This
information is subject to confidential treatment and has been omitted and filed
separately with the Commission.

    

    


    
      
        	
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      LETTER AGREEMENT
5C

    

    


    If the
foregoing correctly sets forth our understanding, please execute three (3)
originals in the space provided below and return one (1) original of this Letter
Agreement to the Seller.

       

    
      
        	
                Agreed
      and Accepted

              	 
      	
                Agreed
      and Accepted

              
	 
      	 
      	 
      
	
                For
      and on behalf of:

              	 
      	
                For
      and on behalf of:

              
	 
      	 
      	 
      
	
                CHINA
      SOUTHERN AIRLINES

              	 
      	
                AIRBUS
      S.A.S.

              
	 
      	 
      	 
      	 
      
	
                COMPANY
      LIMITED

              	 
      	 
      	 
      
	 
      	 
      	 
      	 
      	 
      
	
                Name:  

              	 
      	 
      	
                Name:  

              	 
      
	 
      	 
      	 
      	 
      	 
      
	
                Title:

              	 
      	 
      	
                Title:

              	 
      
	 
      	 
      	 
      	 
      	 
      
	
                Witnessed
      and acknowledged,

              	 
      	 
      
	 
      	 
      	 
      
	
                For
      and on behalf of

              	 
      	 
      
	 
      	 
      	 
      
	
                CHINA
      SOUTHERN AIRLINES GROUP

              	 
      	 
      
	 
      	 
      	 
      
	
                IMPORT
      AND EXPORT TRADING CORP., LTD.

              	 
      	 
      
	 
      	 
      	 
      	 
      	 
      
	
                Name:

              	 
      	 
      	 
      	 
      
	 
      	 
      	 
      	 
      	 
      
	
                Title:

              	 
      	 
      	 
      	 
      


      

    

    


    
      ***  This
information is subject to confidential treatment and has been omitted and filed
separately with the Commission.

    

    


    
      
        	
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      LETTER AGREEMENT
6

    

    


    ____________________,
2010

    


    CHINA
SOUTHERN AIRLINES COMPANY LIMITED

    Bai Yun
Airport,

    Guangzhou
510405

    People's
Republic of China

    


    
      Subject  :
Miscellaneous

    

    


    CHINA
SOUTHERN AIRLINES COMPANY LIMITED (the "Buyer"), AIRBUS S.A.S. (the
"Seller") and CHINA
SOUTHERN AIRLINES GROUP IMPORT AND EXPORT TRADING CORP., LTD. (the "Consenting Party") have
entered into an aircraft general terms agreement (the “AGTA”) and an A320 family
aircraft purchase agreement (the "Purchase Agreement") dated as
of even date herewith which cover the manufacture and the sale by the Seller and
the purchase by the Buyer of the Aircraft.

    


    Capitalized
terms used herein and not otherwise defined in this Letter Agreement shall have
the meanings assigned thereto in the AGTA or in the Purchase
Agreement.

    


    Both
parties agree that this Letter Agreement, upon execution thereof, shall
constitute an integral, nonseverable part of said Purchase Agreement and shall
be governed by all its provisions, as such provisions have been specifically
amended pursuant to this Letter Agreement.

    


    If there
is any inconsistency between the Purchase Agreement and this Letter Agreement,
the latter shall prevail to the extent of such inconsistency.

    


    
      ***  This
information is subject to confidential treatment and has been omitted and filed
separately with the Commission.

    

    


    
      
        	
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      LETTER AGREEMENT
6

    

    


    
      	
              1.

            	
              Clause 5 of the
      AGTA

            


    

    


    
      With
respect only to the Aircraft purchased under the Purchase Agreement, the Parties
agree to delete Clause 5.3.4 of the AGTA in its entirety and replace it with the
following:

    

    


    
      QUOTE

    

    
      5.3.4         
***

    

    
      UNQUOTE

    

    


    
      	
              2.

            	
              Clause 7 of the
      AGTA

            


    

    


    
      With
respect only to the Aircraft purchased under the Purchase Agreement, the Parties
agree to add the following Clause 7.4.3 to the AGTA:

    

    


    
      QUOTE

    

    
      7.4.3         
***

    

    
      UNQUOTE

    

    


    
      	
              3.

