---

---

|                                                        
|--------------------------------------------------------
|UNITED STATES                                           
|SECURITIES AND EXCHANGE COMMISSION                      
|Washington,
  D.C. 20549                                
|                                                        
|Form 20-F                                               
|                                                        
|ANNUAL
  REPORT PURSUANT TO SECTION 13 OR 15(d) OF      
|THE
  SECURITIES EXCHANGE ACT OF 1934                   
|For the fiscal year
  ended December 31, 2006           
|                                                        
|Commission File Number:
  001-32751                     
|                                                        
|Grupo Aeroportuario del Pacífico, S.A.B.
  de C.V.      
|(Exact name of
  registrant as specified in its charter)

|                                                                                |                                                  
|------------------------------------------------------------------------------- | -------------------------------------------------
|Pacific
  Airport Group                                                         | United
  Mexican States                          
|(Translation of
  registrants name into English)                               | (Jurisdiction of
  incorporation or organization)
|                                                                                |                                                  
|Avenida Mariano Otero No. 1249-B                                               
|Torre Pacifico, Piso 6                                                         
|Col. Rinconada del Bosque                                                      
|44530
  Guadalajara, Jalisco, Mexico                                           
|                                                                               
|(Address of principal
  executive offices)                                     
|                                                                               
|Securities registered
or to be registered pursuant to Section 12(b) of the Act:

|                                                                           |                                           
|-------------------------------------------------------------------------- | ------------------------------------------
|Title of each class:                                                       | Name of each exchange 
on which registered
|                                                                           |                                           
|Series B Shares                                                            | New York Stock Exchange, Inc.*            
|American Depositary Shares (ADSs), each representing
  ten Series B Shares | New York Stock Exchange, Inc.             



---

|  |                                                                                                                                                                         
|- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|* | Not for trading, but only in connection with the
  registration of American Depositary Shares, pursuant to the requirements of
  the Securities and Exchange Commission.

Securities
registered or to be registered pursuant to Section 12(g) of the Act: None

Securities
for which there is a reporting obligation pursuant to Section 15(d) of the Act:
N/A

Indicate
the number of outstanding shares of each of the issuers classes of capital or
common stock as of the close of the period covered by the annual report:

|                     |                 
|-------------------- | ----------------
|Title of each class: | Number of Shares
|                     |                 
|Series B Shares      | 476,850,000     
|Series BB Shares     | 84,150,000      

Indicate
by check mark if the registrant is a well-known seasoned issuer, as defined in
Rule 405 of the Securities Act.

Yes
               
Nox

If this report is an annual or transition report, indicate by
check mark if the registrant is not required to file reports pursuant to
Sections 13 or 15(d) of the Securities Exchange Act of 1934.

Yes
               
Nox

Note:
Checking the box above will not relieve any registrant required to file reports
pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 from
their obligations under those Sections.

Indicate
by check mark whether the registrant (1) has filed all reports required to be
filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the
preceding 12 months (or for such shorter period that the registrant was
required to file such reports) and (2) has been subject to such filing
requirements for the past 90 days.

Yes
               
Nox

Indicate by check mark whether the registrant is a large
accelerated filer, an accelerated filer, or a non-accelerated filer. See
definition of accelerated filer and large accelerated filer in Rule 12b-2 of
the Exchange Act. (Check one):

|                          |                     |                         
|------------------------- | ------------------- | ------------------------
|Large
  accelerated filer | Accelerated
  filer | Non-accelerated
  filerx

Indicate by check mark which financial statement item the
registrant has elected to follow:

Item 17
           Item 18x

If this is an annual report, indicate by check mark whether
the registrant is a shell company (as defined by Rule 12b-2 of the Exchange
Act).

Yes
               
Nox

---

---



TABLE OF CONTENTS

|         |                                                         |    
|-------- | ------------------------------------------------------- | ---
|Item 1.  | Identity of Directors, Senior
  Management and Advisers | 1  
|Item 2.  | Offer Statistics and Expected
  Timetable               | 1  
|Item 3.  | Key Information                                         | 1  
|         | Selected
  Financial Data                               | 1  
|         | Exchange
  Rates                                        | 6  
|         | Risk Factors                                            | 7  
|         | Forward-Looking Statements                              | 25 
|Item 4.  | Information on the Company                              | 25 
|         | History
  and Development of the Company                | 25 
|         | Business Overview                                       | 29 
|         | Regulatory
  Framework                                  | 57 
|         | Organizational
  Structure                              | 76 
|         | Property, Plant, And Equipment                          | 76 
|Item 4A. | Unresolved Staff Comments                               | 77 
|Item 5.  | Operating and Financial Review and
  Prospects          | 77 
|Item 6.  | Directors, Senior Management and
  Employees            | 108
|Item 7.  | Major Shareholders and Related Party
  Transactions     | 120
|         | Major Stockholders                                      | 120
|         | Related Party Transactions                              | 122
|Item 8.  | Financial Information                                   | 123
|         | Legal Proceedings                                       | 123
|         | Dividends                                               | 128
|Item 9.  | The Offer and Listing                                   | 130
|         | Stock
  Price History                                   | 131
|         | Trading on the Mexican Stock Exchange                   | 131
|Item 10. | Additional Information                                  | 133
|         | Corporate
  Governance                                  | 133
|         | Material Contracts                                      | 143

i

---



|          |                                                                                |    
|--------- | ------------------------------------------------------------------------------ | ---
|          | Exchange Controls                                                              | 143
|          | Taxation                                                                       | 144
|          | Documents On Display                                                           | 147
|Item 11.  | Quantitative and Qualitative
  Disclosures About Market Risk                   | 147
|Item 12.  | Description of Securities Other Than
  Equity Securities                       | 148
|Item 13.  | Defaults, Dividend Arrearages and
  Delinquencies                              | 149
|Item 14.  | Material Modifications to the Rights
  of Security Holders and Use of Proceeds | 149
|Item 15.  | Controls and Procedures                                                        | 149
|Item 16.  | Reserved                                                                       | 149
|Item 16A. | Audit Committee Financial Expert                                               | 149
|Item 16B. | Code of Ethics                                                                 | 149
|Item 16C. | Principal Accountant Fees and
  Services                                       | 150
|Item 16D. | Exemptions from the Listing
  Standards for Audit Committees                   | 150
|Item 16E. | Purchases of Equity Securities by
  the Issuer and Affiliated Purchasers       | 151
|Item 17.  | Financial Statements                                                           | 151
|Item 18.  | Financial Statements                                                           | 151
|Item 19.  | Exhibits                                                                       | 152

ii

---



PART
I

Item 1.        Identity of Directors, Senior Management and Advisers

Not
applicable.

Item 2.        Offer Statistics and Expected Timetable

Not
applicable.

Item 3.        Key Information

SELECTED
FINANCIAL DATA

The
following tables present a summary of our consolidated financial information
for each of the periods indicated. This information should be read in
conjunction with, and is qualified in its entirety by reference to, our audited
consolidated financial statements referred to in Item 18 hereof and included
elsewhere in this document, including the notes thereto. Our audited consolidated
financial statements are prepared in accordance with Mexican Financial
Reporting Standards, or MFRS, which differ in certain significant respects from
accounting principles generally accepted in the United States of America, or
U.S. GAAP. A reconciliation to U.S. GAAP of our net income and total
stockholders equity is also provided in the following tables. Note 23 to our
audited consolidated financial statements provides a description of the
principal differences between MFRS and U.S. GAAP as they relate to our
business.

MFRS
provides for the recognition of certain effects of inflation by restating
non-monetary assets and non-monetary liabilities using the Mexican Consumer
Price Index (Índice Nacional de Precios al
Consumidor or INPC), restating the components of stockholders
equity using the INPC and recording gains or losses in purchasing power from
holding monetary assets or liabilities. MFRS requires the restatement of all
financial statements to constant Mexican pesos as of the date of the most
recent balance sheet presented. Accordingly, our audited consolidated financial
statements and all other financial information contained herein are presented
in constant pesos with purchasing power as of December 31, 2006, unless
otherwise noted.

This
Form 20-F contains translations of certain peso amounts into U.S. dollars at
specified rates solely for the convenience of the reader. These translations
should not be construed as representations that the peso amounts actually
represent such U.S. dollar amounts or could be converted into U.S. dollars at
the rates indicated. Unless otherwise indicated, U.S. dollar amounts have been
translated from Mexican pesos at an exchange rate of Ps. 10.7995 per U.S.
dollar, the noon buying rate published by the Federal Reserve Bank of New York
for transfers in Mexican pesos on December 29, 2006.

References
in this Form 20-F to dollars, U.S. dollars or U.S.$ are to the lawful
currency of the United States of America. References in this Form 20-F to
pesos, Mexican pesos or Ps. are to the lawful currency of Mexico. We
publish our audited consolidated financial statements in pesos.

---



This
Form 20-F contains references to workload units, which are units measuring an
airports passenger traffic volume and cargo volume. A workload unit currently
is equivalent to one terminal passenger or 100 kilograms of cargo. When we
refer to terminal passengers we mean the sum of all arriving and departing
passengers on commercial and general aviation flights, other than transit
passengers. Transit passengers, or through passengers, are those who are
generally not required to change aircraft while on a multiple-stop itinerary,
who generally do not disembark their aircraft to enter the terminal building.
When we refer to total passengers we mean the sum of terminal passengers and
transit passengers. When we refer to commercial aviation passengers, we mean
the sum of terminal and transit passengers, excluding general aviation
passengers, such as those on private non-commercial aircraft. Country-wide data
for Mexico presented herein are based on commercial aviation passengers, but we
generally measure our operations based on terminal passengers.

This
Form 20-F contains references to air traffic movements which represent the
sum of all aircraft arrivals and departures of any kind at an airport.

The summary
financial and other information set forth below reflects our financial
condition, results of operations and certain operating data for the periods
indicated.

2

---



|                                                                                                                          |  |                           |           |                                |     |           |   |      |           |      |     |           |   |     |           |   |       |         |  
|------------------------------------------------------------------------------------------------------------------------- |  | ------------------------- | --------- | ------------------------------ | --- | --------- | - | ---- | --------- | ---- | --- | --------- | - | --- | --------- | - | ----- | ------- | -
|                                                                                                                          |  | Year
  ended December 31, |          
|                                                                                                                          |  |                           |          
|                                                                                                                          |  | 2002                      |           | 2003                           |     | 2004      |   | 2005 |           | 2006 |     | 2006      |  
|                                                                                                                          |  |                           |           |                                |     |           |   |      |           |      |     |           |  
|                                                                                                                          |  | (thousands
  of pesos)(1) |           | (thousands
  of 
  dollars)(2) |    
|                                                                                                                          |  |                           |           |                                |     |           |   |      |           |      |     |           |   |     |           |   |       |         |  
|Income
  statement data:                                                                                                  |  |                           |           |                                |     |           |   |      |           |      |     |           |   |     |           |   |       |         |  
|                                                                                                                         
|MFRS:                                                                                                                     |  |                           |           |                                |     |           |   |      |           |      |     |           |   |     |           |   |       |         |  
|                                                                                                                         
|Revenues:                                                                                                                 |  |                           |           |                                |     |           |   |      |           |      |     |           |   |     |           |   |       |         |  
|Aeronautical
  services(3)                                                                                                |  | Ps.                       | 1,638,882 |                                | Ps. | 1,753,791 |   | Ps.  | 1,940,926 |      | Ps. | 2,198,472 |   | Ps. | 2,390,333 |   | U.S.$ | 221,337 |  
|Non-aeronautical
  services(4)                                                                                            |  |                           | 211,796   |                                |     | 310,605   |   |      | 414,050   |      |     | 497,792   |   |     | 545,473   |   |       | 50,509  |  
|Total revenues                                                                                                            |  |                           | 1,850,678 |                                |     | 2,064,396 |   |      | 2,354,976 |      |     | 2,696,264 |   |     | 2,935,806 |   |       | 271,846 |  
|Operating costs:                                                                                                          |  |                           |           |                                |     |           |   |      |           |      |     |           |   |     |           |   |       |         |  
|Costs of
  services:                                                                                                      |  |                           |           |                                |     |           |   |      |           |      |     |           |   |     |           |   |       |         |  
|Employee costs                                                                                                            |  |                           | 273,267   |                                |     | 277,102   |   |      | 286,994   |      |     | 297,349   |   |     | 311,396   |   |       | 28,834  |  
|Maintenance                                                                                                               |  |                           | 105,804   |                                |     | 101,656   |   |      | 109,005   |      |     | 126,813   |   |     | 122,813   |   |       | 11,372  |  
|Safety, security
  & insurance                                                                                            |  |                           | 73,954    |                                |     | 82,126    |   |      | 90,356    |      |     | 88,561    |   |     | 99,005    |   |       | 9,168   |  
|Utilities                                                                                                                 |  |                           | 52,797    |                                |     | 57,471    |   |      | 66,479    |      |     | 69,709    |   |     | 82,302    |   |       | 7,621   |  
|Other                                                                                                                     |  |                           | 61,304    |                                |     | 85,408    |   |      | 102,893   |      |     | 94,672    |   |     | 116,700   |   |       | 10,806  |  
|Total costs of
  services                                                                                                 |  |                           | 567,126   |                                |     | 603,763   |   |      | 655,726   |      |     | 677,104   |   |     | 732,216   |   |       | 67,801  |  
|Technical
  assistance fees(5)                                                                                            |  |                           | 61,313    |                                |     | 69,371    |   |      | 81,213    |      |     | 96,104    |   |     | 105,317   |   |       | 9,752   |  
|Concession taxes(6)                                                                                                       |  |                           | 91,288    |                                |     | 102,403   |   |      | 116,964   |      |     | 133,909   |   |     | 145,849   |   |       | 13,505  |  
|Depreciation and
  amortization:                                                                                          |  |                           |           |                                |     |           |   |      |           |      |     |           |   |     |           |   |       |         |  
|Depreciation(7)                                                                                                           |  |                           | 54,098    |                                |     | 80,399    |   |      | 101,765   |      |     | 109,738   |   |     | 184,762   |   |       | 17,108  |  
|Amortization(8)                                                                                                           |  |                           | 477,330   |                                |     | 477,607   |   |      | 494,582   |      |     | 532,394   |   |     | 532,409   |   |       | 49,299  |  
|Total
  depreciation and amortization                                                                                     |  |                           | 531,428   |                                |     | 558,007   |   |      | 596,347   |      |     | 642,132   |   |     | 717,171   |   |       | 66,407  |  
|Total operating costs                                                                                                     |  |                           | 1,251,155 |                                |     | 1,333,543 |   |      | 1,450,250 |      |     | 1,549,249 |   |     | 1,700,553 |   |       | 157,465 |  
|Income from
  operations                                                                                                  |  |                           | 599,524   |                                |     | 730,852   |   |      | 904,726   |      |     | 1,147,015 |   |     | 1,235,253 |   |       | 114,381 |  
|Net comprehensive
  financing income (expense)                                                                            |  |                           | 33,986    |                                |     | 25,067    |   |      | (15,341   | )    |     | 12,032    |   |     | 29,095    |   |       | 2,694   |  
|Other income
  (expense)                                                                                                  |  |                           | (59,473   | )                              |     | (10       | ) |      | (2,550    | )    |     | (847      | ) |     | 1,682     |   |       | 156     |  
|Income before
  income taxes, statutory employee profit sharing and cumulative effect of
  change in accounting principle |  |                           | 574,037   |                                |     | 755,909   |   |      | 886,835   |      |     | 1,158,199 |   |     | 1,266,030 |   |       | 117,231 |  
|Income tax and
  employee statutory profit sharing expense                                                                |  |                           | (329,087  | )                              |     | (421,216  | ) |      | (496,570  | )    |     | (472,705  | ) |     | (371,634  | ) |       | (34,412 | )
|Cumulative effect
  of change in accounting principle(9)                                                                  |  |                           | 0         |                                |     | 0         |   |      | 26,172    |      |     | 0         |   |     | 0         |   |       | 0       |  
|Consolidated net
  income                                                                                                 |  |                           | 244,949   |                                |     | 334,692   |   |      | 416,437   |      |     | 685,494   |   |     | 894,396   |   |       | 82,819  |  
|Basic and diluted
  earnings per share before cumulative effect of change in accounting principle                         |  | Ps.                       | 0.4366    |                                | Ps. | 0.5966    |   | Ps.  | 0.6957    |      | Ps. | 1.2219    |   | Ps. | 1.5943    |   | U.S.$ | 0.1476  |  
|Basic and diluted
  earnings per share generated by cumulative effect of change in accounting
  principle                 |  | Ps.                       | 0.0000    |                                | Ps. | 0.0000    |   | Ps.  | 0.0466    |      | Ps. | 0.0000    |   | Ps. | 0.0000    |   | U.S.$ | 0.0000  |  
|Basic and diluted
  earnings per share(10)                                                                                |  | Ps.                       | 0.4366    |                                | Ps. | 0.5966    |   | Ps.  | 0.7423    |      | Ps. | 1.2219    |   | Ps. | 1.5943    |   | U.S.$ | 0.1476  |  
|Basic and diluted
  earnings per ADS(10)                                                                                  |  | Ps.                       | 4.3663    |                                | Ps. | 5.9662    |   | Ps.  | 7.4229    |      | Ps. | 12.2196   |   | Ps. | 15.9430   |   | U.S.$ | 1.4763  |  
|Dividends per
  share(11)                                                                                                 |  | Ps.                       | 0.0000    |                                | Ps. | 0.5173    |   | Ps.  | 0.5440    |      | Ps. | 1.9516    |   | Ps. | 1.3302    |   | U.S.$ | 0.1232  |  
|Dividends per ADS(11)                                                                                                     |  | Ps.                       | 0.0000    |                                | Ps. | 5.1737    |   | Ps.  | 5.4398    |      | Ps. | 19.5156   |   | Ps. | 13.3022   |   | U.S.$ | 1.2317  |  
|                                                                                                                          |  |                           |           |                                |     |           |   |      |           |      |     |           |   |     |           |   |       |         |  
|U.S.
  GAAP:                                                                                                              |  |                           |           |                                |     |           |   |      |           |      |     |           |   |     |           |   |       |         |  
|Revenues                                                                                                                  |  |                           |           |                                |     |           |   | Ps.  | 2,350,808 |      | Ps. | 2,665,923 |   | Ps. | 2,929,157 |   | U.S.$ | 271,231 |  
|Income from
  operations                                                                                                  |  |                           |           |                                |     |           |   |      | 1,225,680 |      |     | 1,484,592 |   |     | 1,537,745 |   |       | 142,390 |  
|Consolidated net
  income (loss)                                                                                          |  |                           |           |                                |     |           |   |      | (124,579  | )    |     | 924,584   |   |     | 1,099,935 |   |       | 101,851 |  
|Basic earnings
  (loss) per share(10)                                                                                     |  |                           |           |                                |     |           |   |      | (0.2237   | )    |     | 1.6606    |   |     | 1.9755    |   |       | 0.1829  |  
|Diluted earnings
  (loss) per share(12)                                                                                   |  |                           |           |                                |     |           |   |      | (0.2237   | )    |     | 1.6481    |   |     | 1.9607    |   |       | 0.1816  |  
|Basic earnings
  (loss) per ADS(10)                                                                                       |  |                           |           |                                |     |           |   |      | (2.2371   | )    |     | 16.6055   |   |     | 19.7550   |   |       | 1.8293  |  
|Diluted earnings
  (loss) per ADS(12)                                                                                     |  |                           |           |                                |     |           |   |      | (2.2371   | )    |     | 16.4814   |   |     | 19.6070   |   |       | 1.8155  |  
|                                                                                                                          |  |                           |           |                                |     |           |   |      |           |      |     |           |   |     |           |   |       |         |  
|Other
  operating data :                                                                                                  |  |                           |           |                                |     |           |   |      |           |      |     |           |   |     |           |   |       |         |  
|Total terminal
  passengers (thousands of passengers)(13)                                                                 |  |                           | 15,294    |                                |     | 16,444    |   |      | 17,516    |      |     | 19,135    |   |     | 20,514    |   |       | 20,514  |  
|Total air traffic
  movements (thousands of movements)                                                                    |  |                           | 378       |                                |     | 382       |   |      | 390       |      |     | 415       |   |     | 446       |   |       | 446     |  
|Total revenues per terminal
passenger(14)                                                                                 |  | Ps.                       | 116       |                                | Ps. | 121       |   | Ps.  | 129       |      | Ps. | 135       |   | Ps. | 143       |   | U.S.$ | 13      |  