            	
              Clause 10 of the
      AGTA

            


    

    


    
      With
respect only to the Aircraft purchased under the Purchase Agreement, the Parties
agree to delete Clause 10.5 of the AGTA in its entirety and replace it with the
following:

    

    


    
      QUOTE

    

    
      10.5          
***

    

    
      UNQUOTE

    

    


    
      	
              4.

            	
              Clause 18 of the
      AGTA

            


    

    


    
      With
respect only to the Aircraft purchased under the Purchase Agreement, the Parties
agree to delete Clause 18.3.2 of the AGTA in its entirety and replace it with
the following:

    

    


    
      QUOTE

    

    
      18.3.2       
***

    

    
      UNQUOTE

    

    


    
      	
              5.

            	
              Clause 6 of the
      Purchase Agreement

            


    

    


    
      The
Parties agree to delete Clause 6 of the Purchase Agreement in its entirety and
replace it with the following:

    

    


    
      QUOTE

    

    
 

    ***

    
      UNQUOTE

    

    


    
      ***  This
information is subject to confidential treatment and has been omitted and filed
separately with the Commission.

    

    


    
      
        	
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      LETTER AGREEMENT
6

    

    


    
      	
              6.

            	
              Assignment

            


    

    


    
      Notwithstanding
any other provision of this Letter Agreement, the AGTA or the Purchase
Agreement, this Letter Agreement and the rights and obligations of the Buyer
herein shall not be assigned or transferred in any manner, and any attempted
assignment or transfer in contravention of the provisions of this Clause shall
be void and of no force or effect.

    

    


    
      	
              7.

            	
              Confidentiality

            


    

    


    
      This
Letter Agreement (and its existence) or any data exchanged between the Buyer and
the Seller for the fulfillment of their respective obligations under this Letter
Agreement shall be treated by both Parties as confidential and shall not be
released in whole or in part to any third party except as may be required by
law, or to auditors, legal or tax advisors for the purpose of implementation
hereof.

    

    


    
      ***  This
information is subject to confidential treatment and has been omitted and filed
separately with the Commission.

    

    


    
      
        	
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      LETTER AGREEMENT
6

    

    


    If the
foregoing correctly sets forth our understanding, please execute three (3)
originals in the space provided below and return one (1) original of this Letter
Agreement to the Seller.

    


    
      
        	
                Agreed
      and Accepted

              	 
      	
                Agreed
      and Accepted

              
	 
      	 
      	 
      
	
                For
      and on behalf of:

              	 
      	
                For
      and on behalf of:

              
	 
      	 
      	 
      
	
                CHINA
      SOUTHERN AIRLINES

              	 
      	
                AIRBUS
      S.A.S.

              
	
                COMPANY
      LIMITED

              	 
      	 
      	 
      
	 
      	 
      	 
      	 
      	 
      
	
                Name:  

              	 
      	 
      	
                Name:  

              	 
      
	 
      	 
      	 
      	 
      	 
      
	
                Title:

              	 
      	 
      	
                Title:

              	 
      
	 
      	 
      	 
      	 
      	 
      
	
                Witnessed
      and acknowledged,

              	 
      	 
      
	 
      	 
      	 
      
	
                For
      and on behalf of

              	 
      	 
      
	 
      	 
      	 
      
	
                CHINA
      SOUTHERN AIRLINES GROUP

              	 
      	 
      
	
                IMPORT
      AND EXPORT TRADING CORP., LTD.

              	 
      	 
      
	 
      	 
      	 
      	 
      	 
      
	
                Name:

              	 
      	 
      	 
      	 
      
	 
      	 
      	 
      	 
      	 
      
	
                Title:

              	 
      	 
      	 
      	 
      


      

    

    


    
      ***  This
information is subject to confidential treatment and has been omitted and filed
separately with the Commission.

    

    


    
      
        	
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      LETTER AGREEMENT
7

    

    


    ____________________,
2010

    


    CHINA
SOUTHERN AIRLINES COMPANY LIMITED

    Bai Yun
Airport,

    Guangzhou
510405

    People's
Republic of China

    


    
      Subject  :
Customer Support

    

    


    CHINA
SOUTHERN AIRLINES COMPANY LIMITED (the "Buyer"), AIRBUS S.A.S. (the "Seller")
and CHINA SOUTHERN AIRLINES GROUP IMPORT AND EXPORT TRADING CORP., LTD. (the
"Consenting Party") have entered into an aircraft general terms agreement (the
“AGTA”) and an A320 family purchase agreement dated as of even date herewith
(the "Purchase Agreement") which covers the manufacture and the sale by the
Seller and the purchase by the Buyer of the Aircraft.