3

---



|                                                                          |  |                           |            |                                |     |            |   |      |            |      |     |            |   |     |            |   |       |           |  
|------------------------------------------------------------------------- |  | ------------------------- | ---------- | ------------------------------ | --- | ---------- | - | ---- | ---------- | ---- | --- | ---------- | - | --- | ---------- | - | ----- | --------- | -
|                                                                          |  | Year
  ended December 31, |           
|                                                                          |  |                           |           
|                                                                          |  | 2002                      |            | 2003                           |     | 2004       |   | 2005 |            | 2006 |     | 2006       |  
|                                                                          |  |                           |            |                                |     |            |   |      |            |      |     |            |  
|                                                                          |  | (thousands
  of pesos)(1) |            | (thousands
  of 
  dollars)(2) |    
|                                                                          |  |                           |            |                                |    
|Balance
  sheet data:                                                     |  |                           |            |                                |     |            |   |      |            |      |     |            |   |     |            |   |       |           |  
|MFRS:                                                                     |  |                           |            |                                |     |            |   |      |            |      |     |            |   |     |            |   |       |           |  
|Cash and cash
  equivalents                                               |  | Ps.                       | 1,118,488  |                                | Ps. | 1,105,808  |   | Ps.  | 1,278,289  |      | Ps. | 815,066    |   | Ps. | 897,368    |   | U.S.$ | 83,093    |  
|Total current assets                                                      |  |                           | 1,408,583  |                                |     | 1,611,413  |   |      | 1,669,083  |      |     | 1,332,393  |   |     | 1,646,050  |   |       | 152,419   |  
|Airport concessions, net                                                  |  |                           | 18,983,239 |                                |     | 18,611,718 |   |      | 18,229,108 |      |     | 17,813,236 |   |     | 17,397,363 |   |       | 1,610,942 |  
|Rights to use
  airport facilities, net                                   |  |                           | 2,779,010  |                                |     | 2,682,648  |   |      | 2,586,289  |      |     | 2,489,928  |   |     | 2,393,567  |   |       | 221,637   |  
|Total assets                                                              |  |                           | 25,485,683 |                                |     | 25,449,478 |   |      | 25,667,229 |      |     | 25,331,488 |   |     | 25,515,711 |   |       | 2,362,675 |  
|Current liabilities                                                       |  |                           | 192,071    |                                |     | 109,653    |   |      | 199,809    |      |     | 242,057    |   |     | 266,707    |   |       | 24,696    |  
|Total liabilities                                                         |  |                           | 196,747    |                                |     | 116,095    |   |      | 222,589    |      |     | 296,167    |   |     | 332,247    |   |       | 30,765    |  
|Total
  stockholders equity(15)                                          |  |                           | 25,288,936 |                                |     | 25,333,384 |   |      | 25,444,640 |      |     | 25,035,321 |   |     | 25,183,464 |   |       | 2,331,910 |  
|                                                                          |  |                           |            |                                |     |            |   |      |            |      |     |            |   |     |            |   |       |           |  
|U.S.
  GAAP:                                                              |  |                           |            |                                |     |            |   |      |            |      |     |            |   |     |            |   |       |           |  
|Cash and cash
  equivalents                                               |  |                           |            |                                |     |            |   |      | 1,018,013  |      |     | 815,066    |   |     | 897,368    |   |       | 83,093    |  
|Total current
  assets                                                    |  |                           |            |                                |     |            |   |      | 1,806,593  |      |     | 1,342,495  |   |     | 1,657,190  |   |       | 153,451   |  
|Assets under
  concession (Rights to use airport facilities under MFRS) |  |                           |            |                                |     |            |   |      | 2,443,505  |      |     | 2,320,372  |   |     | 2,197,239  |   |       | 203,457   |  
|Total assets                                                              |  |                           |            |                                |     |            |   |      | 12,326,626 |      |     | 12,282,045 |   |     | 12,733,794 |   |       | 1,179,110 |  
|Current liabilities                                                       |  |                           |            |                                |     |            |   |      | 200,164    |      |     | 249,441    |   |     | 279,928    |   |       | 25,920    |  
|Total liabilities                                                         |  |                           |            |                                |     |            |   |      | 233,022    |      |     | 343,362    |   |     | 395,351    |   |       | 36,608    |  
|Total
  stockholders equity(15)                                          |  |                           |            |                                |     |            |   |      | 12,093,604 |      |     | 11,938,683 |   |     | 12,338,443 |   |       | 1,142,501 |  
|                                                                          |  |                           |            |                                |     |            |   |      |            |      |     |            |   |     |            |   |       |           |  
|Other
  data:                                                             |  |                           |            |                                |     |            |   |      |            |      |     |            |   |     |            |   |       |           |  
|MFRS:                                                                     |  |                           |            |                                |     |            |   |      |            |      |     |            |   |     |            |   |       |           |  
|Net resources
  provided by operating activities                          |  |                           | 692,484    |                                |     | 614,468    |   |      | 1,692,785  |      |     | 1,503,095  |   |     | 1,470,190  |   |       | 136,135   |  
|Net resources
  used in financing activities                              |  |                           | (90,512    | )                              |     | (290,246   | ) |      | (305,180   | )    |     | (1,094,814 | ) |     | (746,253   | ) |       | (69,101   | )
|Net resources
  used in investing activities                              |  |                           | (542,121   | )                              |     | (336,902   | ) |      | (776,806   | )    |     | (611,228   | ) |     | (641,635   | ) |       | (59,413   | )
|Increase
  (decrease) in cash and cash equivalents                        |  |                           | 59,851     |                                |     | (12,681    | ) |      | 610,799    |      |     | (202,947   | ) |     | 82,302     |   |       | 7,621     |  
|                                                                          |  |                           |            |                                |     |            |   |      |            |      |     |            |   |     |            |   |       |           |  
|U.S.
  GAAP:(16)                                                          |  |                           |            |                                |     |            |   |      |            |      |     |            |   |     |            |   |       |           |  
|Net cash provided
  by operating activities(17)                           |  |                           |            |                                |     |            |   |      | 1,157,984  |      |     | 1,480,837  |   |     | 1,476,167  |   |       | 136,688   |  
|Net cash used in
  investing activities(17)                               |  |                           |            |                                |     |            |   |      | (736,621   | )    |     | (571,551   | ) |     | (625,670   | ) |       | (57,935   | )
|Net cash used in
  financing activities                                   |  |                           |            |                                |     |            |   |      | (305,180   | )    |     | (1,094,814 | ) |     | (746,253   | ) |       | (69,101   | )
|Effect of
  inflation accounting(17)                                      |  |                           |            |                                |     |            |   |      | (34,698    | )    |     | (17,419    | ) |     | (21,942    | ) |       | (2,032    | )
|Increase
  (decrease) in cash and cash equivalents                        |  |                           |            |                                |     |            |   |      | 81,485     |      |     | (202,947   | ) |     | 82,302     |   |       | 7,621     |  

---

(1) All peso amounts are
expressed in constant pesos with purchasing power as of December 31, 2006.
Per-share peso amounts are expressed in pesos (not thousands of pesos).
Operating data are expressed in the units indicated.


(2) Translated into dollars at
the rate of Ps. 10.7995 per U.S. dollar, the noon buying rate published by
the Federal Reserve Bank of New York for transfers in Mexican pesos on December
29, 2006. The U.S. dollar information should not be construed to imply that the
peso amounts represent, or could have been or could be converted into, U.S.
dollars at such rate or at any other rate. Per-share dollar amounts are
expressed in dollars (not thousands of dollars). Operating data are expressed
in the units indicated.

(3) Revenues from
aeronautical services principally consist of a fee for each departing
passenger, aircraft landing fees based on an aircrafts weight and arrival
time, an aircraft parking fee, a fee for the transfer of passengers from an
aircraft to a terminal building and a security charge for each departing
passenger, and other sources of revenues subject to regulation under our
maximum rates. See Item 4 herein for a description of our regulatory
framework, including our maximum rates.

(4) Revenues from non-aeronautical
services consist of revenues not subject to regulation under our maximum rates,
which are primarily revenues from car parking charges; leasing of commercial
space to tenants, advertisers, taxis and other ground transportation providers
and other miscellaneous sources of revenues. Pursuant to our operating
concessions and Mexicos Airport Law (Ley de Aeropuertos) and the regulations
thereunder, parking services are currently excluded from regulated services
under our maximum rates, although the Ministry of Communications and
Transportation, or SCT (Secretaría de Comunicaciones y Transportes) could
decide to regulate such rates.

(5) Beginning January 1,
2000, we began paying Aeropuertos Mexicanos del Pacífico S.A. de C.V. (AMP) a
technical assistance fee under the technical assistance agreement entered into
in connection with AMPs purchase of our Series BB shares. This fee is
described in Item 7 hereof.

(6) As of November 1,
1998, each of our subsidiary concession holders has been required to pay a concession
tax to the Mexican government under the Mexican Federal Duties Law (Ley Federal
de Derechos) for the use of public domain assets pursuant to the terms of its
concession. The concession tax is currently 5% of each concession holders
gross annual revenues.

(7) Reflects depreciation of
fixed assets.

4

---



(8) Reflects amortization of
concessions, rights to use airport facilities, recovered long-term leases and
parking lots.

(9) Represents the gain that
resulted from the application of MFRS Bulletin C-10 governing derivative
financial instruments and other hedging operations. See Note 3.k to our audited
consolidated financial statements.

(10) Based on the ratio of 10
Series B shares per ADS. For MFRS purposes, based on a weighted average of
561,000,000 common shares outstanding in each period. For U.S. GAAP purposes,
based on a weighted average of 556,792,500 common shares outstanding in each
period.

(11) Dollar amounts were
$0.0479 per share in 2003, $0.0504 per share in 2004, $0.1807 per share in 2005
and $0.1232 per share in 2006, and $0.4791 per ADS in 2003, $0.5037 per ADS in
2004, $1.8071 per ADS in 2005 and $1.2317 per ADS in 2006.

(12) Based on the ratio of 10
Series B shares per ADS. Based on a weighted average of 561,000,000 common
shares and common share equivalents outstanding for the years ended December
31, 2005 and 2006 and 556,792,500 common shares and common share equivalents
outstanding for the year ended December 31, 2004.

(13) Includes arriving and
departing passengers as well as transfer passengers (passengers who arrive at
our airports on one aircraft and depart on a different aircraft). Excludes
transit passengers (passengers who arrive at our airports but generally depart
without changing aircraft).

(14) Total revenues for the
period divided by terminal passengers for the period, expressed in pesos (not
thousands of pesos).

(15) Total stockholders
equity under MFRS reflects the value assigned to our concessions. Under U.S.
GAAP, no value has been assigned to our concessions.

(16) U.S. GAAP cash-flow data
is expressed in nominal Mexican pesos.

(17) See Note 23 to our
audited consolidated financial statements contained in Item 18 hereof.

5

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EXCHANGE
RATES

The
following table sets forth, for the periods indicated, the high, low, average
and period-end, free-market exchange rate between the peso and the U.S. dollar,
expressed in pesos per U.S. dollar.  The
average annual rates presented in the following table were calculated using the
average of the exchange rates on the last day of each month during the relevant
period.  The data provided in this table
is based on noon buying rates published by the Federal Reserve Bank of New York
for transfers in Mexican pesos.  We have
not restated the rates in constant currency units.  All amounts are stated in pesos.
We make no representation that the Mexican peso amounts referred to in
this annual report could have been or could be converted into U.S. dollars at
any particular rate or at all.

|                          |  |                 |  |       |  |            |  |            |       |  |  |  |  |       |  |  |  |  |       |  | 
|------------------------- |  | --------------- |  | ----- |  | ---------- |  | ---------- | ----- |  |  |  |  | ----- |  |  |  |  | ----- |  | 
|                          |  | Exchange
  Rate | 
|                          |  |                 | 
|Year Ended
  December 31, |  | High            |  | Low   |  | Period End |  | Average(1) |      
|                          |  |                 |  |       |  |            |  |            |      
|                          |  |                 |  |       |  |            |  |            |       |  |  |  | 
|2001                      |  |                 |  | 9.97  |  |            |  |            | 8.95  |  |  |  |  | 9.16  |  |  |  |  | 9.33  |  | 
|2002                      |  |                 |  | 10.43 |  |            |  |            | 9.00  |  |  |  |  | 10.43 |  |  |  |  | 9.75  |  | 
|2003                      |  |                 |  | 11.41 |  |            |  |            | 10.11 |  |  |  |  | 11.24 |  |  |  |  | 10.85 |  | 
|2004                      |  |                 |  | 11.64 |  |            |  |            | 10.81 |  |  |  |  | 11.15 |  |  |  |  | 11.31 |  | 
|2005                      |  |                 |  | 11.41 |  |            |  |            | 10.41 |  |  |  |  | 10.63 |  |  |  |  | 10.88 |  | 
|2006                      |  |                 |  | 11.46 |  |            |  |            | 10.43 |  |  |  |  | 10.80 |  |  |  |  | 10.91 |  | 
|December 2006             |  |                 |  | 10.99 |  |            |  |            | 10.77 |  |  |  |  | 10.80 |  |  |  |  | 10.85 |  | 
|2007:                     |  |                 |  |       |  |            |  |            |       |  |  |  |  |       |  |  |  |  |       |  | 
|January 2007              |  |                 |  | 11.09 |  |            |  |            | 10.77 |  |  |  |  | 11.04 |  |  |  |  | 10.96 |  | 
|February 2007             |  |                 |  | 11.16 |  |            |  |            | 10.92 |  |  |  |  | 11.16 |  |  |  |  | 11.00 |  | 
|March 2007                |  |                 |  | 11.18 |  |            |  |            | 11.01 |  |  |  |  | 11.04 |  |  |  |  | 11.11 |  | 
|April 2007                |  |                 |  | 11.03 |  |            |  |            | 10.92 |  |  |  |  | 10.93 |  |  |  |  | 10.98 |  | 
|May 2007                  |  |                 |  | 10.93 |  |            |  |            | 10.74 |  |  |  |  | 10.74 |  |  |  |  | 10.82 |  | 



---

|    |                                                            
|--- | -----------------------------------------------------------
|(1) | Average of month-end
  rates or daily rates, as applicable.

Source:  Federal Reserve Bank of New York.

In
recent decades, the Mexican Central Bank (Banco
de México) has consistently made foreign currency available to
Mexican private-sector entities (such as us) to meet their foreign currency
obligations.  Nevertheless, in the event
of shortages of foreign currency, there can be no assurance that foreign
currency would continue to be available to private-sector companies or that
foreign currency needed by us to service foreign currency obligations or to
import goods could be purchased in the open market without substantial
additional cost.

Fluctuations
in the exchange rate between the peso and the U.S. dollar affect the U.S.
dollar value of securities traded on the Mexican Stock Exchange (Bolsa Mexicana de Valores S.A. de C.V.),
and, as a result, affect the market price of our ADSs.  Such fluctuations may also affect the U.S.
dollar conversion by The Bank of New York, the depositary for our ADSs, of any cash
dividends paid by us in pesos.

On
June 25, 2007, the Federal Reserve Bank of New York ́s noon buying rate was Ps.
10.8151 per U.S. $1.00

6

---



For
a discussion of the effects of fluctuations in the exchange rates between the
peso and the U.S. dollar, see Item 10.
Additional InformationExchange Controls.

RISK FACTORS

Risks
Related to Our Operations

Our revenues are highly dependent on levels of air traffic,
which depend in part on factors beyond our control.

Our
revenues are closely linked to passenger and cargo traffic volumes and the
number of air traffic movements at our airports. These factors directly
determine our revenues from aeronautical services and indirectly determine our
revenues from non-aeronautical services. Passenger and cargo traffic volumes
and air traffic movements depend in part on many factors beyond our control,
including economic conditions in Mexico and the United States, the political
situation in Mexico and elsewhere in the world, the attractiveness of our
airports relative to that of other competing airports, fluctuations in
petroleum prices (which can have a negative impact on traffic as a result of
fuel surcharges or other measures adopted by airlines in response to increased
fuel costs) and changes in regulatory policies applicable to the aviation
industry. Any decreases in air traffic to or from our airports as a result of
factors such as these could adversely affect our business, results of
operations, prospects and financial condition.

The events of September 11, 2001 resulted in a
significant decline in passenger traffic worldwide and future terrorist attacks
could result in similar declines.

The
terrorist attacks on the United States on September 11, 2001 had a severe
adverse impact on the air travel industry, particularly on U.S. carriers and on
carriers operating international services to and from the United States.  Airline traffic in the United States fell
precipitously after the attacks.  Our
terminal passenger volumes declined 1.4% in 2001 and an additional 5.3% in 2002
(in each case as compared to the prior year).
Any future terrorist attacks, whether or not involving aircraft, will
likely adversely affect our business, results of operations, prospects and
financial condition.

Security enhancements following the events of
September 11, 2001 have resulted in increased costs, and future security
enhancements could further increase our costs and reduce our operating margins.

The
air travel business is susceptible to, and has experienced increased costs
resulting from enhanced security and higher insurance and fuel costs.  Following the events of September 11,
2001, we reinforced security at our airports.
While enhanced security at our airports has not resulted in a significant
increase in our operating costs to date, we may be required to adopt additional
security measures in the future.  In
addition, our general liability insurance premiums for 2002 and 2003 increased
substantially relative to our 2001 premiums and may continue to rise in the
future.  In 2004, our aggregate
insurance cost was more than double our aggregate insurance cost for 2001.  Since August 1, 2003, we have carried a
Ps. 500 million insurance policy covering damages to our property
resulting from terrorist acts.  Since
January 2003, we have carried an insurance policy covering personal and
property damages to

7

---



third parties resulting from terrorist acts.  The coverage provided by this policy was
initially U.S.$ 10 million, but was increased to U.S.$ 20 million in 2005.  Because our insurance policies do not cover
all losses and liabilities resulting from war or from terrorism, we could incur
significant costs if we were to be directly affected by events of this
nature.  Any such increase in our operating
costs would have an adverse effect on our results of operations.

The
users of airports, principally airlines, have been subject to increased costs
since the events of September 11, 2001.
Airlines have been required to adopt additional security measures and
may be required to comply with more rigorous security rules or guidelines in
the future.  Premiums for aviation
insurance have increased substantially and could escalate further.  While governments in other countries have
agreed to indemnify airlines for liabilities they might incur resulting from
terrorist attacks, the Mexican government has given no indication of any
intention to do so.  In addition, fuel
prices and supplies, which constitute a significant cost for airlines using our
airports, may be subject to increases resulting from any future terrorist
attacks, a general increase in international hostilities or a reduction in
output of fuel, voluntary or otherwise, by oil producing countries.  Such increases in airlines costs have in
the past resulted in higher airline ticket prices and decreased demand for air
travel generally, thereby having an adverse effect on our revenues and results
of operations.  In addition, because a
substantial majority of our international flights involve travel to the United
States, we may be required to comply with security directives of the U.S.
Federal Aviation Authority, in addition to the directives of Mexican aviation
authorities.

In
2005, the Mexican government issued a policy letter (carta de política) calling for all checked baggage on
international commercial flights beginning in January 2006, and on domestic
commercial flights beginning in July 2006, to undergo a new comprehensive
screening process. Because
of uncertainty over the policy letters implementation, the new screening
process has been delayed.  In
particular, the policy letter does not specify which parties should bear
responsibility for the new screening process. Although Mexican law clearly
specifies that airlines bear the responsibility for baggage screening, the fact
that the policy letter is silent as to responsibility has caused some of our
airline customers to contend that the policy letters intent is for airport
concessionaires, such as us, to bear responsibility for the new screening
process.  In addition, certain questions
have been raised regarding the constitutionality of the new screening
process.  The Mexican Bureau of Civil
Aviation is expected to issue regulations implementing the policy letter, but
these may not address the questions of responsibility and constitutionality
that have been raised.  We maintain that
the new policy will not be implemented at our airports until we enter into a
written agreement with our airline customers regarding the allocation of cost
and responsibility.  The new process is
expected to require the installation of new screening equipment and that
baggage be checked manually if the equipment signals the potential presence of
prohibited items.  If we are
required to purchase, install and operate the new screening equipment, this
could increase our exposure to liability.
We could be required to undertake significant capital expenditures to
purchase the equipment and incur ongoing expenses to maintain the equipment we
have purchased, which could restrict our liquidity and adversely affect our
results of operations.

8

---



International events could have a negative impact on
international air travel.

Historically,
a substantial majority of our revenues has been derived from aeronautical
services, and our principal source of aeronautical services revenues is
passenger charges.  Passenger charges
are payable for each passenger (other than diplomats, infants and transfer and
transit passengers) departing from the airport terminals we operate, and are
collected by the airlines and paid to us.
In 2004, 2005 and 2006, passenger charges represented 64.9%, 65.4% and
65.1%, respectively, of our total revenues.
Events such as the war in Iraq and public health crises such as the
Severe Acute Respiratory Syndrome, or SARS, crisis in 2003 have negatively
affected the frequency and pattern of air travel worldwide.  Because our revenues are largely dependent
on the level of passenger traffic in our airports, any general increase of
hostilities relating to reprisals against terrorist organizations, further
conflict in the Middle East, outbreaks of health epidemics such as SARS or
other events of general international concern (and any related economic impact
of such events) could result in decreased passenger traffic and increased costs
to the air travel industry and, as a result, could cause a material adverse
effect on our business, results of operations, prospects and financial
condition.

Our revenues and profitability may not increase if we fail in
our business strategy.

Our
ability to increase our revenues and profitability depends in part on our
business strategy, which consists of setting prices in order to be as close as
possible to our regulatory maximum rates for any given year, reducing operating
costs, increasing passenger and cargo traffic at our airports and increasing
revenues from commercial activities.

Our
ability to increase our commercial revenues is significantly dependent, among
other factors, upon increasing passenger traffic at our airports and our
ability to renegotiate rental agreements with our tenants to provide for
contractual terms more favorable to us.
Our ability to increase revenues from commercial activities is also
dependent on our ability to continue the remodeling and modernization of the
commercial areas we operate within our airports.  We cannot assure you that we will be successful in implementing
our strategy of increasing our passenger traffic or our revenues from
commercial activities.  The passenger
traffic volume in our airports depends on factors beyond our control, such as
the attractiveness of the commercial, industrial and tourist centers that the
airports serve.  Accordingly, there can
be no assurance that the passenger traffic volume in our airports will increase
or that our profitability will increase.

We may be required to write off an income tax refund that we
have recorded as an asset on our balance sheet.

As
part of a tax planning strategy that we implemented in 2002 following the
recommendation of our tax advisors, we recorded in our audited consolidated
financial statements a recoverable income tax asset of Ps. 76.9 million
(nominal pesos) as of December 31, 2002. This asset related to the
expected recovery of income taxes paid on the distribution of dividends. In
July 2003, we requested the Mexican Treasury Department (Secretaría de Hacienda y Crédito Público)
confirm the criteria under which we were claiming this refund. This request was
rejected. Subsequently, we initiated proceedings before the Mexican Tax Court (Tribunal Federal de Justicia Fiscal y
Administrativa)
seeking to have our refund claims adjudicated in our favor. For a further
discussion of this asset, see Note 15.a to

9

---



our audited consolidated financial statements.
Although this receivable may be recognized under MFRS, under U.S. GAAP, the
recoverable income tax asset is considered a gain contingency, the recognition
of which is not permitted until recovery is assured beyond a reasonable doubt.

In
the case of the Tijuana International Airport, in May 2005, after we initiated
proceedings before the Mexican Tax Court seeking to have our refund claims
adjudicated in our favor, the Mexican Treasury Department fined us
Ps. 19.1 million (nominal pesos) based on a finding that our refund
request relating to this airport was unfounded. We paid the fine in order to
obtain a discount on the fine (which was reduced to Ps. 11.4 million
nominal pesos) and to avoid accruing interest and inflation adjustments while
we contest the fine before the Mexican Tax Court. On April 24, 2007, the
Mexican Tax Court found (i) that our claim for the refund we were requesting
was unfounded and (ii) that the fine was incorrectly requested by the Mexican
Treasury Department based on procedural reasons, thereby declaring the fine
null and void. However, the Mexican Tax Court left open the possibility that
the Mexican Treasury Department could, in the future, overcome its procedural
error and correctly request the fine in the manner it originally sought. Giving
these holdings, the Company has continued its litigation through an appeal to
seek (i) an ultimate declaration of the inapplicability of the fine and (ii)
confirmation of the criteria for the recoverability of income tax on dividends.

If we are successful in having the fine annulled, we
will recover the amount of the fine plus interest and inflation adjustments. We
have recorded the expected refund of the fine as an asset in our audited
consolidated financial statements for the year ended December 31, 2006, as we
do not believe there is any legal basis for the fine. For U.S. GAAP purposes,
such refund is considered a gain contingency, the recognition of which is not
permitted until recovery is assured beyond a reasonable doubt.

There can be no assurance that we will be successful
in our claims with respect to the tax refunds at our remaining airports. If
these claims are not decided in our favor, we may be required to write off the
remaining asset we have recorded in respect of the anticipated refund as well
as any related fines we have paid. As of December 31, 2006, the aggregate
amount of these assets was approximately Ps. 78.4 million (nominal pesos).

A claim against us by a construction company relating to
work at the Guadalajara airport could have a negative resolution

In
August 2005, we entered into a construction contract with Grupo de Ingenieria
Universal, S.A. de C.V., or GIUSA, for the development of a new segment of the
Guadalajara International Airports apron. GIUSA delayed the project and we
therefore executed the performance bond posted by GIUSA in an amount equal to
20% of the total contract value. However, we were not able to obtain such
execution because, in September 2006, GIUSA initiated legal proceedings against
us, claiming breach of contract by us and seeking the full contract amount and
additional damages, together totaling Ps. 43 million. If we are unsuccessful in
the case against us, we could be required to pay the amount claimed by GIUSA.

10

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Competition from
other tourist destinations could adversely affect our business.

The
principal factor affecting our results of operations and business is the number
of passengers using our airports. The number of passengers using our airports
(particularly our Los Cabos International Airport and our Puerto Vallarta
International Airport) may vary as a result of factors beyond our control,
including the level of tourism in Mexico. In addition, our passenger traffic
volume may be adversely affected by the attractiveness, affordability and
accessibility of competing tourist destinations in Mexico, such as Cancun and
Acapulco, or elsewhere, such as Puerto Rico, Florida, Cuba, Jamaica, the
Dominican Republic and other Caribbean islands and destinations in Central
America. The attractiveness of the destinations we serve is also likely to be
affected by perceptions of travelers as to the safety and political and social
stability of Mexico. There can be no assurance that tourism levels, and
therefore the number of passengers using our airports, in the future will match
or exceed current levels, the failure of which could directly and indirectly
affect our revenues from aeronautical and non-aeronautical services,
respectively.

Our business is
highly dependent upon revenues from four of our airports and could be adversely
impacted by any condition affecting those airports.

In
2006 approximately 78.5% of our revenues were generated from four of our 12
airports. The following table lists the percentage of total revenues generated
at our airports in that year:

|                                      |  |                                    |  |  |        |  
|------------------------------------- |  | ---------------------------------- |  |  | ------ | -
|Airport                               |  | For year ended
  December 31, 2006
|                                      |  |                                   
|Guadalajara International Airport     |  |                                    |  |  | 3.2    | %
|Tijuana International Airport         |  |                                    |  |  | 12.7   |  
|Puerto Vallarta International Airport |  |                                    |  |  | 15.9   |  
|Los Cabos International Airport       |  |                                    |  |  | 16.7   |  
|Eight other
  airports                |  |                                    |  |  | 21.5   |  
|                                      |  |                                    |  |  |        |  
|Total                                 |  |                                    |  |  | 100.0% |  
|                                      |  |                                    |  |  |        |  

As
a result of the substantial contribution to our revenues from these four
airports, any event or condition affecting these airports could have a material
adverse effect on our business, results of operations, prospects and financial
condition.

If a change in
relations with our labor force should occur, such a change could have an
adverse impact on our results of operations.

Although
we currently believe we maintain good relations with our labor force, if any
conflicts with our employees were to arise in the future, including with our
unionized employees (which accounted for 54.2% of our total employees at
December 31, 2006), resulting events such as strikes or other disruptions
that could arise with respect to our workforce could have a negative impact on
our results of operations.

11

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The loss of one or
more of our key customers could result in a loss of a significant amount of our
revenues.

Consorcio
Aeromexico, S.A. de C.V., or Consorcio Aeromexico, is a holding company that
owns Aeromexico, one of the principal domestic airlines operating at our
airports. The Mexican government is the majority owner of Consorcio Aeromexico
and it controls Consorcio Aeromexico primarily through the Institute for the
Protection of Bank Savings (Instituto para
la Protección al Ahorro Bancario). Of the total revenues generated
at our airports in 2006, Aeromexico and Aerolitoral (which is also owned by
Consorcio Aeromexico) together accounted for 18.3%, while Grupo Mexicana
(composed of Mexicana de Aviación and Click Mexicana), which until December
2005 was owned by the government, and which is now owned by Grupo Posadas S.A.
de C.V., represented 13.2%. An additional 25 airlines together represented
42.6%. None of our contracts with our airline customers obligate them to
continue providing service to our airports, and we can offer no assurance that,
if any of our key customers reduced their use of our airports, competing
airlines would add flights to their schedules to replace any flights no longer
handled by our principal airline customers. In addition, Consorcio Aeromexico
has announced publicly that it intends to sell all or a portion of its
remaining ownership interest in its airlines, and we can offer no assurance
that these airlines, operating independently of Consorcio Aeromexico, would
continue to use any or all of our airports. Decisions made by Consorcio
Aeromexico with respect to its remaining ownership interest in its airlines
could also affect the operations and business of Aeromexico and Aerolitoral and
have a material adverse effect on our results of operations. Our business and
results of operations could be adversely affected if we do not continue to
generate comparable levels of our revenues from our key customers.

In
2006, the passenger charges that we invoiced to airlines controlled by
Consorcio Aeromexico and by Grupo Mexicana were generally collected, on a
weighted average basis, approximately 93 to 103 days following the invoice
delivery date. The actual term for payment generally is dependent upon interest
rates on short-term Mexican treasury bills, or Cetes,
with longer payment periods during periods of lower interest rates (within a
defined range). Our revenues from passenger charges are not secured by a bond
or any other collateral. Thus, in the event of insolvency of any airline, as
occurred in 2003 in the case of Líneas Aéreas Allegro S.A. de C.V., we would not
be assured of collecting any amounts invoiced to that airline in respect of
passenger charges, which could negatively affect our cash flows from operations
or our results of operations.

The principal
domestic airlines operating at our airports have in the past refused to pay
certain increases in our specific prices for aeronautical services and could
refuse to pay additional increases in the future.

From
2000 to mid-2003, the principal domestic airlines operating at our 12
airportsAeromexico, Mexicana, Aeromar and Aerolitoralrefused to pay certain
increases in the specific prices we charge for aeronautical services. At
August 31, 2003 (the date on which the balance reached its peak), the
amount of invoiced fees subject to dispute was Ps. 47.0 million. As part
of this dispute, these airlines brought proceedings challenging the
privatization of the Mexican airport sector and the methodology for calculating
the maximum rate system applicable under the privatization of all of the
airport groups in Mexico.

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On
July 15, 2003, we entered into an agreement with the National Air
Transportation Chamber of Commerce (Cámara
Nacional de Aerotransportes) and the SCT pursuant to which we
resolved existing disputes with our principal airline customers and established
specific prices for aeronautical services applicable to those airlines for 2003
and 2004 and a methodology for retroactively applying those prices from 2000,
since these airlines had refused to pay certain of our charges since that year.
In March 2005, we entered into a renewal agreement with the National Air
Transportation Chamber of Commerce for 2005 and 2006. The National Air
Transportation Chamber of Commerce agreed to cause our principal airline
customers to enter into (a) contracts governing charges for aeronautical
services, (b) lease contracts for property used by the airlines and (c)
contracts governing collection of passenger charges. As of December 31, 2005,
these airlines had entered into agreements with us such that proceedings
against us were either resolved or dismissed and no fees remained subject to
further dispute. These agreements represented (a) virtually all of the relevant
contracts governing the collection of passenger charges, (b) a substantial
majority of the agreements for the leasing of space in our terminals and (c) a
substantial majority of the contracts governing our aeronautical services, in
each case in terms of the total number agreements to be entered into. In
December 2006, we entered into a renewal agreement with the National Air
Transportation Chamber of Commerce for 2007, 2008 and 2009, covering the same
aspects as the prior agreement as well as incorporating an increase in
passenger charges. This renewal agreement is more focused on the support and development
of, and increased frequencies on, new routes.

Because
these airlines contribute a majority of our revenues, should the airlines
refuse to make payment pursuant to the agreements described above, or should
they refuse to pay increases in our charges for aeronautical services in future
years, our results of operations could be adversely impacted.

The operations of
our airports may be disrupted due to the actions of third parties, which are
beyond our control.

As
is the case with most airports, the operation of our airports is largely
dependent on the services of third parties, such as air traffic control
authorities and airlines. We are also dependent upon the Mexican government or
entities of the government for provision of services, such as electricity,
supply of fuel to aircraft, air traffic control and immigration and customs
services for our international passengers. We are not responsible for and
cannot control the services provided by these parties. Any disruption in, or adverse
consequence resulting from, their services, including a work stoppage or other
similar event, may have a material adverse effect on the operation of our
airports and on our results of operations.

In
addition, we are dependent on third-party providers of certain complementary
services such as catering and baggage handling. If these service providers were
to halt operations at any of our airports, we would be required to seek a new
service provider or provide services ourselves, either of which would likely
result in increased capital expenditures or costs and have an adverse impact on
our cash generation and results of operations.

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Actions by the
former holders of land comprising Tijuana International Airport may limit our
ability to expand the airport and may disrupt its operations.

A
portion of the land comprising Tijuana International Airport was expropriated
by the Mexican government in 1970 pursuant to its power of eminent domain.
Prior to its expropriation, the land had been held by a group of individuals
through a system of communal ownership of rural land known as an ejido. The former ejido participants have
asserted claims against the Mexican government challenging the 1970
expropriation decree. Our Tijuana airport subsidiary is a party to the
proceedings, but only as an interested third party. A judgment in favor of the
former ejido
participants could materially disrupt the airports current operations. The
terms of our concession require the Mexican government to provide restitution
to us for any loss of our use of the land subject to our concessions.

Certain
of the former ejido participants are currently occupying portions of the
real property on which we operate Tijuana International Airport that are not
currently essential to the airports operations. Although these persons are not
currently interfering with the airports operations, their presence could limit
our ability to expand the airport into the areas they currently occupy. In
addition, there can be no assurance that the former ejido participants will not
seek to disrupt the airports operations if their legal claims against the
Mexican government are not resolved to their satisfaction.

The actions of
squatters on certain portions of the land on which our Guadalajara
International Airport operates could disrupt operations and security at that
airport.

The
Mexican government owns the land on which the Guadalajara International Airport
operates and has granted us the right to use that land for the purpose of
operating the airport pursuant to our concession. Currently, there are
squatters residing on or claiming rights to a portion of the property, at least
one of whom has attempted to subdivide and sell off certain portions of the
property. As owner of the property, the Mexican government must initiate any
actions directed at removing these persons from the property. We are reviewing
the actions these persons have taken and are cooperating with the Mexican
government to ensure that the actions of these squatters do not adversely
affect the operations of the Guadalajara International Airport. However, if the
Mexican government or we are unable to successfully remove these persons from
the property, their presence could have an adverse impact on our operations and
security at the airport and could restrict our ability to expand our operations
at the airport.

Natural disasters
could adversely affect our business.

From
time to time, the Pacific and central regions of Mexico experience torrential rains
and hurricanes (particularly during the months of July through September),
as well as earthquakes. The most recent natural events that affected our
airports were two hurricanes in August and September of 2003 that
resulted in temporary closures and property damages at our Los Cabos
International Airport and our La Paz International Airport. In addition, the
Manzanillo International Airport experienced an earthquake in 2003, which
caused significant damage to the airport and required the airport to be closed
for several hours. Natural disasters may impede operations, damage
infrastructure necessary to our operations or adversely affect the destinations
served by our airports. Any of these events could reduce our passenger traffic

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volume. The
occurrence of natural disasters in the destinations we serve could adversely
affect our business, results of operations, prospects and financial condition.
We have insured the physical facilities at our airports against damage caused
by natural disasters, accidents or other similar events, but do not have
insurance covering losses due to resulting business interruption. Moreover,
should losses occur, there can be no assurance that losses caused by damages to
the physical facilities would not exceed the pre-established limits on any of
our insurance policies.

Risks Related to the Regulation of Our
Business

We provide a public
service regulated by the Mexican government and our flexibility in managing our
aeronautical activities is limited by the regulatory environment in which we
operate.

Our
aeronautical fees charged to airlines and passengers are regulated, like those
of most airports in other countries. In 2004, 2005 and 2006, approximately
82.4%, 81.5% and 81.4%, respectively, of our total revenues were earned from
aeronautical services, which are subject to price regulation under our maximum
rates. These regulations may limit our flexibility in operating our
aeronautical activities, which could have a material adverse effect on our
business, results of operations, prospects and financial condition. In
addition, several of the regulations applicable to our operations that affect
our profitability are authorized (as in the case of our master development
programs) or established (as in the case of our maximum rates) by the SCT for
five-year terms. Except under limited circumstances, we generally do not have
the unilateral ability to change our obligations (such as the investment
obligations under our master development programs or the obligation under our concessions
to provide a public service) or increase our maximum rates applicable under
those regulations should our passenger traffic or other assumptions on which
the regulations were based change during the applicable term. In addition,
there can be no assurance that this price regulation system will not be amended
in a manner that would cause additional sources of our revenues to be
regulated.

We cannot predict
how the regulations governing our business will be applied.