    


    Capitalized
terms used herein and not otherwise defined in this Letter Agreement shall have
the meanings assigned thereto in the AGTA or in the Purchase
Agreement.

    


    Both
parties agree that this Letter Agreement, upon execution thereof, shall
constitute an integral, nonseverable part of said Purchase Agreement and shall
be governed by all its provisions, as such provisions have been specifically
amended pursuant to this Letter Agreement.

    


    If there
is any inconsistency between the Purchase Agreement and this Letter Agreement,
the latter shall prevail to the extent of such inconsistency.

    


    
      ***  This
information is subject to confidential treatment and has been omitted and filed
separately with the Commission.

    

    


    
      
        	
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      LETTER AGREEMENT
7

    

    


    
      	
              1.

            	
              Clause 14 of the
      AGTA

            


    

    


    
      	
              1.1

            	
              With
      respect only to the Aircraft purchased under the Purchase Agreement, the
      Parties agree that clause 14.4.3.1 of the AGTA shall be deleted in its
      entirety and replaced by the
following:

            


    

    
       

    

    
      
        	 	QUOTE
	
                 

              	
                
                  14.4.3.1  
      ***

                

              
	 	UNQUOTE


      

    

     

    
      	
              1.2

            	
              With
      respect only to the Aircraft purchased under the Purchase Agreement, the
      Parties agree that clause 14.6 of the AGTA shall be deleted in its
      entirety and replaced by the
following:

            


    

     

    
      	 	QUOTE
	
               

            	
              
                14.6  
      ***
      

              

            
	 	QUOTE


    

    


    
      	
              1.3

            	
              With
      respect only to the Aircraft purchased under the Purchase Agreement, the
      Parties agree to add the following paragraph at to clause 14.9.3 of the
      AGTA:

            


    

    


    
      
      

    

    
      
      

    

    
      
      

    

    
      	 	QUOTE
	
               
      

            	
              
                *** 

              

            
	 	UNQUOTE


    

     

    
      	
              2.

            	
              Exhibit H of the
      AGTA

            


    

    


    
      	
              2.1

            	
              With
      respect only to the Aircraft purchased under the Purchase Agreement, the
      Parties agree to add the following clauses to Exhibit H of the
      AGTA:

            


    

    


    
      
        	 	
                QUOTE

              	
                 

              


      

    

    
      
        	
                 

              	
                3.1.4
      *** 

              


      

    

    


    
      
        	
                 

              	
                
                  3.1.4.1
      ***

                

              


      

    

    


    
      
        
          	
                   

                	
                  
                    3.1.4.2
      ***

                  

                
	 	UNQUOTE 


        

      

    

     

    
      	
              2.2

            	
              With
      respect only to the Aircraft purchased under the Purchase Agreement, the
      Parties agree to add the following clause 4.2.2 to Exhibit H of the
      AGTA:

            


    

    
       

    

    
      
        
          
            	 	QUOTE 
	
                     

                  	
                    
                      4.2.2
      ***

                    

                  
	 	UNQUOTE 


          

        

      

    

     

    
      
        	
                3.

              	
                Operational
      visit

              
	 	 
	 	***


      

    

    


    
      
      

    

    
      ***  This
information is subject to confidential treatment and has been omitted and filed
separately with the Commission.

    

    


    
      
        	
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      LETTER AGREEMENT
7

    

    


    
      	
              4.

            	
              Flight Operations
      Review

            


    

    


    
      
        	
                 

              	
                ***

              


      

    

    


    
      	
              5.

            	
              CBT Revision
      service

            


    

    


    
      
        	
                 

              	
                The
      Airbus Advanced Computer Based Training (“Airbus Advanced CBT”) in
      use at the Seller’s Training Centers are revised on a regular basis and
      such revision shall be provided to the Buyer
***

              


      

    

    


    
      
        	
                6.

              	
                Training
      Allowance

              
	 	 
	 	Pursuant
      to Clause 2 and 3 of Appendix A to Clause 16 of the AGTA,
    *** 
	 	 
	 	Such
      trainee-days shall be used solely for the above courses, as defined in the
      Seller's applicable Training Courses Catalogue.
	 	 
	 	Within such trainee-day allowance, the number
      of Engine Run-up courses shall be limited to
  ***. 


      

    

    


    
      	
              7.

            	
              Assignment

            


    

    


    
      
        	
                 

              	
                
                  Notwithstanding
      any other provision of this Letter Agreement, the AGTA or the
      Purchase Agreement, this Letter Agreement and the rights and obligations
      of the Buyer herein shall not be assigned or transferred in any manner,
      and any attempted assignment or transfer in contravention of the
      provisions of this Clause shall be void and of no force or
      effect.

                

              


      

    

    


    
      	
              8.

            	
              Confidentiality

            


    

    


    
      
        	
                 

              	
                
                  This
      Letter Agreement (and its existence) or any data exchanged between
      the Buyer and the Seller for the fulfillment of their respective
      obligations under this Letter Agreement shall be treated by both Parties
      as confidential and shall not be released in whole or in part to any third
      party except as may be required by law, or to auditors, legal or tax
      advisors for the purpose of implementation
  hereof.

                

              


      

    

    
       

      ***  This
information is subject to confidential treatment and has been omitted and filed
separately with the Commission.

    

    


    
      
        	
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      LETTER AGREEMENT
7

    

    


    If the
foregoing correctly sets forth our understanding, please execute three (3)
originals in the space provided below and return one (1) original of this Letter
Agreement to the Seller.

    


    
      
        	
                Agreed
      and Accepted

              	 	
                Agreed
      and Accepted

              
	 
      	 	 
      
	
                For
      and on behalf of:

              	 
      	
                For
      and on behalf of:

              
	 
      	 
      	 
      
	
                CHINA
      SOUTHERN AIRLINES

              	 
      	
                AIRBUS
      S.A.S.

              
	
                COMPANY
      LIMITED

              	 
      	 
      
	 
      	 
      	 
      	 
      
	
                Name:

              	
                    

              	 
      	
                Name:

              	
                    

              
	 
      	 
      	 
      	 
      
	
                Title:

              	
                    

              	 
      	
                Title:

              	
                    

              


      

    

    


    
      
        	
                Witnessed
      and acknowledged,

              
	 
      
	
                For
      and on behalf of

              
	 
      
	
                CHINA
      SOUTHERN AIRLINES GROUP

              
	
                IMPORT
      AND EXPORT TRADING CORP., LTD.

              
	 
      	 
      
	
                Name:

              	
                    

              	 
      
	 
      	 
      
	
                Title:

              	
                    

              	 
      


      

    

    


    
      ***  This
information is subject to confidential treatment and has been omitted and filed
separately with the Commission.

    

    


    
      
        	
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      A320 CSN 2009

              	
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      LETTER AGREEMENT
8

    

    


    ____________________,
2010

    


    CHINA
SOUTHERN AIRLINES COMPANY LIMITED

    Bai Yun
Airport,

    Guangzhou
510405

    People's
Republic of China

    


    Subject:
***

    


    CHINA
SOUTHERN AIRLINES COMPANY LIMITED (the "Buyer"), AIRBUS S.A.S. (the
"Seller") and CHINA
SOUTHERN AIRLINES GROUP IMPORT AND EXPORT TRADING CORP., LTD. (the "Consenting Party") have
entered into an aircraft general terms agreement (the “AGTA”) and an A320 family
aircraft purchase agreement (the "Purchase Agreement") dated as
of even date herewith which cover the manufacture and the sale by the Seller and
the purchase by the Buyer of the Aircraft.

    


    Capitalized
terms used herein and not otherwise defined in this Letter Agreement shall have
the meanings assigned thereto in the AGTA or in the Purchase
Agreement.

    


    Both
parties agree that this Letter Agreement, upon execution thereof, shall
constitute an integral, nonseverable part of said Purchase Agreement and shall
be governed by all its provisions, as such provisions have been specifically
amended pursuant to this Letter Agreement.