Many
of the laws, regulations and instruments that regulate our business were
adopted or became effective in 1999, and there is only a limited history that
would allow us to predict the impact of these legal requirements on our future
operations. In addition, although Mexican law establishes ranges of sanctions
that might be imposed should we fail to comply with the terms of one of our
concessions, the Mexican Airport Law and the regulations thereunder or other
applicable law or regulation, we cannot predict the sanctions that may to be
assessed for a given violation. We cannot assure you that we will not encounter
difficulties in complying with these laws and regulations. Moreover, there can
be no assurance that the laws and regulations governing our business, including
the rate-setting process, will not change in the future.

The regulations
pursuant to which the maximum rates applicable to our aeronautical revenues are
established do not guarantee that we or any of our airports will be profitable.

The
rate regulations applicable to our aeronautical services establish an annual
maximum rate for each airport, which is the maximum annual amount of revenues
per workload unit (which is equal to one terminal passenger or 100 kilograms of
cargo) that we may earn at that

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airport from
services subject to price regulation. The maximum rates for our airports have
been determined by the SCT for each year through December 31, 2009. Under
the terms of our concessions, there is no guarantee that our consolidated
results of operations or the results of operations of any airport will be
profitable.

Our
concessions provide that an airports maximum rates will be adjusted
periodically for inflation (determined by reference to the Mexican Producer
Price Index Indice Nacional de Precios al
Productor) (excluding petroleum)). Although we are entitled to
request additional adjustments to an airports maximum rates under certain
circumstances (including, among others, required capital investments not
foreseen in our master development programs, decreases in capital investments
attributable to Mexican economy-related passenger traffic decreases or
modifications of the concession tax payable by us to the Mexican government),
our concessions provide that such a request will be approved only if the SCT
determines that events specified in our concessions have occurred. Therefore,
there can be no assurance that any such request would be granted.

If we exceed the
maximum rate at any airport at the end of any year, we could be subject to
sanctions.

Historically,
we have set the prices we charge for regulated services at each airport in
order to be as close as possible to our authorized maximum rate for that
airport in any given year. We expect to continue to pursue this pricing strategy
in the future. For example, in 2004, our revenues subject to maximum rate
regulation represented 98.2% of the amount we were entitled to earn under the
maximum rates for all of our airports, while in 2005 and 2006, our revenues
subject to maximum rate regulation represented 99.2% and 98.8%, respectively,
of the amounts we were entitled to earn under the maximum rates for all of our
airports. There can be no assurance that we will be able to establish prices in
the future that allow us to collect virtually all of the revenues we are
entitled to earn from services subject to price regulation.

The
specific prices we charge for regulated services are determined based on our
forecasts of various factors, including of passenger traffic volumes, the Mexican
Producer Price Index (excluding petroleum) and the value of the peso relative
to the U.S. dollar. These variables are outside of our control. Our forecasts
could differ from actual data, and, if these differences occur at the end of
any year, they could cause us to exceed the maximum rate at any one or more of
our airports during that year.

If
we exceed the maximum rate at any airport at the end of any year, the SCT may
assess a fine and may reduce the maximum rate at that airport in the subsequent
year. The imposition of sanctions for violations of certain terms of a
concession, including for exceeding an airports maximum rate, can result in
termination of the concession if the relevant term has been violated and
sanctions have been imposed at least three times for the same cause. In the
event that any one of our concessions is terminated, our other concessions may
also be terminated.

In
prior years, in order to ensure our compliance with the maximum rate at a
particular airport when the possibility of exceeding that maximum rate has
arisen, we have taken actions in the latter part of the year, such as reducing
our specific prices and offering discounts or rebates. We can offer no
assurance that, should external factors cause us to risk exceeding our maximum

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rates close to the end of any given year, we will have
sufficient time to take the actions described above in order to avoid exceeding
our maximum rates prior to year-end.

The Mexican government may terminate or reacquire our
concessions under various circumstances, some of which are beyond our control.

Our
concessions are our principal assets and we are unable to continue our
operations without them. A concession may be terminated by the Mexican
government for certain prescribed reasons, including failure to comply with our
master development programs, a temporary or permanent halt in our operations,
actions affecting the operations of other concession holders in Mexico, failure
to pay damages resulting from our operations, exceeding our maximum rates or
failure to comply with any other material term of our concessions. Violations
of certain terms of a concession (including violations for exceeding the
applicable maximum rate) can result in termination of a concession if sanctions
have been imposed for violation of the relevant term at least three times.
Violations of other terms of a concession can result in the immediate
termination of the concession. Our concessions may also be terminated upon our
bankruptcy or insolvency.

We
would face similar sanctions for violations of the Mexican Airport Law or the
regulations thereunder. Under applicable Mexican law and the terms of our
concessions, our concessions may also be made subject to additional conditions,
including under our renewed master development programs, which we may be unable
to meet. Failure to meet these conditions may also result in fines, other
sanctions and the termination of the concessions.

The
Mexican government may also terminate one or more of our concessions at any
time through reversion (rescate),
if, in accordance with applicable Mexican law, it determines that it is in the
public interest to do so. The Mexican government may also assume the operation
of any airport (through a process known as a requisa)
in the event of war, public disturbance or a threat to national security. In
addition, in the case of a force majeure
event, the Mexican government may require us to implement certain changes in
our operations. In the event of a reversion of the public domain assets that
are the subject of our concessions, the Mexican government, under Mexican law,
is required to compensate us for the value of the concessions or added costs
based on the results of an audit performed by appraisers. In the event of a
mandated change in our operations, the Mexican government is required to
compensate us for the cost of that change. Similarly, in the event of an
assumption of our operations other than in the event of war, the government is
required to compensate us and any other affected parties for any resulting
damages. There can be no assurance that we will receive compensation equivalent
to the value of our investment in, or any additional damages related to, our
concessions and related assets in the event of such action.

In
the event that any one of our concessions is terminated, whether through
revocation or otherwise, our other concessions may also be terminated. Thus,
the loss of any concession would have a material adverse effect on our business
and results of operations.

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The Mexican government could grant new concessions that
compete with our airports.

The
Mexican government could grant additional concessions to operate existing
government-managed airports, or authorize the construction of new airports,
which could compete directly with our airports. Any competition from other such
airports could have a material adverse effect on our business and results of
operations. Under certain circumstances, the grant of a concession for a new or
existing airport must be made pursuant to a public bidding process. In the
event that a competing concession is offered in a public bidding process, we
cannot assure you that we would participate in such process, or that we would
be successful if we did participate.

The SCT could require us to monitor certain aircraft
movements at our airports that we do not currently control, which could result
in increased costs.

The
Mexican Air Traffic Control Authority (Servicios
a la Navegación en el Espacio Aéreo Mexicano) currently requires us
to manage and control aircraft movements in and out of our arrival and
departure gates and remote boarding locations directly at our Puerto Vallarta
International Airport and our Guadalajara International Airport. At our other
airports, these aircraft movements are monitored directly by the Mexican Air
Traffic Control Authority. Should the Mexican Air Traffic Control Authority
require us to control these aircraft movements directly at any or all of our
other ten airports in the future, our results of operations could be negatively
impacted by increased operating insurance and liability costs resulting from
taking on these obligations.

Risks
Related to Our Controlling Stockholder

AMP controls our management, and AMPs interests may differ from those of
other stockholders.

AMP
holds Series BB shares currently representing 15% of our outstanding capital
stock. Pursuant to our bylaws, AMP (as holder of our Series BB shares) has the
right (upon consultation with our Nominations and Compensation Committee) to
appoint and remove our top-level executive officers, to elect four members of
our board of directors and their alternates and to designate three of the
members of our Operating Committee and 20% of the members of each other board committee
(or one member of any committee consisting of fewer than five members). AMP (as
holder of our Series BB shares) also has the right pursuant to our bylaws to
veto certain actions requiring approval of our stockholders (including the
payment of dividends, the amendment of our bylaws and any decision that has the
objective to modify or annul its right to appoint our top-level executive
officers). Pursuant to our bylaws, if at any time AMP (as the holder of our
Series BB shares) were to hold less than 7.65% of our capital stock in the form
of Series BB shares, it would lose its veto rights (but not other special
rights). If at any time after August 25, 2014 AMP were to hold less than 7.65%
of our capital stock in the form of Series BB shares, such shares would be
mandatorily converted into Series B shares, which would cause AMP to lose all
of its special rights. In addition, stockholders of AMP have allocated among
themselves certain veto rights relating to the exercise by AMP of its veto and
other rights, which increases the risk of impasse at the stockholders meeting
of AMP and ultimately at our stockholders meetings.

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AMPs
veto, appointment and other rights could adversely impact our operations and
constitute an obstacle for us to bring in a new strategic stockholder and/or
operator. Through the right to appoint and remove members of our senior
management, AMP directs the actions of our management in areas such as business
strategy, financing, distributions, acquisitions and dispositions of assets or
businesses. The interests of AMP may differ from those of our other
stockholders and be contrary to the preferences and expectations of our other
stockholders and we can offer no assurance that AMP and the officers appointed
by AMP will exercise their rights in ways that favor the interests of our other
stockholders.

If AMP should decide to sell all or a portion of its interest in us, our
operations could be adversely affected.

AMP
currently exercises a substantial influence over our management, as described
above. Our bylaws and certain of the agreements executed in connection with the
privatization process prohibited AMP from transferring any of its Series BB
shares before August 25, 2004. Since that date, AMP has been permitted to
transfer up to 49% of its Series BB shares without restriction. After August
25, 2009, AMP may additionally sell in any year up to 20% of its remaining 51%
interest in our Series BB shares. Our bylaws provide that, subject to certain
exceptions, Series BB shares must be converted into Series B shares prior to
transfer. Should AMP divest its interest in us or cease to hold Series BB
shares, our management could change significantly and our operations could be
adversely affected as a result. The termination of the technical assistance
agreement with AMP may also adversely affect or disrupt our operations.

Official inquiries relating to certain requirements of the
privatization guidelines and the participation agreement relating to our
privatization could have a material adverse effect on our operations or the
value of our securities.

In
1999, as part of the first stage in the process of opening Mexicos airports to
private investment, the Mexican government sold a 15% equity interest in us to
AMP pursuant to a public bidding process.

Pursuant
to the guidelines published by the Mexican government during the first phase of
our privatization and the participation agreement setting forth the rights and
obligations of each of the parties involved in our privatization, certain
rights and obligations were given to AMP.

In
2004 and 2005, various reports in the Mexican press alleged that AMP did not
comply with certain of its obligations under the privatization guidelines and
the participation agreement, specifically the requirements related with the
nationality of the Mexican partner. In June 2005, the Permanent Commission of
the Mexican Federal Congress (Comisión Permanente del Congreso Federal)
requested that the SCT and other agencies of the federal government investigate
these allegations and report on our share ownership structure and certain
related matters.

In
January 2006, the previous Mexican partner sold its 25.5% interest in AMP to Controladora
Mexicana de Aeropuertos, S.A. de C.V., or Controladora Mexicana, a Mexican joint venture company 50% owned by Pal
Aeropuertos, S.A. de C.V., and 50% owned by

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Promotora
Aeronautica del Pacifico, S.A. de C.V. The SCT approved the sale to
Controladora Mexicana, including its role as AMPs Mexican partner pursuant to
the privatization guidelines and the participation agreement relating to our
privatization.

Although
we believe AMP satisfies all their requirements under the privatization
guidelines and the participation agreement, there can be no assurance that
future allegations or official inquiries relating to AMPs compliance with its
obligations under those requirements will not take place. In the event of
future inquiries or an official finding that AMP is or was not in compliance
with the requirements of the privatization guidelines or the participation
agreement, AMP could be subject to fines and the technical assistance agreement
between us and AMP could be terminated, which could have a material adverse
effect on our operations. In addition, there can be no assurance that any such
developments would not result in a material decrease in the market value of our
shares or ADSs.

Risks
Related to Mexico

Our business is significantly dependent upon the volume of
air passenger traffic in Mexico and negative economic developments in Mexico
would adversely affect our business and results of operations.

Mexican
domestic passengers in recent years have represented approximately two-thirds
of the passenger traffic volume in our airports. In addition, all of our assets
are located, and all of our operations are conducted, in Mexico. As a result,
our business, financial condition and results of operations could be adversely
affected by the general condition of the Mexican economy, by a devaluation of
the peso, by inflation and high interest rates in Mexico, or by political,
social and economic developments in Mexico.

Mexico
has, particularly from 1982 to 1987, from December 1994 through 1995 and
in 1998, experienced adverse economic conditions, including slow or negative
economic growth and high levels of inflation. In addition, financial turmoil in
Argentina, Brazil, Venezuela and elsewhere over the past decade had the effect
of producing volatility in the international financial markets, which slowed
Mexicos economic growth.

If
the Mexican economy falls into a recession or if inflation and interest rates
increase significantly, our business, results of operations, prospects and
financial condition could suffer material adverse consequences because, among
other things, demand for transportation services may decrease. We cannot assure
you that similar events will not occur, or that any recurrence of these or
similar events would not adversely affect our business, results of operations,
prospects and financial condition.

Depreciation or fluctuation of the peso relative to the U.S.
dollar could adversely affect our results of operations and financial
condition.

Following
the devaluation of the peso and the economic crisis beginning in 1994, the
aggregate passenger traffic volume in our airports in 1995 (then operated by
our predecessor) decreased as compared to prior years, reflecting a decrease in
Mexican passenger traffic volume. Any future depreciation of the peso could
reduce our domestic passenger traffic volume, which could have a material
adverse effect on our results of operations.

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As
of December 31, 2006, we had no significant indebtedness. Although we currently
intend to fund the investments required by our business strategy and under our
master development programs primarily through cash flow from operations, we are
currently considering entering into a peso-denominated credit facility in the
second half of 2007 to fund the capital expenditures that we anticipate
undertaking in the period from July 2007 to December 2009 at our Los Cabos,
Puerto Vallarta, Hermosillo and Bajio international airports. However,
depending on economic conditions and credit-market conditions in Mexico, we may
incur dollar-denominated debt to finance these capital expenditures or any
investments we make in the future. In this case, a devaluation of the peso
would increase the debt service cost of such dollar-denominated indebtedness
and result in foreign exchange losses.

Severe
devaluation or depreciation of the peso could also result in the disruption of
the international foreign exchange markets and may limit our ability to
transfer, or to convert pesos into, U.S. dollars and other currencies.

Fluctuations
in the exchange rate between the peso and the U.S. dollar, particularly
depreciations, also may also adversely affect the U.S. dollar equivalent of the
peso price of the Series B shares on the Mexican Stock Exchange. As a result,
such peso depreciations will likely affect the market price of the ADSs.
Exchange rate fluctuations would also affect the ADS depositarys ability to
convert into U.S. dollars, and make timely payment of, any peso cash dividends
and other distributions paid in respect of the Series B shares.

Political
conditions in Mexico could materially and adverselyaffect Mexican economic policy or business conditions
and, in turn, our operations.

Federal
elections were held in Mexico on July 2, 2006. The Federal Electoral Institute
announced on July 6, 2006 that Felipe de Jesús Calderón Hinojosa of the
center-right Partido Acción Nacional, or PAN, obtained a plurality of the vote,
with a narrow margin over Andrés Manuel López Obrador of the center-left
Partido de la Revolución Democrática, or PRD. Claiming electoral fraud, Mr.
López Obrador initiated legal challenges to the preliminary election results
and commenced protests in Mexico City. On September 5, 2006, the Federal
Electoral Tribunal (Tribunal Electoral del
Poder Judicial de la Federación) determined in a non-appealable
ruling that Mr. Calderón won the election and formally declared him to be
president-elect. Mr. Calderón was sworn in as Mexicos president on December 1,
2006. Mr. López Obrador has announced that he will continue to lead
demonstrations protesting the electoral process and the legitimacy of Mr.
Calderóns electoral victory. We cannot predict the impact that these protests
may have on the Mexican government or on economic and business conditions in
Mexico.

Although the
PAN won a plurality of the seats in the Mexican Congress in the election, no
party succeeded in securing a majority in either chamber of the Mexican
Congress. The absence of a clear majority by a single party is likely to
continue at least until the next Congressional election in 2009. This
situation, combined with the expected continued protests led by Mr. López
Obrador, members of the PRD and their supporters, may result in government
gridlock and political uncertainty. We cannot provide any assurances that
political developments in Mexico, over which we have no control, will not have
an adverse effect on our business, financial condition or results of
operations.

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We may be liable for property tax claims asserted against us
by certain municipalities.

Claims
have been asserted against us by the municipalities of Mexicali, Los Mochis,
Tijuana, Los Cabos and Aguascalientes for the payment of property taxes with
respect to the real property on which we operate our airports in those cities,
and similar claims may be asserted by other municipalities where we operate our
airports. The claims in respect of the Los Mochis International Airport and Los
Cabos International Airport have been dismissed. In the case of Aguascalientes,
although we have received a memorandum from the Aguascalientes ministry of
finance stating that the Aguascalientes International Airport is exempt from
property taxes, we continue to defend the claim in order to obtain a definitive
judicial resolution, which we expect will be in our favor. In the case of Los
Cabos, we filed for a judicial annulment, after which, in 2006, the municipal
authorities retracted their tax claim. We are also seeking the dismissal of
remaining claims pending in Mexicali and Tijuana. The total amount of the
property-tax claims outstanding in each of Mexicali and Tijuana are
Ps. 89.0 million and Ps. 104.8 million, respectively, although either
of these amounts could increase if the underlying claims are not resolved in
our favor as a result of penalty and interest surcharges.

In
Tijuana, the court had ordered the temporary encumbrance of certain of our
assets, including our concession to operate the Tijuana International Airport,
pending our deposit of a bond with the court as provisional security, in
accordance with Mexican judicial procedures, pending the final resolution of
the underlying claims. Although the encumbered assets did not affect the
operation of the airport, on February 9, 2006, an irrevocable standby letter of
credit was issued by a financial institution on behalf of the Tijuana airport
for Ps. 141.8 million in order to release the encumbrance. This amount differs
from the original amount of the tax claim because it was an estimate intended to
guarantee payment of both the tax and penalties for late payment. A court has
also ordered the temporary encumbrance of a portion of the revenues from the
parking garage that we operate at the Mexicali International Airport to
guarantee the property-tax claims of the Mexicali municipal government. The
cumulative amount of such encumbrances is Ps. 3.5 million (nominal pesos).
During 2006 we obtained a favorable ruling in the first instance upon a
judicial annulment it filed, however, the municipality appealed this decision,
and, as in Tijuana, the case is still pending resolution. In the event of a
definitive decision in our favor in the annulment proceeding that we have
initiated with respect to the Mexicali claim, we expect to recover our
encumbered revenues in full.

We
believe that the Mexican government, as the owner of the real property upon
which we operate our airports, would be responsible for paying these taxes
directly if a court were to determine that these taxes must be paid in response
to any future proceedings, for which reason we do not believe that liabilities
related to any claims or proceedings against us are likely to have,
individually or in the aggregate, a material adverse effect on our consolidated
financial condition or results of operations. Nonetheless, the Mexican
government has indicated publicly that it may propose an amendment to the
Mexican Constitution and other laws pursuant to which we could be liable to
municipalities for property taxes in the future. If such a change were to
occur, and any amounts owed were substantial, these tax liabilities could have
a materially adverse effect on our financial condition or results of
operations.

22

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Changes to Mexican laws, regulations and decrees applicable
to us could have a material adverse impact on our results of operations.

The
Mexican government has in recent years implemented various changes to the tax
laws applicable to Mexican companies, including us. The terms of our
concessions do not exempt us from any changes to the Mexican tax laws. Should
the Mexican government implement changes to the tax laws that result in our
having significantly higher income or asset tax liability, we would be required
to pay the higher amounts due pursuant to any such changes, which could have a
material adverse impact on our results of operations. In addition, changes to
the Mexican constitution or to any other Mexican laws could also have a
material adverse impact on our results of operations.