    


    If there
is any inconsistency between the Purchase Agreement and this Letter Agreement,
the latter shall prevail to the extent of such inconsistency.

    


    
      	
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      A320 CSN 2009

            	
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      LETTER AGREEMENT
8

    

    


    
      Now, with
respect to the Aircraft and notwithstanding Clause 5.3.2 of the AGTA, and Clause
5.2 of the Purchase Agreement, the Buyer and the Seller agree the
following:

    

    


    ***

    


    
      	
              2.

            	
              Assignment

            


    

    


    
      Notwithstanding
any other provision of this Letter Agreement, the AGTA or the Purchase
Agreement, this Letter Agreement and the rights and obligations of the Buyer
herein shall not be assigned or transferred in any manner, and any attempted
assignment or transfer in contravention of the provisions of this Clause shall
be void and of no force or effect.

    

    


    
      	
              3.

            	
              Confidentiality

            


    

    


    
      This
Letter Agreement (and its existence) shall be treated by both parties as
confidential and shall not be released (or revealed) in whole or in part to any
third party without the prior consent of the other party. In particular, each
party agrees not to make any press release concerning the whole or any part of
the contents and/or subject matter hereof or of any future addendum hereto
without the prior consent of the other party.

    

    


    
      
        	
                PA
      A320 CSN 2009

              	
                LA8

              	
                Page
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                CT0803292

              	 
      	
                Private
      & Confidential

              


      

    

     

    
      
         


      

      
         


        
          

        

      

      
         


      

    


    
      LETTER AGREEMENT
8

    

    


    If the
foregoing correctly sets forth our understanding, please execute three (3)
originals in the space provided below and return one (1) original of this Letter
Agreement to the Seller.

    


    
      
        
          
            
              
                
                  
                    
                      
                        
                          
                            
                              	
                                      Agreed
      and Accepted

                                    	 
      	
                                      Agreed
      and Accepted

                                    
	 
      	 
      	 
      
	
                                      For
      and on behalf of:

                                    	 
      	
                                      For
      and on behalf of:

                                    
	 
      	 
      	 
      
	
                                      CHINA
      SOUTHERN AIRLINES

                                    	 
      	
                                      AIRBUS
      S.A.S.

                                    
	
                                      COMPANY
      LIMITED

                                    	 
      	 
      
	 
      	 
      	 
      
	
                                      Name:

                                    	 
      	 
      	
                                      Name:

                                    	 
      
	 
      	 
      	 
      
	
                                      Title:

                                    	 
      	 
      	
                                      Title:

                                    	 
      
	 
      	 
      	 
      
	
                                      Witnessed
      and acknowledged,

                                    	 
      	 
      
	 
      	 
      	 
      
	
                                      For
      and on behalf of

                                    	 
      	 
      
	 
      	 
      	 
      
	
                                      CHINA
      SOUTHERN AIRLINES GROUP

                                    	 
      	 
      
	
                                      IMPORT
      AND EXPORT TRADING CORP., LTD.

                                    	 
      	 
      
	 
      	 
      	 
      
	
                                      Name:

                                    	 
      	 
      	 
      
	 
      	 
      	 
      
	
                                      Title:

                                    	 
      	 
      	 
      


                            

                          

                        

                      

                    

                  

                

              

            

          

        

      

    

    


    
      
        	
                PA
      A320 CSN 2009

              	
                LA8

              	
                Page
      3/3

              
	
                CT0803292

              	 
      	
                Private
      & Confidential

              


      

    

     

    
      
         


      

      
         


        
          

        

      

      
         


      

    
  

    SIDE LETTER
1

    


    CHINA
SOUTHERN AIRLINES COMPANY LIMITED

    &
CHINA SOUTHERN AIRLINES GROUP IMPORT

    AND
EXPORT TRADING CORP., LTD.

    Bai Yun
Airport

    Guangzhou
510405

    People's
Republic of China

    


    Subject : ***

    


    CHINA
SOUTHERN AIRLINES COMPANY LIMITED (the "Buyer"), AIRBUS S.A.S. (the "Seller")
and CHINA SOUTHERN AIRLINES GROUP IMPORT AND EXPORT TRADING CORP., LTD. (the
"Consenting Party") have entered into an aircraft general terms agreement (the
“AGTA”) and an A320 family aircraft purchase agreement dated as of even date
herewith (the "Purchase Agreement") which covers the manufacture and the sale by
the Seller and the purchase by the Buyer of the Aircraft.