The
Mexican Bureau of Civil Aviation (Dirección
General de Aeronáutica Civil) is responsible for establishing the
official operating schedules of our airports. Outside of our airports official
hours of operation, we are permitted to double our airport charges for services
that we provide. The Mexican Bureau of Civil Aviation has issued a decree
extending the official operating schedule of our Morelia International Airport
and our Los Cabos International Airport to 24 hours per day. This decree
deprives us of the ability to double our airport charges for off-hour services,
and, for this reason, we have challenged the decree in court, see Item 8Legal
ProceedingsModification of the operating schedules of our Morelia
International Airport and our Los Cabos International Airport for a more
detailed discussion of this matter. There can be no assurance that we will be
successful in avoiding this decree. In addition, there can be no assurance that
other airports will not adopt similar decrees.

Minority stockholders may be less able to enforce their
rights against us, our directors, or our controlling stockholders in Mexico.

Under Mexican law, the protections afforded to minority stockholders are
different from those afforded to minority stockholders in the United States.
For example, because provisions concerning fiduciary duties of directors have
only recently been incorporated into the new Securities Market Law, it may be
difficult for minority stockholders to bring an action against directors for
breach of this duty and achieve the same results as in most jurisdictions in
the United States. Procedures for class action lawsuits do not exist under
applicable Mexican law. Therefore, it may be more difficult for minority
stockholders to enforce their rights against us, our directors, or our
controlling stockholders than it would be for minority stockholders of a U.S.
company.

We
are subject to different corporate disclosure and accounting standards than
U.S. companies.

A principal objective of the
securities laws of the United States is to promote full and fair disclosure of
all material corporate information. However, there may be less publicly
available information about foreign issuers of securities listed in the United
States than is regularly published by or about U.S. issuers of listed
securities. In addition, we prepare our consolidated financial statements in
accordance with MFRS, which differ from U.S. GAAP in a number of respects. For
example, we must incorporate the effects of inflation directly in our accounting
records and published consolidated financial statements. While we are required
to

23

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reconcile our net
income and stockholders equity to those amounts that would be derived under
U.S. GAAP in our annual consolidated financial statements, the effects of
inflation accounting under MFRS are not eliminated in such reconciliation in
our annual consolidated financial statements. For this and other reasons, the
presentation of MFRS consolidated financial statements and reported earnings
may differ from that of U.S. companies in this and other important respects.
Please see Note 23 to our audited consolidated financial statements.

Risks Related to
Global Economy

Developments
in other countries may affect us.

The
market value of securities of Mexican companies may be, to varying degrees,
affected by economic and market conditions in other countries. Although
economic conditions in these countries may differ significantly from economic
conditions in Mexico, investors reactions to developments in any of these
other countries may have an adverse effect on the market value of securities of
Mexican issuers. In past years, prices of both Mexican debt and equity
securities have been adversely affected by a sharp drop in Asian securities
markets and economic crises in Russia, Brazil, Argentina and Venezuela.

Our business could be
adversely affected by a downturn in the U.S. economy.

In
recent years, economic conditions in Mexico have become increasingly correlated
to economic conditions in the United States. Therefore, adverse economic
conditions in the United States could have a significant adverse effect on the
Mexican economy. In 2006, 39.2% of the terminal passengers served by our
airports arrived and departed, respectively, on international flights,
primarily to the United States.

Our
business is particularly influenced by trends in the United States relating to
leisure travel, consumer spending and international tourism. Events and
conditions negatively affecting the U.S. economy will likely have a material
adverse effect on our business, results of operations, prospects and financial
condition.

We
cannot predict what effect any future terrorist attacks or threatened attacks
on the United States or any retaliatory measures taken by the United States in
response to these events may have on the U.S. economy or leisure travel trends.
An economic downturn in the United States may negatively affect our results of
operations and a prolonged economic crisis in the United States would likely
have a material adverse effect on our results of operations.

24

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FORWARD-LOOKING STATEMENTS

This
Form 20-F contains forward-looking statements. We may from time to time
make forward-looking statements in our reports to the Securities and Exchange
Commission (SEC) on Forms 20-F and 6-K, in our annual reports to
stockholders, in offering circulars and prospectuses, in press releases and
other written materials and in oral statements made by our officers, directors
or employees to financial analysts, institutional investors, representatives of
the media and others. Examples of such forward-looking statements include:

|  |                                                                                                                                                                              
|- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | projections of operating revenues, net income
  (loss), net income (loss) per share, capital expenditures, dividends, capital
  structure or other financial items or ratios,
|  |                                                                                                                                                                              
| | statements of our plans or objectives,                                                                                                                                       
|  |                                                                                                                                                                              
| | statements about our future economic performance or
  that of Mexico, and                                                                                                    
|  |                                                                                                                                                                              
| | statements of assumptions underlying such
  statements.                                                                                                                      

Words
such as believe, anticipate, plan, expect, intend, target,
estimate, project, predict, forecast, guideline, should and
similar
expressions are intended to identify forward-looking statements but are not the
exclusive means of identifying such statements.

Forward-looking
statements involve inherent risks and uncertainties. We caution you that a
number of important factors could cause actual results to differ materially
from the projections, plans, objectives, expectations, estimates and intentions
expressed in forward-looking statements. These factors, some of which are
discussed above under Risk Factors, include material changes in the
performance or terms of our concessions, developments in legal proceedings,
economic and political conditions and government policies in Mexico or
elsewhere, inflation rates, exchange rates, regulatory developments, customer
demand and competition. We caution you that the foregoing list of factors is
not exclusive and that eventualities related to other risks and uncertainties
may cause actual results to differ materially from those expressed in
forward-looking statements.

Forward-looking
statements speak only as of the date they are made, and we do not undertake any
obligation to update them in light of new information or future developments.

|        |                           
|------- | --------------------------
|Item 4. | Information on the Company

HISTORY AND DEVELOPMENT OF THE COMPANY

We
were incorporated in 1998 as part of the Mexican governments program for the
opening of Mexicos airports to private investment. We hold concessions to
operate, maintain and develop 12 airports in the Pacific and central regions of
Mexico. Each of our concessions has a term of 50 years beginning on November 1,
1998. The term of each of our concessions may be extended by the SCT under
certain circumstances for up to 50 additional years. As operator of the 12
airports under our concessions, we charge airlines, passengers and other users
fees for the use of the airports facilities. We also derive rental and other
income from

25

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commercial activities conducted at our airports, such
as the leasing of space to restaurants and retailers. For a description of our
capital expenditures, see Item 5 hereof.

Grupo
Aeroportuario del Pacífico S.A.B. de C.V. is a corporation (sociedad anónima bursátil de capital variable)
organized under the laws of Mexico. The address of our registered office
is as set forth on the cover of this Form 20-F. Our telephone number is (52)
(33) 3880-1100. Our U.S. agent is Puglisi & Associates. Our U.S. agents
address is 850 Library Avenue, Suite 204, Newark, Delaware 19711.

Opening
of Mexican Airports to Investment

In
February 1998, the Mexican government issued the Investment Guidelines for the
Opening of Investment in the Mexican Airport System. Under these guidelines,
the SCT identified 35 of Mexicos 58 principal airports as being suitable for
investment. These 35 airports were divided into four groups: the Pacific Group
(consisting of our 12 airports), Grupo
Aeroportuario del Sureste, or the Southeast Group (consisting of
nine airports), Grupo Aeroportuario de la
Ciudad de Mexico, D.F., or the Mexico City Group (currently
consisting of one airport) and Grupo
Aeroportuario del Centro-Norte, or the Central-North Group
(consisting of 13 airports). The guidelines generally provided for the airport
groups to become open to investment through a two-stage program. All of the
groups except the Mexico City Group have completed both stages of the program.

In
the first stage, a series of public bidding processes were conducted to award a
minority interest in each airport group to a strategic stockholder. In the
second stage, all or a portion of the remaining interest in each airport group
was sold through public offerings in the Mexican and international capital
markets.

As
a result of the opening of Mexicos airports to investment, we and our
subsidiaries are no longer subject to the Mexican regulations applicable to
government wholly-owned companies. We believe that this provides us greater
flexibility to develop and implement our business strategy and to respond to
potential business opportunities.

Investment
by AMP

In
1999, as part of the first stage in the process of opening Mexicos airports to
investment, the Mexican government sold a 15% equity interest in us to AMP,
pursuant to a public bidding process.

The
following are AMPs current stockholders:

|  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | AENA Desarrollo Internacional
  S.A., or AENA, owns 33.33% of AMP. AENA is a wholly owned subsidiary
  of Aeropuertos Españoles y Navegación Aérea, a Spanish state-owned company
  that manages all airport operations in Spain. Aeropuertos Españoles y
  Navegación Aérea operates 47 airports in Spain, handling approximately 193.2
  million total passengers in Spain in 2006, making it one of the largest
  airport operators in the world. Pursuant to the privatization guidelines
  published by the Mexican government during the first phase of our
  privatization, requiring our strategic stockholder to have, among other
  qualifications, an operating partner and a Mexican partner, AENA is one of
  AMPs two key partners, acting as

26

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|  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|  | its operating partner. In addition to its investment
  in AMP, AENA also directly manages four other airports in Latin America. In
  addition, AENA owns 10.0% of Airport Concessions and Development Limited,
  which owns a British airport company that operates thirteen airports in
  Europe, North America and Latin America through ownership, concession or
  management arrangements.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
| | Controladora Mexicana owns 33.33% of AMP.
  Controladora Mexicana is a Mexican joint venture company 50% owned by Pal
  Aeropuertos, S.A. de C.V., and 50% owned by Promotora Aeronáutica del
  Pacifíco, S.A. de C.V. Pal Aeropuertos, S.A. de C.V. is a Mexican special
  purpose vehicle owned by Eduardo Sánchez Navarro Redo, an individual Mexican
  investor with substantial interests in Mexican real estate. Promotora
  Aeronáutica del Pacífico, S.A. de C.V. is a Mexican special purpose vehicle
  owned by Laura Diez Barroso Azcarraga and her husband, Carlos Laviada Ocejo.
  Mrs. Diez Barroso has extensive experience in the magazine publishing
  industry and currently serves on the boards of directors of Teléfonos de
  México, S.A. de C.V., Grupo Financiero Inbursa S.A. and Royal Caribbean
  Cruises Ltd. Mr. Laviada Ocejo, an individual Mexican investor with
  substantial interests in real estate development and automobile dealerships
  in Mexico City, currently serves on the board of directors of Toyota Mexico
  Dealers A.C. Pursuant to the privatization guidelines discussed above,
  Controladora Mexicana is AMPs second key partner, acting as its Mexican
  partner.
|  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
| | Desarollo de Concesiones
  Aeroportuarias S.A., or DCA, a subsidiary of Actividades de Construcciones y
  Servicios, S.A., owns 33.33% of AMP. Actividades de Construcciones y
  Servicios, S.A. is one of Europes major construction companies and an
  operator of various infrastructure projects under concessions in industries
  including airports, trains, toll roads, ports and car parking on four
  continents. Actividades de Construccion y Servicios, S.A. is the largest
  operator of concessions in Latin America and one of the largest operators of
  concessions (based on number of concessions) in the world. Actividades de
  Construccion y Servicios, S.A. also owns 24.83% of Abertis Infraestructuras,
  S.A., the majority stockholder of Airport Concessions and Development
  Limited. Actividades de Construccion y Servicios, S.A. is listed on the
  Madrid Stock Exchange.                                                                                                                                                                                                                                                                                                              

In
1999, AMP paid the Mexican government a total of Ps. 2,453.4 million
(nominal pesos, excluding interest) (U.S.$261 million based on the exchange
rates in effect on the dates of payment) in exchange for:

|  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | All of our Series BB shares, representing 15% of our
  outstanding capital stock;                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
| | an option to subscribe for up to 5% of newly issued
  Series B shares (since expired); and                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
| | the right and obligation to enter into various
  agreements with us and the Mexican government, including a participation
  agreement setting forth the rights and obligations of each of the parties
  involved in the privatization, including AMP, a 15-year technical assistance
  agreement setting forth AMPs right and obligation to provide technical
  assistance to us in exchange for an annual fee and a stockholders agreement
  under terms established during the bidding process. These agreements are
  described in greater detail in Item 7 hereof.

27

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Under
the technical assistance agreement, AMP provides management and consulting
services and transfers industry expertise and technology to us in exchange for
a fee. In 2006, this fee amounted to Ps. 105.3 million. The agreement
provides us an exclusive license in Mexico to use all technical assistance and
expertise transferred to us by AMP or its stockholders during the term of the
agreement. The agreement has an initial term of approximately 15 years
beginning November 11, 1999 and expiring on the date of the expiration of the
participation agreement, or August 25, 2014. The agreement automatically renews
for successive five-year terms unless one party provides the other a notice of
termination at least 60 days prior to a scheduled expiration date. Under our
bylaws, a decision by us not to renew the technical assistance agreement is
subject to the approval of 51% of Series B stockholders other than AMP or any
related party of AMP (to the extent that AMP or any such related party holds
Series B shares). A party may terminate the technical assistance agreement
prior to its expiration date upon non-compliance with its terms by the other
party. AMP provides us assistance in various areas, including development of
our commercial activities, preparation of marketing studies focusing on increasing
passenger traffic, assistance with the preparation of the master development
programs that we are required to submit to the SCT and the improvement of our
airport operations.

The
technical assistance fee for 2000 and 2001 was fixed at U.S.$7.0 million
(adjusted annually for U.S. inflation since August 25, 2000). Subsequent to
January 1, 2002, the technical assistance fee has been equal to the greater of
U.S.$4.0 million adjusted annually for inflation since August 25, 2000
(measured by the U.S. consumer price index) or 5% of our annual consolidated
income from operations (calculated prior to deducting the technical assistance
fee and depreciation and amortization and in each case determined in accordance
with MFRS). We believe that this structure creates an incentive for AMP to
increase our annual consolidated earnings. AMP is also entitled to
reimbursement for the out-of-pocket expenses it incurs in its provision of
services under the agreement.

The
technical assistance agreement allows AMP, its stockholders and their
affiliates to render additional services to us only if our Acquisitions
Committee determines that these related persons have submitted the most
favorable bid in a public bidding process involving at least three unrelated
parties. For a description of this Committee see Item 6 herein.

Pursuant
to our bylaws, AMP (as holder of our Series BB shares) has the right (upon
consultation with our Nominations and Compensation Committee) to appoint and
remove our top-level executive officers, to elect four members of our board of
directors and their alternates and to designate three of the members of our
Operating Committee and 20% of the members of each other board committee (or
one member of any committee consisting of fewer than five members). AMP (as
holder of our Series BB shares) also has the right pursuant to our bylaws to
veto certain actions requiring approval of our stockholders (including the
payment of dividends, the amendment of our bylaws and any decision that has the
objective to modify or annul its right to appoint our top-level executive
officers). Pursuant to our bylaws, if at any time AMP (as the holder of our
Series BB shares) were to hold less than 7.65% of our capital stock in the form
of Series BB shares, it would lose its veto rights (but not other special
rights). If at any time after August 25, 2014 AMP were to hold less than 7.65%
of our capital stock in the form of Series BB shares, such shares would be
mandatorily converted into Series B shares, which would cause AMP to lose all
of its special rights. In addition, stockholders of AMP have allocated among

28

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themselves certain veto rights relating to the
exercise by AMP of its veto and other rights, which increases the risk of
impasse at the stockholders meeting of AMP and ultimately at our stockholders
meetings.

Our
bylaws, the participation agreement and the technical assistance agreement also
contain certain provisions designed to avoid conflicts of interest between AMP
and us, such as approval of certain related party transactions by designated
committees.

Our
bylaws and certain of the agreements executed in connection with the
privatization process prohibited AMP from transferring any of its Series BB
shares before August 25, 2004. Since that date, AMP has been permitted to
transfer up to 49% of its Series BB shares without restriction. After August
25, 2009, AMP may additionally sell in any year up to 20% of its remaining 51%
interest in our Series BB shares. Our bylaws provide that, subject to certain
exceptions, Series BB shares must be converted into Series B shares prior to
transfer.

AMP
Shares in Bancomext Trust

As
required under the participation agreement entered into in connection with the
Mexican governments sale of our Series BB shares to AMP, AMP has transferred
its Series BB shares to a trust, the trustee of which is Banco Nacional de
Comercio Exterior, S.N.C., or Bancomext. For a description of this trust, see
Item 7 hereof.

Pursuant
to the terms of the trust, AMP may direct the trustee to vote only shares
representing up to 10% of our capital stock. Any shares in excess of 10% are
voted by the trustee in accordance with the vote of the majority of Series B
shares. The trust does not affect the veto and other special rights granted to
the holders of Series BB shares described above.

Global
Offering and Establishment of ADR Facility with New York Stock Exchange Listing

In
1999, 85% of our capital stock was transferred from the Mexican government to a
trust established in Nacional Financiera S.N.C. (NAFIN), a Mexican
government-owned entity. In February 2006, we conducted an initial public
offering to allow NAFIN to dispose of its 85% interest in us. Through this
offering, all of our outstanding Series B shares were sold to the public in
Mexico, the United States and elsewhere, and NAFIN ceased to be a stockholder.
We received no proceeds from this offering. At the same time, we established an
American Depositary Receipt facility with the Bank of New York and obtained
approval to list our ADSs on the New York Stock Exchange. In addition, we
registered our Series B shares with the National Securities Registry (Registro Nacional de Valores) and obtained
approval to list our Series B shares on the Mexican Stock Exchange.

BUSINESS OVERVIEW

Our
Operations

We
operate 12 airports, which serve two major metropolitan areas (Guadalajara and
Tijuana), several tourist destinations, such as Puerto Vallarta, Los Cabos, La
Paz and Manzanillo, and a number of mid-sized cities, such as Hermosillo, Leon,
Guanajuato, Silao,

29

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Morelia, Aguascalientes, Mexicali and Los Mochis. Our
airports are located in nine of the 32 Mexican states, covering a territory of
approximately 566,000 square kilometers, with a population of approximately
25.6 million according to the Mexican National Institute of Statistics (Instituto Nacional de Estadística, Geografía e
Informática). All of our airports are designated as international
airports under Mexican law, meaning that they are all equipped to receive
international flights and maintain customs, refueling and immigration services
managed by the Mexican government.

Our
airports handled approximately 19.1 million and 20.5 million terminal
passengers in 2005 and 2006, respectively, which we believe makes us the
largest private airport operator in the Americas. As of December 31, 2006 sixof our airports ranked among the top ten
busiest airports in Mexico based on commercial aviation passenger traffic,
according to data published by the Mexican Bureau of Civil Aviation. According
to figures of the Mexican Bureau of Civil Aviation, our commercial aviation
passenger traffic accounted for approximately 27.6% and 27.4% of all arriving
and departing commercial aviation passengers in Mexico in 2005 and 2006,
respectively. In 2005, we recorded revenues of Ps. 2,696.3 million and net
income of Ps. 685.5 million. In 2006, we recorded revenues of
Ps. 2,935.8 million and net income of Ps. 894.4 million.