    


    Now, with
respect to the Aircraft, the Buyer and the Seller agree the
following:

    


    ***

     

    ***  This
information is subject to confidential treatment and has been omitted and filed
separately with the Commission.

    


    
      
        	
                PA
      A320 CSN 2009

              	
                SL1

              	
                Page
      1/2

              
	
                CT0803292

              	 
      	
                Private
      & Confidential

              


      

    


    
      
         


      

      
         


        
          

        

      

      
         


      

    


    SIDE LETTER
1

    


    If the
foregoing correctly sets forth our understanding, please execute three (3)
originals in the space provided below and return one (1) original of this Side
Letter to the Seller.

    


    
      
        	
                Agreed
      and Accepted

              	 
      	
                Agreed
      and Accepted

              
	 
      	 
      	 
      
	
                For
      and on behalf of:

              	 
      	
                For
      and on behalf of:

              
	 
      	 
      	 
      
	
                CHINA
      SOUTHERN AIRLINES

              	 
      	
                AIRBUS
      S.A.S.

              
	
                COMPANY
      LIMITED

              	 
      	 
      
	 
      	 
      	 
      
	
                Name:

              	
                   

              	 
      	
                Name:

              	
                   

              
	 
      	 
      	 
      	 
      
	
                Title:

              	
                   

              	 
      	
                Title:

              	
                   

              


      

    

    


    
      
        	
                Witnessed
      and acknowledged,

              	 
      
	 
      	 
      
	
                For
      and on behalf of

              	 
      
	 
      	 
      
	
                CHINA
      SOUTHERN AIRLINES GROUP

              	 
      
	
                IMPORT
      AND EXPORT TRADING CORP., LTD.

              	 
      
	 
      	 
      
	
                Name:

              	
                   

              	 
      
	 
      	 
      	 
      
	
                Title:

              	
                   

              	 
      


      

    

    


    ***  This
information is subject to confidential treatment and has been omitted and filed
separately with the Commission.

    


    
      
        	
                PA
      A320 CSN 2009

              	
                SL1

              	
                Page
      2/2

              
	
                CT0803292

              	 
      	
                Private
      & Confidential

              


      

    


    
      
         


      

      
         


        
          

        

      

      
         


      

    
 

    SIDE LETTER
2

    


    CHINA
SOUTHERN AIRLINES COMPANY LIMITED

    &
CHINA SOUTHERN AIRLINES GROUP IMPORT

    AND
EXPORT TRADING CORP., LTD.

    Bai Yun
Airport

    Guangzhou
510405

    People's
Republic of China

    


    Subject
: ***

    


    CHINA
SOUTHERN AIRLINES COMPANY LIMITED (the "Buyer"), AIRBUS S.A.S. (the "Seller")
and CHINA SOUTHERN AIRLINES GROUP IMPORT AND EXPORT TRADING CORP., LTD. (the
"Consenting Party") have entered into an aircraft general terms agreement (the
“AGTA”) and an A320 family aircraft purchase agreement dated as of even date
herewith (the "Purchase Agreement") which covers the manufacture and the sale by
the Seller and the purchase by the Buyer of the Aircraft.

    


    Now, with
respect to the Aircraft, the Buyer and the Seller agree the
following:


    


    ***

    


    ***  This information is subject to confidential treatment and has been omitted and filed separately with the Commission.

    


    
      	
              PA
      A320 CSN 2009

            	
              SL2

            	
              Page
      1/2

            
	
              CT0803292

            	 
      	
              Private
      & Confidential

            


    


    
      
         


      

      
         


        
          

        

      

      
         


      

    


    SIDE LETTER
2

    


    If the
foregoing correctly sets forth our understanding, please execute three (3)
originals in the space provided below and return one (1) original of this Side
Letter to the Seller.

    


    
      
        
          
            
              
                
                  
                    
                      
                        
                          
                            
                              	
                                      Agreed
      and Accepted

                                    	 
      	
                                      Agreed
      and Accepted

                                    
	 
      	 
      	 
      
	
                                      For
      and on behalf of:

                                    	 
      	
                                      For
      and on behalf of:

                                    
	 
      	 
      	 
      
	
                                      CHINA
      SOUTHERN AIRLINES

                                    	
                                      AIRBUS
      S.A.S.

                                    
	
                                      COMPANY
      LIMITED

                                    	 
      
	 
      	 
      	 
      
	
                                      Name: 

                                    	 
      	 
      	
                                      Name: 

                                    	 
      
	 
      	 
      	 
      	 
      	 
      
	
                                      Title:

                                    	 
      	 
      	
                                      Title:

                                    	 
      
	 
      	 
      	 
      	 
      
	
                                      Witnessed
      and acknowledged,

                                    	 
      	 
      	 
      
	 
      	 
      	 
      	 
      
	
                                      For
      and on behalf of

                                    	 
      	 
      	 
      
	 
      	 
      	 
      	 
      
	
                                      CHINA
      SOUTHERN AIRLINES GROUP

                                    
	
                                      IMPORT
      AND EXPORT TRADING CORP., LTD.

                                    
	 
      	 
      	 
      	 
      
	
                                      Name: 

                                    	 
      	 
      	 
      	 
      
	 
      	 
      	 
      	 
      	 
      
	
                                      Title:

                                    	 
      	 
      	 
      	 
      


                            

                          

                        

                      

                    

                  

                

              

            

          

        

      

    

    


    
      
        ***  This information is subject to confidential treatment and has been omitted and filed separately with the Commission.

      



    
      	
              PA
      A320 CSN 2009

            	
              SL2

            	
              Page
      2/2

            
	
              CT0803292

            	 
      	
              Private
      & Confidential

            


    
 

    
      
         


      

      
         


        
          

        

      

      
         


      

    


    SIDE LETTER
3

    


    CHINA
SOUTHERN AIRLINES COMPANY LIMITED

    &
CHINA SOUTHERN AIRLINES GROUP IMPORT

    AND
EXPORT TRADING CORP., LTD.

    Bai Yun
Airport

    Guangzhou
510405

    People's
Republic of China

    


    Subject
: ***

    


    CHINA
SOUTHERN AIRLINES COMPANY LIMITED (the "Buyer"), AIRBUS S.A.S. (the "Seller")
and CHINA SOUTHERN AIRLINES GROUP IMPORT AND EXPORT TRADING CORP., LTD. (the
"Consenting Party") have entered into an aircraft general terms agreement (the
“AGTA”) and an A320 family aircraft purchase agreement dated as of even date
herewith (the "Purchase Agreement") which covers the manufacture and the sale by
the Seller and the purchase by the Buyer of the Aircraft.

    


    Now, with
respect to the Aircraft, the Buyer and the Seller agree the
following:

    


    ***

    


    ***  This
information is subject to confidential treatment and has been omitted and filed
separately with the Commission.

    


    
      
        
          	
                  PA
      A320 CSN 2009

                	
                  SL3

                	
                  Page
      1/2

                
	
                  CT0803292

                	 
      	
                  Private
      & Confidential

                


        

      

    


    
      
         


      

      
         


        
          

        

      

      
         


      

    


    SIDE LETTER
3

    


    If the
foregoing correctly sets forth our understanding, please execute three (3)
originals in the space provided below and return one (1) original of this Side
Letter to the Seller.

    


    
      
        
          
            
              
                
                  
                    	
                            Agreed
      and Accepted

                          	 
      	
                            Agreed
      and Accepted

                          
	 
      	 
      	 
      
	
                            For
      and on behalf of:

                          	 
      	
                            For
      and on behalf of:

                          
	 
      	 
      	 
      
	
                            CHINA
      SOUTHERN AIRLINES

                          	 
      	
                            AIRBUS
      S.A.S.

                          
	
                            COMPANY
      LIMITED

                          	 
      	 
      
	 
      	 
      	 
      
	
                            Name:

                          	 
      	 
      	
                            Name:

                          	 
      
	 
      	 
      	 
      
	
                            Title:

                          	 
      	 
      	
                            Title:

                          	 
      
	 
      	 
      	 
      
	
                            Witnessed
      and acknowledged,

                          	 
      	 
      
	 
      	 
      	 
      
	
                            For
      and on behalf of

                          	 
      	 
      
	 
      	 
      	 
      
	
                            CHINA
      SOUTHERN AIRLINES GROUP

                          	 
      	 
      
	
                            IMPORT
      AND EXPORT TRADING CORP., LTD.