Our
airports serve several major international routes, including Guadalajara-Los
Angeles, which, in 2005 and 2006, ranked as the second busiest international
route in Mexico by total number of passengers according to the Mexican Bureau
of Civil Aviation. In addition, our airports serve major resort destinations
such as Puerto Vallarta and Los Cabos, which are among the most popular
destinations in Mexico visited by tourists from California. Our airports also
serve major domestic routes, including Guadalajara-Mexico City, which was the
countrys third busiest
route in 2006, handling over 1,447,779 total passengers, according to the
Mexican Bureau of Civil Aviation. Other top domestic routes in terms of total
passenger traffic include Mexico City-Tijuana and Guadalajara-Tijuana which
ranked second and sixth among the busiest domestic routes in Mexico in 2006,
according to the Mexican Bureau of Civil Aviation.

Mexico
and the United States are party to a bilateral aviation agreement, which was
last amended on December 12, 2005 (with such amendment published in the Mexican
Federal Gazette (Diario Oficial de la
Federación) on July 18, 2006). Such amendment increased, from two
each to three each, the number of Mexican and U.S. carriers eligible to operate
routes between fourteen cities in Mexico and any U.S. city. The amendment had
immediate effect for twelve specified cities in Mexico, including the following
cities in which we operate: Manzanillo, Puerto Vallarta and San Jose del Cabo
(the site of our Los Cabos International Airport). The amendment will take
effect with respect to the cities of Monterrey and Guadalajara on October 27, 2007. We believe that our
business has benefited from and will continue to benefit from the amendment to
the bilateral aviation agreement.

In
2005, the SCT awarded domestic airline licenses to four new low-cost carriers,
two of which (A Volar and Aerolineas Mesoamericanas, or Alma) are based at our
airports (Tijuana International Airport and Guadalajara International Airport,
respectively). Alma has recently announced the addition of new airplanes to its
fleet, which we anticipate will lead to increased frequencies and routes at and
among our airports, which, in turn, will increase our passenger traffic. In
2006, one new low-cost carier (Vivaaerobus) received a license from the SCT. It

30

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began operations in November 2006 and we expect that
it may have a positive effect on traffic at our airports in 2007. The following
table sets forth the top ten airports in Mexico by number of commercial
aviation passengers in 2006.

Principal
Mexican Airports by Passenger Traffic

|                 |  |                                                          | 
|---------------- |  | -------------------------------------------------------- | 
|Airport          |  | 2006 Commercial
  Aviation
  Passengers(1)(in thousands)
|                 |  |                                                         
|Mexico City      |  | 24,573                                                   | 
|Cancún           |  | 9,742                                                    | 
|Guadalajara*     |  | 6,350                                                    | 
|Monterrey        |  | 5,253                                                    | 
|Tijuana*         |  | 3,759                                                    | 
|Puerto Vallarta* |  | 2,978                                                    | 
|Los Cabos*       |  | 2,721                                                    | 
|Toluca           |  | 2,051                                                    | 
|Hermosillo*      |  | 1,157                                                    | 
|Bajío*           |  | 1,156                                                    | 

---

|                                                             |                                         
|------------------------------------------------------------ | ----------------------------------------
|*                                                            | Indicates airports operated
  by us.    
|                                                            
|(1)                                                          | Excluding general aviation
  passengers.
|                                                            
|Source: Mexican Bureau of
  Civil Aviation and company data.

Guadalajara
and Tijuana are among Mexicos most important manufacturing, industrial and
commercial centers. Both cities have significant maquiladoraindustries. A maquiladoraplant
is a manufacturing facility to which most raw materials are imported and from
which finished products are exported, with the manufacturer paying tariffs only
on the value added in Mexico. Maquiladoraplants were originally
concentrated along the Mexico-U.S. border, but more recently have moved farther
south in order to access lower labor costs and a larger and more diverse labor
pool, and to take greater advantage of certain inputs available from Mexican
suppliers. In 2006, our Guadalajara International Airport and our Tijuana
International Airport constituted Mexicos third and fifthbusiest airports, respectively, in terms of
passenger traffic according to the Mexican Bureau of Civil Aviation. In 2005
and 2006, our Guadalajara International Airport and our Tijuana International
Airport together represented approximately 47.7% and 49.3%, respectively, of
our terminal passenger traffic and 44.4% and 45.9%, respectively, of our total
revenues.

Four
of our airports, Puerto Vallarta International Airport, Los Cabos International
Airport, La Paz International Airport and Manzanillo International Airport,
serve popular Mexican tourist destinations. Of these tourist destinations,
Puerto Vallarta and Los Cabos are the largest, with Puerto Vallarta
constituting Mexicos second largest international tourist destination and Los
Cabos the third largest in terms of visitors in 2006, according to the Mexican
National Institute of Migration (Instituto
Nacional de Migración). Puerto
Vallarta attracted approximately 3.0 million terminal passengers in 2006, while
Los Cabos attracted approximately 2.7 million terminal passengers in 2006. In
2006, our Puerto Vallarta

31

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International Airport and our Los Cabos International
Airport together represented 27.8% of our terminal passengers and 32.6% of our
total revenues.

Mexico
was the 8th largest tourist destination in the world in 2005 in terms of
international arriving tourists (20.6 million), according to the World Tourism
Organization. Within Latin America and the Caribbean, Mexico ranked first in
2005 in terms of number of foreign visitors and income from tourism, according
to the World Tourism Organization. The tourism industry is one of the largest
generators of foreign exchange in the Mexican economy, contributing U.S.$11.8
billion in 2005, according to the World Tourism Organization.

The
remaining six airports in our group serve mid-sized citiesHermosillo, Leon,
Morelia, Aguascalientes, Mexicali and Los Mochiswith diverse economic
activities. These cities are industrial centers (Hermosillo, Leon,
Aguascalientes and Mexicali) and/or the hubs of important agricultural regions
(Leon, Morelia and Los Mochis). Of these six airports, Hermosillo has the
greatest passenger traffic volume. In 2006, Hermosillo accounted for
approximately 5.6% of our terminal passenger traffic and 4.5% of our total
revenues. In 2006, our six airports serving mid-sized cities accounted for
approximately 19.6% of our terminal passenger traffic and 18.0% of our total
revenues.

Our
Sources of Revenues

Aeronautical
Services

Aeronautical
services represent the most significant source of our revenues. In 2004, 2005
and 2006, aeronautical services revenues represented approximately 82.4%, 81.5%
and 81.4%, respectively, of our total revenues. All of our revenues from
aeronautical services are regulated under the maximum-rate price regulation system
applicable to our airports.

Our
revenues from aeronautical services are derived principally from the charges
listed below. Aeronautical services revenues are principally dependent on the
following factors: passenger traffic volume, the number of air traffic
movements, the weight of the aircraft, the duration of an aircrafts stay at
the airport and the time of day the aircraft operates at the airport.

Passenger Charges

We
earn a passenger charge for each departing passenger on an aircraft (other than
diplomats, infants and transfer and transit passengers). We do not collect
passenger charges from arriving passengers. Passenger charges are automatically
included in the cost of a passengers ticket and we issue invoices for those charges
to each airline on a weekly basis and record an account receivable for the
invoice corresponding to a flight during the actual month of the flight.

Pursuant
to our agreement with our principal airline customers signed in 2003 and
renewed in March 2005, our principal airline customers were required to pay us
no later than 152 days after our invoice delivery date. In 2005 and 2006, on a
weighted average basis, we generally have received payment within 81 to 88 days
and 84 to 93 days, respectively. The actual term for payment is dependent upon
interest rates on short-term Mexican treasury bills, or

32

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Cetes, with longer payment periods during
periods of lower interest rates (within a defined range).

From
April 1999 to January 2000, passenger charges increased by 1% monthly for all
domestic passengers departing from any of our 12 airports. In October 2000
passenger charges increased by 5% for domestic passengers departing from our La
Paz, Tijuana, Puerto
Vallarta, Los Cabos and Los Mochis international airports. In June 2001, both
domestic and international passenger charges increased by amounts ranging from
15% to 24% for all passengers departing from our Guadalajara, Puerto Vallarta,
Los Cabos, Hermosillo, Bajío, La Paz and Los Mochis international airports. In
August 2003 our international passenger charges increased by amounts ranging
from 9% to 26%, when we increased the domestic passenger charges in all of our
airports, except for the Aguascalientes, Manzanillo, Puerto Vallarta and Los
Cabos international airports in exchange for a reduction in our prices for
other aeronautical services, pursuant to the agreement reached with our
principal airline customers, which expired at year-end 2004. In August 2003, in
the case of Puerto Vallarta and Los Cabos, we reduced domestic passenger
charges by 12% because we increased international passenger charges by 9% and
18% respectively, pursuant to an agreement signed with our principal airlines
customers. In mid-2004, we increased passenger charges by amounts ranging from
3% to 8% for both domestic and international passengers. In March 2005, we
entered into a renewal agreement with these customers that expired in December
2006. In December 2006 a new agreement was signed, pursuant to which, in March
2007, we increased domestic passenger charges by amounts ranging from 7.28% to
17.28% at all of our airports and increased international passenger charges by
amounts ranging from 7.28% to 15.28% at all of our airports. The new agreement
is set to cover an increasing percentage of total passenger charges over the
years 2007, 2008 and 2009 and has set prices for each aeronautical service over
this three-year period, with increases only possible as a result of increases
in the Cosumer Price Index (Indice Nacional de Precios al Consumidor)published
by the Mexican Central Bank.

It
is important to note that, although the SCT may authorize an increase in our
maximum rates, we must negotiate with our principal airline customers the
specific rates applicable to each aeronautical activity. As a result, we are
not always able to increase prices up to the amount of maximum rates.

International
passenger charges are currently dollar-denominated, but are collected in pesos
based on the average exchange rate during the month prior to the flight.
Domestic passenger charges are peso-denominated. In 2005 and 2006, passenger charges
represented approximately 80.2% and 80.0%, respectively, of our aeronautical
services revenues and approximately 65.4% and 65.1%, respectively, of our total
revenues. Passenger charges vary at each of our
airports and based on the destination of each flight. Passenger charges for
international flights are denominated in U.S. dollars and the value of our
revenues from those charges is therefore affected by fluctuations in the value
of the U.S. dollar as compared to the peso.

Aircraft Landing Charges

We
collect landing charges from carriers for their use of our runways,
illumination systems on the runways and other visual landing assistance
services. Our landing charges are

33

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different for each of our airports and are based on
each landing aircrafts weight (determined as an average of the aircrafts
weight without fuel and maximum takeoff weight), the time of the landing, the
origin of the flight and the nationality of the airline or client. In 2005 and
2006, aircraft landing charges represented approximately 6.2% and 6.1%,
respectively, of our aeronautical revenues and 5.0% and 4.0 %, respectively, of
our total revenues.

Aircraft Parking, Boarding and Unloading Charges

We
collect various charges from carriers for the use of our facilities by their
aircraft and passengers after landing. We collect aircraft parking charges
based on the time an aircraft is at an airports gate or parking position. Each
of these charges varies based on the time of day or night that the relevant
service is provided (with higher fees generally charged during peak usage
periods and at night), the aircrafts maximum takeoff weight, the origin and
destination of the flight and the nationality of the airline or client. We
collect aircraft parking charges the entire time an aircraft is on our aprons.

Aircraft Long-Term Parking Charges

We
collect charges from our carriers for the long-term use of facilities at our
airports for aircraft long-term parking that does not involve the loading or
unloading of passengers or cargo. These charges are based on the time of day or
night the aircraft is parked at our facilities, the length of time the aircraft
is parked at our facilities and the nationality of the airline or client. Together with our aircraft
parking, boarding and unloading charges described above, in 2005 and 2006,
these charges represented approximately 5.3% of our aeronautical services
revenues and 4.3% of our total revenues.

Passenger
Walkway Charges

Airlines
are also assessed charges for the connection of their aircraft to our terminals
through a passenger walkway and for the transportation of passengers between
terminals and aircraft via mini-buses and other vehicles. Until March 2005,
these charges were based on the amount of time each service was used, the
number of these services used, the time of day the services were used, the
origin and destination of the flight and the nationality of the airline or
client. Since April 1, 2005, charges for use of passenger walkways continue to
be assessed as described above, but charges for the transportation of customers
between terminals and aircraft via mini-buses and other vehicles have been
determined based on the number of trips taken between the terminal and the
aircraft. Passenger walkways are only available at our Guadalajara, Tijuana,
Puerto Vallarta and Bajio international airports. In each of 2005 and 2006, these
charges represented approximately 1.1% of our aeronautical services revenues
and approximately 0.9% of our total revenues

Airport Security Charges

We
also assess an airport security charge, which is collected from each airline,
based on the number of its departing terminal passengers (excluding infants,
diplomats and transit passengers), for use of our x-ray equipment, metal
detectors and other security equipment and personnel. These charges are based
on the time of day the services are used, the number of departing passengers
and the destination of the flight. We provide airport security services at

34

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our airports directly. In each of 2005 and 2006, these
charges represented approximately 1.4% of our aeronautical services revenues
and approximately 1.1% of our total revenues.

The
Mexican Bureau of Civil Aviation, Mexicos federal authority on aviation, and
the Office of Public Security (Secretaría de
Seguridad Pública) issue guidelines for airport security in Mexico.
In response to the September 11, 2001 terrorist attacks in the United States,
we took additional steps to increase security at our airports. At the request
of the Federal Aviation Authority of the United States, the Mexican Bureau of
Civil Aviation issued directives in October 2001 establishing new rules and
procedures to be adopted at our airports. Under these directives, these rules
and procedures were implemented immediately and for an indefinite period of
time.

To comply
with these directives, we reinforced our security by:

|  |                                                                                                                                                                                                                                            
|- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | adding security personnel, some of which is
  contracted with third-party providers;                                                                                                                                                       
|  |                                                                                                                                                                                                                                            
| | updating and amending our emergency security and
  contingency plans and the responsibilities of security personnel relating
  thereto;                                                                                                    
|  |                                                                                                                                                                                                                                            
| | establishing security supervision committees at each
  of our airports;                                                                                                                                                                    
|  |                                                                                                                                                                                                                                            
| | increasing the sensitivity and technology of metal
  detectors and introducing new procedures for x-ray inspection of baggage and
  screening for explosives;                                                                              
|  |                                                                                                                                                                                                                                            
| | increasing and improving the training of security
  personnel;                                                                                                                                                                             
|  |                                                                                                                                                                                                                                            
| | coordinating security measures and emergency plans
  with operators of complementary and commercial services at our airports;                                                                                                              
|  |                                                                                                                                                                                                                                            
| | implementing a higher-security employee
  identification system;                                                                                                                                                                           
|  |                                                                                                                                                                                                                                            
| | hiring third-party providers of security equipment
  installation services;                                                                                                                                                                
|  |                                                                                                                                                                                                                                            
| | establishing security review procedures at all of
  our airports; and                                                                                                                                                                      
|  |                                                                                                                                                                                                                                            
| | installing a closed-circuit television security
  monitoring system at our Guadalajara International Airport, with plans to
  install similar systems at our Tijuana International Airport and our Puerto
  Vallarta International Airport.

Several of our airline customers have also contributed to the enhanced
security at our airports as they have adopted new procedures and rules issued
by the Mexican Bureau of Civil Aviation applicable to airlines. Some measures
adopted by the airlines include adding more points for verification of
passenger identification, inspecting baggage prior to check-in and reinforcing
controls over access to airplanes by various service providers (such as baggage
handlers and food service providers). In the future, we hope to reach a global
agreement with the airlines regarding the respective responsibilities of them
and us for baggage screening and the cost thereof.

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Complementary
Services

At
each of our airports, we earn revenues from charging access and other fees to
third-party providers of baggage handling services, catering services, aircraft
maintenance and repair services and fuel services at our airports. These fees
are included in the revenues that are regulated under our maximum-rate price
regulation system and are determined for each third-party service provider
based on a percentage of its total revenues. In 2005 and 2006, revenues from
these access fees represented approximately 1.9% of our aeronautical revenues
services and 1.5% and 1.6%, respectively, of our total revenues. We currently
maintain contracts with 18 companies that provide the majority of these
complementary services at our 12 airports.

Under
the Mexican Airport Law, we are required to provide complementary services at
each of our airports if there is no third party providing such services. For
example, SEAT, which is controlled by Aeromexico and Mexicana through a joint
venture, currently provides the majority of the baggage handling services at
our airports. If the third parties currently providing these services ceased to
do so, we would be required to provide these services or find other third
parties to provide such services.

The
Mexican Airport and Auxiliary Services Agency (Aeropuertos
y Servicios Auxiliares) maintains an exclusive contract to sell fuel
at all of our airports and we charge the Mexican Airport and Auxiliary Services
Agency a nominal access fee. The Mexican Airport and Auxiliary Services Agency
in turn is required to purchase all of its fuel from Petróleos Mexicanos, or
PEMEX. In the event that the Mexican government privatizes fuel supply
activities in the future, the terms of our concessions provide that it will do
so through a competitive bidding process.

Leasing
of Space to Airlines

In
addition, we derive regulated revenues from leasing to airlines space in our
airports that is necessary for their operations, such as ticket counters,
monitors and back offices. In 2005 and 2006, leasing of space to airlines represented
approximately 4.0% and 4.1%, respectively, of our aeronautical services
revenues and approximately 3.2% and 3.4%, respectively, of our total revenues

Cargo
Handling

In
2006, our 12 airports handled approximately 160.5 thousand metric tons of
cargo. Guadalajara International Airport represents the most significant
portion of our cargo volume, accounting for approximately 77.0% of the cargo
handled by our 12 airports in 2006. Increases in our cargo volume are
beneficial to us for purposes of maximum rate calculations, as cargo increases
the number of our workload units.

Cargo-related
revenues include revenues from the leasing of space in our airports to handling
agents and shippers, landing fees for each arriving aircraft carrying cargo and
a portion of the revenues derived from other complementary services for each
workload unit of cargo. Cargo-related revenues are largely regulated and
therefore subject to maximum rates applicable to regulated revenues sources.

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Revenues
from cargo handling in our airports historically have represented a negligible
portion of our total revenues, but we believe that Mexico has significant
potential for growth in the volume of cargo transported by air. The SCT
estimates that less than 0.2% of the cargo transported in Mexico in 2006 was
transported by air, which we believe to be substantially lower than the
comparable percentage in many other countries. A substantial portion of cargo
originating in the United States and destined for Latin America is currently
handled in the Miami and Los Angeles international airports, and we believe
that a portion of this cargo could instead be routed more efficiently through our
Guadalajara International Airport or our Tijuana International Airport.

Permanent
Ground Transportation

We
receive revenues from ground transportation vehicles and taxi companies who pay
an access fee to operate on our airports premises. Our revenues from providers
of ground transport services deemed permanent under applicable Mexican law,
such as access fees charged to taxis, are subject to price regulation.

Non-aeronautical Services

General

Non-aeronautical
services historically have generated a significantly smaller portion of our
revenues as compared to aeronautical services, although the contribution to our
total revenues from non-aeronautical services has increased in recent years
from approximately 11.4% in 2002 to approximately 18.6% in 2006 (revenues from
non-aeronautical services consisted of approximately 18.5% in 2005). We
estimate that this contribution will continue to increase because we continue
to expand commercial spaces
inside our terminals and we are additionally beginning to focus on developing
commercial spaces outside of our terminal buildings.
Our revenues from non-aeronautical services are principally derived from
commercial activities.

None
of our revenues from non-aeronautical services are regulated under our
maximum-rate price regulation system.

Revenues
from Commercial Activities

Leading
privatized airports typically generate a significant portion of their revenues
from commercial activities. An airports revenues from commercial activities
are largely dependent on passenger traffic, its passengers level of spending,
its terminal design, the mix of commercial tenants and how fees are charged to
businesses operating in the commercial area of the airport. Revenues from
commercial activities depend substantially on the percentage of traffic
represented by international passengers, who tend to spend greater amounts at
our airports, particularly on duty-free items. The contribution to our total
revenues of our commercial activities has increased significantly, from
approximately 10.8% in 2002 to approximately 17.8% in 2006.

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We
currently have the following types of commercial activities in each of our
airports:

|  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | Parking
  facilities We operate the car parking facilities at all of
  our airports except Tijuana International Airport. Our main car parking
  facility is at the Guadalajara International Airport, and it is managed
  through an operation and mantainance contract with a third party, pursuant to
  which we pay 22% of the revenues to the third party. At the other ten
  airports at which we operate parking facilities, we operate them directly.
  The parking facilities at our Tijuana International Airport are currently
  operated by a third-party pursuant to a long-term lease agreement signed with
  them by our predecessor, the Mexican Airport and Auxiliary Services Agency,
  prior to the granting of our concessions. This lease will expire in 2007 and
  we believe that we will resume operation of the Tijuana parking facility at
  the beginning of 2008, which should help us to increase our commercial
  revenues. In August 2001, we acquired the right to operate the parking
  facilities at seven of our airports that were previously operated by
  third-party providers. Revenues from parking facilities at our airports
  currently are not regulated under our maximum rates, although they could
  become regulated upon a finding by the Mexican Antitrust Commission (Comisión Federal de Competencia) that
  there are no competing alternatives for such parking.
|  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
| | Leasing
  of spaceRevenues that we derive from the leasing of space
  in our terminals to airlines and complementary service providers for certain
  non-essential activities such as first class/VIP lounges are not subject to
  price regulation under our maximum rates and are classified by us as
  non-aeronautical commercial activities.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
| | Retail
  storesInrecent
  years we have completed renovation projects to improve the product mix of
  retail stores in the commercial areas at our Guadalajara, Puerto Vallarta,
  Los Cabos, Bajío, Tijuana, Manzanillo, Morelia and La Paz international
  airports. We intend to implement similar projects at all of our airports.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
| | Food
  and beverage servicesInrecent years we have completed clean up projects with
  respect to our restaurant and bar leases, in order to bring in providers with
  recognizable brand names more likely to increase consumer traffic in our
  commercial areas. As of December 31, 2006, we had completed these projects at
  our Guadalajara, Puerto Vallarta, Los Cabos, Bajío, Aguascalientes, Morelia,
  Hermosillo, La Paz and Manzanillo international airports. We intend to
  implement similar projects at all of our airports.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
| | Car
  rentalsWehave
  recently remodeled the areas used by car rental agencies to which we lease
  space at our airports and have sought to bring in a greater percentage of
  internationally-known name-brand car rental providers.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
| | Time-share
  marketing and salesWereceive revenues from time-share
  developers to which we rent space in our airports for the purpose of
  marketing and sales of time-share units.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
| | Duty-free
  storesWecurrently
  have duty-free stores at four of our 12 airports. These stores are most
  lucrative at our Puerto Vallarta, Los Cabos and Guadalajara airports, where
  we have a greater number of international passengers. Since 2002, we have
  opened new duty-free stores at our Guadalajara, Los Cabos, Puerto Vallarta
  and Bajío international airports that are larger and better located than the
  duty-free stores previously existing at those                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          

38

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|  |                                                                                                                                                                                                                                                                                                                                                                                                             
|- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|  | airports. During 2006 we opened two new duty-free
  stores in the international baggage claim area at the Guadalajara airport.
  These stores are currently the only ones at any airport in Mexico that are
  designed to target arriving  as opposed to departing  passengers.                                                                                                                           
|  |                                                                                                                                                                                                                                                                                                                                                                                                             
| | AdvertisingIn
  2005, we entered into a contract with the leading advertising agency in
  Mexico, pursuant to which we have developed a greater number of, and more
  strategically located, billboards and other advertising spaces at our airports.                                                                                                                                                      
|  |                                                                                                                                                                                                                                                                                                                                                                                                             
| | CommunicationsWehave consolidated all of the
  telephone and Internet service at our airports with one provider. As of
  December 31, 2006, we had completed the installation of wireless Internet
  service at 12 of our airports.                                                                                                                                                                        
|  |                                                                                                                                                                                                                                                                                                                                                                                                             
| | Financial
  servicesIn recent years wehave expanded and modernized the spaces we lease to financial
  services providers such as currency exchange bureaus, and have additionally
  improved our contracts with several of the financial services providers at
  our airports to provide for access fees based on a percentage of the revenues
  recorded by those providers rather than fixed yearly fees.
|  |                                                                                                                                                                                                                                                                                                                                                                                                             
| | Ground
  transportationOurrevenues from providers of ground transportation services deemed
  non-permanent under applicable Mexican law, such as access fees charged to
  charter buses, are not subject to price regulation under our maximum rates
  and are classified by us as non-aeronautical commercial activities.                                                                               

Domestic
passengers represented approximately 60.8% of our terminal passenger traffic in
2006. In addition, we estimate that a significant minority of our international
passengers are lower-income Mexicans traveling to or from the United States. We
believe that the spending habits of these Mexican international passengers are
more similar to the spending habits of our domestic passengers, who generally
purchase fewer products than other international passengers.

Recent
Expansion and Development of Commercial Areas

Leading
privatized airports typically generate a greater portion of their revenues from
commercial activities than we currently do. We estimate that, prior to 2002,
revenues from commercial activities in our airports generally accounted for
less than 12% of the total revenues generated by our airports. In contrast, we
believe that revenues from commercial activities account for up to 40% or more
of the consolidated revenues of many leading privatized airports. While we
expect aeronautical revenues to continue to represent a substantial majority of
our future revenues, we expect that the future growth of our revenues from
commercial activities will exceed the growth of our aeronautical revenues. As
the main part of our business strategy, since we took over control of our
airports, we have made it a priority to increase our revenues from commercial
activities in our airports, from a combination of:


Redesigning and expanding the space available in our airport terminals
allocated to commercial activities.

In
order to increase our revenues from commercial activities, we have focused on
expanding and redesigning the layout of certain terminals in our airports to
allow for the

39

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inclusion of more commercial businesses, as well as to
redirect the flow of passengers through our airports, increasing their exposure
to the commercial businesses that are operating at our airports. In the fisrt
half of 2006, we finished our expansions in the Puerto Vallarta International
Airport and the Los Cabos International Airport, adding approximately 1,400 square
meters of additional commercial space, including areas leased to the time-share
developers.

In
the first half of 2007 we refurbished the main hall and external areas of the
Hermosillo airport, adding about 185 square meters of commercial space. We are
currently undertaking the expansion of the Terminal 2 building at the
Guadalajara airport and building a satellite building at the Puerto Vallarta
airport, which will each be operative in the second half of 2007, adding 114
and 1,470 square meters of commercial space, respectively, to these airports.
An additional 65 square meters of commercial space at the Hermosillo airport
will be developed at the beginning of 2008. Further expansion projects at the
Guadalajara and Los Cabos airports will provide approximately 5,000 square
meters of commercial spaces at these two airports, which will become usable in 2009.


Renegotiating agreements with terminal tenants to be more consistent with
market practices.

We
have also continued improving our lease arrangements with existing tenants
through the usage of royalty-based lease contracts, whereby lease amounts are
based on tenants revenues, subject to minimum fixed amounts related to the
square footage. We estimate that approximately 61% of our commercial agreements
could be arranged as royalty-based contracts based on the nature of our
tenants operations. Of those, we estimate that we have updated and signed
approximately 90% of the agreements. In 2001, less than 5% of our lease
contracts provided for royalty payments.


Recovering the rights to several retail and car parking businesses at our
airports previously operated by third parties.

Prior
to 1999, our predecessor entered into several contracts with third-party
operators to develop new space and modernize existing space at our 12 airports.
Several of these contracts were long-term lease agreements pursuant to which
the third-party service provider, in exchange for assuming all risks during the
construction and modernization phase of each development project, acquired the
exclusive right to operate the new commercial areas once developed. Many of the
most lucrative commercial areas within our principal airports were leased by
our predecessor to third parties on a long-term basis.

In
some cases these long-term leases also gave the third-party operators the right
to operate not only commercial activities, but also passenger walkways,
transportation and other activities in the commercial areas subject to the
leases. We acquired our concessions from our predecessor subject to these
long-term lease obligations and have sought to recover the third parties lease
rights. In recent years we have recovered, by compensating leaseholders for
early termination of their leases, several significant leases previously held
by third parties who managed our commercial areas and received all revenues
from the operations in those areas. We now manage several of those areas
directly and have thereby increased our revenues from commercial activities.

40

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At
December 31, 2006, there were only two material commercial activities at our
airports that remained subject to third-party leases under which we receive
nominal or no revenue:

| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
| | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |  Hotel at Guadalajara
  International Airport. Coco Club was granted the right by the
  Mexican Airport and Auxiliary Services Agency to operate the following
  commercial space at our Guadalajara International Airport in exchange for the
  construction and remodeling of certain commercial areas and infrastructure at
  the airport: (i) the commercial space located in the hallway leading to the
  gate area for domestic flights, (ii) the majority of the commercial space in
  the gate area itself , (iii) the commercial space in the bridge connecting
  the airport to the airport hotel and (iv) the hotel itself. In September
  1998, Coco Club transferred all of these rights to a third party except for
  the right to operate the hotel for a period of 15 years from March 1993 in
  exchange for its obligation to construct such hotel. In May 2004, we
  recovered the right to operate the commercial areas previously operated by
  the third party that received its rights from Coco Club. Coco Club has the
  right to renew the contract and continue operating the hotel for another
  15-year period from March 2008.
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
| |  Car parking at
  Tijuana International Airport. Constructora Comar, S.A. de C.V.,
  or Comar, was granted the right by the Mexican Airport and Auxiliary Services
  Agency to construct and operate five-floor parking facilities within our
  Tijuana International Airport. This lease is currently scheduled to expire in
  2007. Pursuant to the terms of our concession to operate the Tijuana
  International Airport, all improvements made by Comar will become our property
  upon expiration of the lease, at no material cost to us. We expect that at
  the beginning of 2008 we could recover the existing parking facilities in the
  Tijuana International Airport.                                                                                                                                                                                                                                                                                                                                                                                                                                                                         

Our
Airports

In
2006, our airports served a total of approximately 20.5 million terminal
passengers. In 2006, our two principal airports that serve important
metropolitan areas, Guadalajara International Airport and Tijuana International
Airport, together represented approximately 49.3% of our total terminal passenger
traffic. Puerto Vallarta International Airport and Los Cabos International
Airport, our main airports serving popular tourist destinations, together
accounted for approximately 27.8% of our total terminal passenger traffic in
2006. Hermosillo International Airport, which is our largest airport serving a
mid-sized city, accounted for approximately 5.6% of our total terminal
passenger traffic in 2006.

All
of our airports are designated as international airports under applicable
Mexican law, meaning that they are equipped to receive international flights
and maintain customs and immigration facilities operated by the Mexican
government.

The
following table shows the revenues for each of the airports for the years
indicated.

Revenues by Airport

41

---



|                  |  |                         |           |                      |     |                      |  |     |           | 
|----------------- |  | ----------------------- | --------- | -------------------- | --- | -------------------- |  | --- | --------- | 
|                  |  | Year ended December 31, |          
|                  |  |                         |          
|                  |  | 2004                    |           | 2005                 |     | 2006                 | 
|                  |  |                         |           |                      |     |                      | 
|                  |  | (thousands of Pesos)    |           | (thousands of Pesos) |     | (thousands of Pesos) | 
|Guadalajara       |  | Ps.                     | 793,137   |                      | Ps. | 857,652              |  | Ps. | 974,001   | 
|Tijuana           |  |                         | 326,279   |                      |     | 339,913              |  |     | 374,298   | 
|Puerto
  Vallarta |  |                         | 333,637   |                      |     | 427,466              |  |     | 466,832   | 
|Los
  Cabos       |  |                         | 336,108   |                      |     | 448,804              |  |     | 489,920   | 
|Hermosillo        |  |                         | 126,607   |                      |     | 136,600              |  |     | 133,110   | 
|Bajío             |  |                         | 143,571   |                      |     | 161,854              |  |     | 168,063   | 
|Morelia           |  |                         | 83,177    |                      |     | 94,657               |  |     | 89,825    | 
|La Paz            |  |                         | 60,742    |                      |     | 66,253               |  |     | 67,963    | 
|Aguascalientes    |  |                         | 43,557    |                      |     | 45,271               |  |     | 52,304    | 
|Mexicali          |  |                         | 56,119    |                      |     | 59,643               |  |     | 58,461    | 
|Los Mochis        |  |                         | 27,139    |                      |     | 25,358               |  |     | 27,292    | 
|Manzanillo        |  |                         | 24,905    |                      |     | 32,792               |  |     | 33,737    | 
|                  |  |                         |           |                      |     |                      |  |     |           | 
|Total             |  | Ps.                     | 2,354,976 |                      | Ps. | 2,696,264            |  | Ps. | 2,935,806 | 
|                  |  |                         |           |                      |     |                      |  |     |           | 

The
following tables set forth the passenger traffic volume for each of our
airports for the years indicated:

Passenger Traffic

|                    |  |                         |  |            |  |            |  |             |  |            |  |            |  |             |  |            |  |            | 
|------------------- |  | ----------------------- |  | ---------- |  | ---------- |  | ----------- |  | ---------- |  | ---------- |  | ----------- |  | ---------- |  | ---------- | 
|                    |  | Year ended December 31, | 
|                   
|                    |  | 2004                    |  | 2005       |  | 2006       | 
|                    |  |                         |  |            |  |            | 
|                    |  | Terminal(1)             |  | Transit(2) |  | Total      |  | Terminal(1) |  | Transit(2) |  | Total      |  | Terminal(1) |  | Transit(2) |  | Total      | 
|                    |  |                         |  |            |  |            |  |             |  |            |  |            |  |             |  |            |  |            | 
|Total
  passengers: |  |                         |  |            |  |            |  |             |  |            |  |            |  |             |  |            |  |            | 
|Guadalajara         |  | 5,392,108               |  | 650,046    |  | 6,042,154  |  | 5,656,023   |  | 536,921    |  | 6,192,944  |  | 6,350,377   |  | 496,578    |  | 6,846,955  | 
|Tijuana             |  | 3,392,024               |  | 3,200      |  | 3,395,224  |  | 3,472,074   |  | 3,453      |  | 3,475,527  |  | 3,759,390   |  | 5,363      |  | 3,764,753  | 
|Puerto Vallarta     |  | 2,279,369               |  | 23,603     |  | 2,302,972  |  | 2,758,825   |  | 16,142     |  | 2,774,967  |  | 2,978,378   |  | 11,696     |  | 2,990,074  | 
|Los Cabos           |  | 1,827,168               |  | 75,135     |  | 1,902,303  |  | 2,466,733   |  | 62,623     |  | 2,529,356  |  | 2,720,955   |  | 37,627     |  | 2,758,582  | 
|Hermosillo          |  | 1,216,885               |  | 251,520    |  | 1,468,405  |  | 1,206,729   |  | 201,040    |  | 1,407,769  |  | 1,157,222   |  | 226,514    |  | 1,383,736  | 
|Bajío               |  | 1,045,433               |  | 36,926     |  | 1,082,359  |  | 1,114,939   |  | 40,443     |  | 1,155,382  |  | 1,156,564   |  | 33,263     |  | 1,189,827  | 
|Morelia             |  | 610,305                 |  | 25,336     |  | 635,641    |  | 668,327     |  | 25,231     |  | 693,558    |  | 599,043     |  | 54,452     |  | 653,495    | 
|La Paz              |  | 437,584                 |  | 90,430     |  | 528,014    |  | 449,799     |  | 99,558     |  | 549,357    |  | 460,035     |  | 59,643     |  | 519,678    | 
|Aguascalientes      |  | 364,105                 |  | 29,521     |  | 393,626    |  | 353,910     |  | 28,507     |  | 382,417    |  | 386,407     |  | 28,519     |  | 414,926    | 
|Mexicali            |  | 536,560                 |  | 13,756     |  | 550,316    |  | 544,987     |  | 11,547     |  | 556,534    |  | 502,192     |  | 5,620      |  | 507,812    | 
|Los Mochis          |  | 223,953                 |  | 123,149    |  | 347,102    |  | 202,656     |  | 89,935     |  | 292,591    |  | 209,664     |  | 59,782     |  | 269,446    | 
|Manzanillo          |  | 190,664                 |  | 9,408      |  | 200,072    |  | 240,184     |  | 9,275      |  | 249,459    |  | 233,901     |  | 6,967      |  | 240,868    | 
|                    |  |                         |  |            |  |            |  |             |  |            |  |            |  |             |  |            |  |            | 
|                    |  |                         |  |            |  |            |  |             |  |            |  |            |  |             |  |            |  |            | 
|Total               |  | 17,516,158              |  | 1,332,030  |  | 18,848,188 |  | 19,135,186  |  | 1,124,675  |  | 20,259,861 |  | 20,514,128  |  | 1,026,024  |  | 21,540,152 | 
|                    |  |                         |  |            |  |            |  |             |  |            |  |            |  |             |  |            |  |            | 

|                               |  |          |           |               |  |           |  |               |           |          |  |               |  |       |           |  |  |           |  |  |            | 
|------------------------------ |  | -------- | --------- | ------------- |  | --------- |  | ------------- | --------- | -------- |  | ------------- |  | ----- | --------- |  |  | --------- |  |  | ---------- | 
|                               |  | 2004     |           | 2005          |  | 2006      | 
|                               |  |          |           |               |  |           | 
|                               |  | Domestic |           | International |  | Domestic  |  | International |           | Domestic |  | International |  | Total |          
|                               |  |          |           |               |  |           |  |               |           |          |  |               |  |       |          
|Terminal departing passengers: |  |          |           |               |  |           |  |               |           |          |  |               |  |       |           |  |  |           |  |  |            | 
|Guadalajara                    |  |          | 1,783,691 |               |  | 958,728   |  |               | 1,741,436 |          |  | 1,131,123     |  |       | 2,004,996 |  |  | 1,228,008 |  |  | 3,233,004  | 
|Tijuana                        |  |          | 1,548,153 |               |  | 9,605     |  |               | 1,580,619 |          |  | 11,978        |  |       | 1,718,594 |  |  | 14,003    |  |  | 1,732,597  | 
|Puerto Vallarta                |  |          | 250,005   |               |  | 894,755   |  |               | 264,224   |          |  | 1,119,937     |  |       | 299,085   |  |  | 1,196,867 |  |  | 1,495,952  | 
|Los Cabos                      |  |          | 170,851   |               |  | 744,484   |  |               | 206,261   |          |  | 1,028,119     |  |       | 258,382   |  |  | 1,103,803 |  |  | 1,362,185  | 
|Hermosillo                     |  |          | 445,115   |               |  | 64,258    |  |               | 453,781   |          |  | 58,105        |  |       | 463,700   |  |  | 50,318    |  |  | 514,018    | 
|Bajío                          |  |          | 308,655   |               |  | 218,223   |  |               | 298,673   |          |  | 264,061       |  |       | 314,553   |  |  | 270,108   |  |  | 584,661    | 
|Morelia                        |  |          | 191,489   |               |  | 125,926   |  |               | 183,837   |          |  | 159,696       |  |       | 160,327   |  |  | 146,616   |  |  | 306,943    | 
|La Paz                         |  |          | 199,612   |               |  | 23,835    |  |               | 201,262   |          |  | 28,408        |  |       | 219,230   |  |  | 18,108    |  |  | 237,338    | 
|Aguascalientes                 |  |          | 128,230   |               |  | 52,181    |  |               | 115,273   |          |  | 59,890        |  |       | 126,613   |  |  | 70,091    |  |  | 196,704    | 
|Mexicali                       |  |          | 218,672   |               |  | 1,544     |  |               | 214,947   |          |  | 2,255         |  |       | 207,283   |  |  | 2,578     |  |  | 209,861    | 
|Los Mochis                     |  |          | 102,797   |               |  | 9,145     |  |               | 91,759    |          |  | 9,389         |  |       | 98,228    |  |  | 5,703     |  |  | 103,931    | 
|Manzanillo                     |  |          | 37,434    |               |  | 57,649    |  |               | 56,337    |          |  | 64,059        |  |       | 56,489    |  |  | 60,724    |  |  | 117,213    | 
|                               |  |          |           |               |  |           |  |               |           |          |  |               |  |       |           |  |  |           |  |  |            | 
|                               |  |          |           |               |  |           |  |               |           |          |  |               |  |       |           |  |  |           |  |  |            | 
|Total                          |  |          | 5,384,704 |               |  | 3,160,333 |  |               | 5,408,409 |          |  | 3,937,020     |  |       | 5,927,480 |  |  | 4,166,927 |  |  | 10,094,407 | 
|                               |  |          |           |               |  |           |  |               |           |          |  |               |  |       |           |  |  |           |  |  |            | 