                          	 
      	 
      
	 
      	 
      	 
      
	
                            Name:

                          	 
      	 
      	 
      
	 
      	 
      	 
      
	
                            Title:

                          	 
      	 
      	 
      


                  

                

              

            

          

        

      

    

    


    ***  This
information is subject to confidential treatment and has been omitted and filed
separately with the Commission.

    


    
      
        
          	
                  PA
      A320 CSN 2009

                	
                  SL3

                	
                  Page
      2/2

                
	
                  CT0803292

                	 
      	
                  Private
      &
Confidential

                


        

      

    
 

    
      
         


      

      
         


        
          

        

      

      
         


      

    
 

    SIDE LETTER
4

    


    CHINA
SOUTHERN AIRLINES COMPANY LIMITED

    &
CHINA SOUTHERN AIRLINES GROUP IMPORT

    AND
EXPORT TRADING CORP., LTD.

    Bai Yun
Airport

    Guangzhou
510405

    People's
Republic of China

    


    Subject
: ***

    


    CHINA
SOUTHERN AIRLINES COMPANY LIMITED (the "Buyer"), AIRBUS S.A.S. (the "Seller")
and CHINA SOUTHERN AIRLINES GROUP IMPORT AND EXPORT TRADING CORP., LTD. (the
"Consenting Party") have entered into an aircraft general terms agreement (the
“AGTA”) and an A320 family aircraft purchase agreement dated as of even date
herewith (the "Purchase Agreement") which covers the manufacture and the sale by
the Seller and the purchase by the Buyer of the Aircraft.

    


    Now, with
respect to the Aircraft, the Buyer and the Seller agree the
following:

    


    ***

    


    ***  This
information is subject to confidential treatment and has been omitted and filed
separately with the Commission.

    


    
      
        
          	
                  PA
      A320 CSN 2009

                	
                  SL4

                	
                  Page
      1/2

                
	
                  CT0803292

                	 
      	
                  Private
      & Confidential

                


        

      

    


    
      
         


      

      
         


        
          

        

      

      
         


      

    


    SIDE LETTER
4

    


    If the
foregoing correctly sets forth our understanding, please execute three (3)
originals in the space provided below and return one (1) original of this Side
Letter to the Seller.

    


    
      
        
          
            
              
                
                  
                    
                      	
                              Agreed
      and Accepted

                            	
                                                

                            	
                              Agreed
      and Accepted

                            
	 
      	 
      	 
      
	
                              For
      and on behalf of:

                            	 
      	
                              For
      and on behalf of:

                            
	 
      	 
      	 
      
	
                              CHINA
      SOUTHERN AIRLINES

                            	 
      	
                              AIRBUS
      S.A.S.

                            
	
                              COMPANY
      LIMITED

                            	 
      	 
      
	 
      	 
      	 
      
	
                              Name:

                            	 
      	 
      	
                              Name:

                            	 
      
	 
      	 
      	 
      
	
                              Title:

                            	 
      	 
      	
                              Title:

                            	 
      
	 
      	 
      	 
      
	
                              Witnessed
      and acknowledged,

                            	 
      	 
      
	 
      	 
      	 
      
	
                              For
      and on behalf of

                            	 
      	 
      
	 
      	 
      	 
      
	
                              CHINA
      SOUTHERN AIRLINES GROUP

                            	 
      	 
      
	
                              IMPORT
      AND EXPORT TRADING CORP., LTD.

                            	 
      	 
      
	 
      	 
      	 
      
	
                              Name:

                            	 
      	 
      	 
      
	 
      	 
      	 
      
	
                              Title:

                            	 
      	 
      	 
      


                    

                  

                

              

            

          

        

      

    

    


    ***  This
information is subject to confidential treatment and has been omitted and filed
separately with the Commission.

    


    
      
        	
                PA
      A320 CSN 2009

              	
                SL4

              	
                Page
      2/2

              
	
                CT0803292

              	 
      	
                Private
      & Confidential