42

---



|                              |  |          |           |               |  |           |  |               |           |          |  |               |  |       |           |  |  |           |  |  |            | 
|----------------------------- |  | -------- | --------- | ------------- |  | --------- |  | ------------- | --------- | -------- |  | ------------- |  | ----- | --------- |  |  | --------- |  |  | ---------- | 
|                              |  | 2004     |           | 2005          |  | 2006      | 
|                              |  |          |           |               |  |           | 
|                              |  | Domestic |           | International |  | Domestic  |  | International |           | Domestic |  | International |  | Total |          
|                              |  |          |           |               |  |           |  |               |           |          |  |               |  |       |          
|Terminal arriving passengers: |  |          |           |               |  |           |  |               |           |          |  |               |  |       |           |  |  |           |  |  |            | 
|Guadalajara                   |  |          | 1,725,340 |               |  | 924,349   |  |               | 1,714,677 |          |  | 1,068,787     |  |       | 1,994,663 |  |  | 1,122,710 |  |  | 3,117,373  | 
|Tijuana                       |  |          | 1,833,615 |               |  | 651       |  |               | 1,879,102 |          |  | 375           |  |       | 2,024,934 |  |  | 1,859     |  |  | 2,026,793  | 
|Puerto Vallarta               |  |          | 297,440   |               |  | 837,169   |  |               | 315,388   |          |  | 1,059,276     |  |       | 353,159   |  |  | 1,129,267 |  |  | 1,482,426  | 
|Los Cabos                     |  |          | 182,709   |               |  | 729,124   |  |               | 225,463   |          |  | 1,006,890     |  |       | 278,373   |  |  | 1,080,397 |  |  | 1,358,770  | 
|Hermosillo                    |  |          | 634,552   |               |  | 72,960    |  |               | 636,350   |          |  | 58,493        |  |       | 597,345   |  |  | 45,859    |  |  | 643,204    | 
|Bajío                         |  |          | 354,342   |               |  | 164,213   |  |               | 345,517   |          |  | 206,688       |  |       | 351,608   |  |  | 220,295   |  |  | 571,903    | 
|Morelia                       |  |          | 191,973   |               |  | 100,917   |  |               | 179,968   |          |  | 144,826       |  |       | 150,296   |  |  | 141,804   |  |  | 292,100    | 
|La Paz                        |  |          | 204,559   |               |  | 9,578     |  |               | 208,037   |          |  | 12,092        |  |       | 211,850   |  |  | 10,847    |  |  | 222,697    | 
|Aguascalientes                |  |          | 135,533   |               |  | 48,161    |  |               | 123,116   |          |  | 55,631        |  |       | 127,844   |  |  | 61,859    |  |  | 189,703    | 
|Mexicali                      |  |          | 315,445   |               |  | 899       |  |               | 326,932   |          |  | 853           |  |       | 291,051   |  |  | 1,280     |  |  | 292,331    | 
|Los Mochis                    |  |          | 111,601   |               |  | 410       |  |               | 101,039   |          |  | 469           |  |       | 105,248   |  |  | 485       |  |  | 105,733    | 
|Manzanillo                    |  |          | 41,731    |               |  | 53,850    |  |               | 60,459    |          |  | 59,329        |  |       | 62,950    |  |  | 53,738    |  |  | 116,688    | 
|                              |  |          |           |               |  |           |  |               |           |          |  |               |  |       |           |  |  |           |  |  |            | 
|                              |  |          |           |               |  |           |  |               |           |          |  |               |  |       |           |  |  |           |  |  |            | 
|Total                         |  |          | 6,028,840 |               |  | 2,942,281 |  |               | 6,116,048 |          |  | 3,673,709     |  |       | 6,549,321 |  |  | 3,870,400 |  |  | 10,419,721 | 
|                              |  |          |           |               |  |           |  |               |           |          |  |               |  |       |           |  |  |           |  |  |            | 

|    |                                                                                                                                                          
|--- | ---------------------------------------------------------------------------------------------------------------------------------------------------------
|   
|(1) | Includes
  arriving and departing passengers as well as transfer passengers (passengers
  who arrive on one aircraft and depart on a different aircraft).
|    |                                                                                                                                                          
|(2) | Terminal
  passengers who arrive at our airports but generally depart without changing
  aircraft.                                                       

The
following table sets forth the air traffic movement capacity of each of our
airports as of December 31, 2006.

Capacity by Airport(1)

|                  |  |                                    |                      |                             |  |    | 
|----------------- |  | ---------------------------------- | -------------------- | --------------------------- |  | -- | 
|Airport           |  | Peak air trafficmovements per hour | Runway
  capacity(2) | Planned
  runwaycapacity(3)
|                  |  |                                    |                      |                            
|Guadalajara       |  | 37                                 |                      | 39                          |  | 39 | 
|Tijuana           |  | 20                                 |                      | 30                          |  | 30 | 
|Puerto
  Vallarta |  | 24                                 |                      | 30                          |  | 30 | 
|Los
  Cabos       |  | 26                                 |                      | 21                          |  | 33 | 
|Hermosillo        |  | 20                                 |                      | 28                          |  | 28 | 
|Bajío             |  | 12                                 |                      | 23                          |  | 23 | 
|Morelia           |  | 8                                  |                      | 16                          |  | 16 | 
|La Paz            |  | 11                                 |                      | 19                          |  | 19 | 
|Aguascalientes    |  | 8                                  |                      | 22                          |  | 22 | 
|Mexicali          |  | 8                                  |                      | 18                          |  | 18 | 
|Los
  Mochis      |  | 13                                 |                      | 19                          |  | 19 | 
|Manzanillo        |  | 7                                  |                      | 13                          |  | 13 | 

|    |                                                                                                                               
|--- | ------------------------------------------------------------------------------------------------------------------------------
|   
|(1) | 2006
  figures.                                                                                                               
|    |                                                                                                                               
|(2) | Air traffic
  movements per hour.                                                                                             
|    |                                                                                                                               
|(3) | Runway
  capacity expected upon completion of committed investments under our master
  development programs from 2005 to 2009.

The
following table sets forth the air traffic movements for each of our airports
for the years indicated.

43

---



Air Traffic Movements by Airport(1)

|                |  |                                 |         |      |  |         |  |  |         | 
|--------------- |  | ------------------------------- | ------- | ---- |  | ------- |  |  | ------- | 
|                |  | For the year ended December 31, |        
|                |  |                                 |        
|                |  | 2004                            |         | 2005 |  | 2006    | 
|                |  |                                 |         |      |  |         | 
|                |  |                                 |         |      |  |         |  |  |         | 
|Guadalajara     |  |                                 | 122,328 |      |  | 124,677 |  |  | 138,203 | 
|Tijuana         |  |                                 | 43,584  |      |  | 47,259  |  |  | 51,832  | 
|Puerto Vallarta |  |                                 | 37,116  |      |  | 43,495  |  |  | 45,557  | 
|Los Cabos       |  |                                 | 30,750  |      |  | 38,939  |  |  | 42,135  | 
|Hermosillo      |  |                                 | 44,200  |      |  | 44,680  |  |  | 46,122  | 
|Bajío           |  |                                 | 26,180  |      |  | 29,096  |  |  | 30,973  | 
|Morelia         |  |                                 | 16,390  |      |  | 18,166  |  |  | 18,144  | 
|La Paz          |  |                                 | 19,598  |      |  | 18,569  |  |  | 20,358  | 
|Aguascalientes  |  |                                 | 11,684  |      |  | 11,076  |  |  | 11,546  | 
|Mexicali        |  |                                 | 11,640  |      |  | 11,843  |  |  | 12,272  | 
|Los Mochis      |  |                                 | 19,116  |      |  | 18,705  |  |  | 20,419  | 
|Manzanillo      |  |                                 | 7,782   |      |  | 8,217   |  |  | 8,004   | 
|                |  |                                 |         |      |  |         |  |  |         | 
|Total           |  |                                 | 390,368 |      |  | 414,722 |  |  | 445,565 | 
|                |  |                                 |         |      |  |         |  |  |         | 

| |     |                                   
| | --- | ----------------------------------
| |    
| | (1) | Include
  departures and arrivals.

The
following table sets forth the average number of passengers per air traffic
movement for each of our airports for the years indicated:

Average Passengers per Air Traffic Movement by Airport(1)

|                        |  |                         |       |      |  |       |  |  |       | 
|----------------------- |  | ----------------------- | ----- | ---- |  | ----- |  |  | ----- | 
|                        |  | Year ended December 31, |      
|                        |  |                         |      
|                        |  | 2004                    |       | 2005 |  | 2006  | 
|                        |  |                         |       |      |  |       | 
|                        |  |                         |       |      |  |       |  |  |       | 
|Guadalajara             |  |                         | 49.39 |      |  | 49.67 |  |  | 49.54 | 
|Tijuana                 |  |                         | 77.90 |      |  | 73.54 |  |  | 72.64 | 
|Puerto Vallarta         |  |                         | 62.05 |      |  | 63.80 |  |  | 65.63 | 
|Los Cabos               |  |                         | 61.86 |      |  | 64.96 |  |  | 65.47 | 
|Hermosillo              |  |                         | 33.22 |      |  | 31.51 |  |  | 30.00 | 
|Bajío                   |  |                         | 41.34 |      |  | 39.71 |  |  | 38.42 | 
|Morelia                 |  |                         | 38.78 |      |  | 38.18 |  |  | 36.02 | 
|La Paz                  |  |                         | 26.94 |      |  | 29.58 |  |  | 25.53 | 
|Aguascalientes          |  |                         | 33.69 |      |  | 34.53 |  |  | 35.94 | 
|Mexicali                |  |                         | 47.28 |      |  | 46.99 |  |  | 41.38 | 
|Los Mochis              |  |                         | 18.16 |      |  | 15.64 |  |  | 13.20 | 
|Manzanillo              |  |                         | 25.71 |      |  | 30.36 |  |  | 30.09 | 
|                        |  |                         |       |      |  |       |  |  |       | 
|Average of all airports |  |                         | 48.28 |      |  | 48.85 |  |  | 48.34 | 
|                        |  |                         |       |      |  |       |  |  |       | 

| |     |                                                                                        
| | --- | ---------------------------------------------------------------------------------------
| |    
| | (1) | Includes number of total
  passengers within the total number of air traffic movements.

The
following table sets forth the air traffic movements in our airports for the
years indicated in terms of commercial, charter and general aviation:

Air
Traffic Movements by Aviation Category(1)

|                                 |  |                           |         |      |  |         |  |  |         | 
|-------------------------------- |  | ------------------------- | ------- | ---- |  | ------- |  |  | ------- | 
|                                 |  | Year ended
  December 31, |        
|                                 |  |                           |        
|                                 |  | 2004                      |         | 2005 |  | 2006    | 
|                                 |  |                           |         |      |  |         | 
|                                 |  |                           |         |      |  |         |  |  |         | 
|Commercial Aviation              |  |                           | 306,160 |      |  | 324,007 |  |  | 346,310 | 
|Charter Aviation                 |  |                           | 18,988  |      |  | 19,937  |  |  | 21,721  | 
|General Aviation (1) and
  other |  |                           | 65,220  |      |  | 70,778  |  |  | 77,534  | 
|                                 |  |                           |         |      |  |         |  |  |         | 
|Total                            |  |                           | 390,368 |      |  | 414,722 |  |  | 445,565 | 
|                                 |  |                           |         |      |  |         |  |  |         | 

| |     |                                                        
| | --- | -------------------------------------------------------
| |    
| | (1) | Includes
  departures and landings for all 12 airports.

44

---



Guadalajara
International Airport

The
Guadalajara International Airport is our most important airport in terms of
passenger traffic, air traffic movements and contribution to revenues. In 2006,
the Guadalajara International Airport was the third busiest in Mexico in terms
of commercial aviation passenger traffic according to the Mexican Bureau of
Civil Aviation. In 2006, the Guadalajara International Airport accounted for
approximately 31.0% of our terminal passenger traffic.

In
2006, a total of 6,350,377 terminal passengers were served by Guadalajara
International Airport. Of the terminal passengers in 2006, 63.0% were domestic
and 37.0% were international passengers. Of the airports international
passengers, we estimate that a significant portion are Mexicans living in the
United States visiting Guadalajara. This airport also serves many business
travelers traveling to and from Guadalajara. Because the airports passengers
are predominantly domestic, the airports passenger traffic and results of
operations are affected by Mexican economic conditions.

A
total of 22 airlines operate at the airport, the principal ones of which are
Aeromexico, Mexicana and Aerocalifornia. The main non-Mexican airlines
operating at the airport are Continental Airlines, American Airlines and Delta
Airlines. Airlines operating at the airport reach 49 destinations. Of these
destinations, Mexico City, Tijuana and Los Angeles are the most popular. In
2005, we have entered into agreements with three new low-cost Mexican carriers
for the operation of 6 additional routes to and from the airport, and three
other carriers have expressed an interest in commencing operations at the
Guadalajara International Airport.

In
addition, under the amended bilateral aviation agreement between Mexico and the
United States, we expect that an additional U.S. carrier will commence service
to and from the airport by the end of 2007.

Guadalajara
International Airport is located approximately 20 kilometers from the city of
Guadalajara, which has a population (including its suburbs) of approximately 5
million inhabitants. Guadalajara is Mexicos second largest city in terms of
population, as well as the capital of the state of Jalisco, the countrys
fourth largest state in terms of population. As a major hub for the Mexican
national highway system, the city of Guadalajara is an important center for
both ground and air transportation. Other major cities in the state of Jalisco
include Puerto Vallarta and Lagos de Moreno. Jalisco is an important
agricultural producer, making Guadalajara an important center for agricultural
commerce. The state is an important contributor to Mexicos maquiladora
industry, most notably in the electronic, computer equipment and clothing
industries. The maquiladora industry in Jalisco grew significantly in the
1990s as maquiladoras
moved away from the U.S.-Mexico border seeking lower labor costs and a more
diverse labor pool.

Guadalajara
International Airport operates 24 hours daily. The airport has two operating
runways, one with a length of 4,000 meters, and the other with a length of
1,770 meters, as well as a full parallel taxiway. The runway capacity at this
airport is 39 air traffic movements per hour. The airport also has an
instrument landing system (ILS) that assists pilots in poor weather.

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The airports facilities include a main commercial
terminal with a large parking facility and a general aviation building. The
airports main commercial terminal has a total area of approximately 24,850
square meters, as well as parking facilities consisting of an additional 46,000
square meters. The general aviation building has an additional 1,825 square
meters. The main commercial terminal has 18 gates and 18 remote boarding positions.
Of the 18 gates, eight serve international flights and ten serve domestic
flights. Of the international gates, three have air bridges, and of the
domestic gates, five have air bridges.

Until
May 31, 2004, the most lucrative commercial space (comprising approximately
1,300 square meters) in and leading to the domestic departure area was operated
by a third party under a long-term agreement scheduled to expire in 2010. On
May 31, 2004, we recovered the rights to operate that commercial space as of
June 1, 2004. As part of our business strategy, we intend to renovate this area
and better integrate it within the other commercial space at the airport. The
airport has an onsite hotel operated by a third party from which we derive no
revenues.

Between
2005 and 2006 we took significant steps to modernize and expand the Guadalajara
International Airport in order to improve its operations and image. During this
period we expanded the commercial space in this airport by 1,210 square meters
in the international gate area. In addition, these steps have included the
improvement of the airports runways and platforms, an increase in the number
of remote boarding positions, the installation of an improved computer system
and expansion of the main commercial terminal, including the installation
and/or modernization of air bridges, the baggage claim area, ticket counters,
restrooms, hallways and gate areas. In addition, between 2007 and 2009 we
expect to complete the expansion of the international baggage claim area and
the expansion of the domestic and international gate areas and the
international arrival area by a total of 7,067 square meters and to remodel an
additional 2,120 square meters in these areas. After the renovations,
approximately 2,000 square meters of these areas will be devoted to commercial
activities.

Tijuana
International Airport

Tijuana
International Airport is our second most important airport in terms of
passenger traffic, the fourth in contribution to revenues and the second in air
traffic movements. In 2006, Tijuana International Airport was the fourth
busiest airport in Mexico in terms of commercial aviation traffic according to
the Mexican Bureau of Civil Aviation. In 2006, it accounted for approximately
18.3% of our terminal passenger traffic.

In
2006, Tijuana International Airport served a total of 3.8 million terminal
passengers. We estimate that almost all of the passengers were domestic
passengers. Since Tijuana is located near the Mexico-U.S. border and is
therefore a popular entry point to the United States, a majority of the
airports passengers consists of Mexican migrant workers traveling to Tijuana
in order to seek work in the United States. Accordingly, the airports
passenger traffic and results of operations are affected by Mexican and U.S.
economic conditions. A highway connecting the city of Tijuana to the airport
also extends directly to the U.S.-Mexico border crossing, providing convenient
access to San Diego, California (which is located approximately 30 kilometers)
from Tijuana International Airport and other areas of southern California,
particularly Los Angeles.

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Tijuana
International Airport serves the city of Tijuana and surrounding areas in the
State of  Baja California, including the municipalities of Ensenada, Tecate and
Rosarito. With a population of approximately 1.5 million, Tijuana is the
largest city in the state. Currently, in terms of population, the state of Baja
California is the second largest maquiladora center in Mexico according to
the Mexican National Institute of Statistics.

A
total of ten airlines operate at the airport, the principal ones of which are
Aeromexico and Aviacsa. Airlines operating at this airport provide service to
30 destinations. Of these destinations, Mexico City, Guadalajara, Bajío and
Morelia are the most popular. In addition, Aeromexico began flying twice weekly
from Tijuana to Tokyo. By the end of 2006, four low-cost carriers were
operating service to and from Tijuana, with 24 routes in total.

Tijuana
International Airport currently operates 24 hours daily. However, it is
equipped to operate 24 hours daily if necessary and we double our passenger
charges and fees for other aeronautical services provided outside normal
business hours. The airport has one runway with a length of 2,960 meters and a
full parallel taxiway. The runway capacity at this airport is 30 air traffic
movements per hour. The airport also has an instrument landing system (ILS)
that assists pilots in poor weather. It has 22 gates serving both domestic and
international travelers and eight remote boarding positions. Of the 22 gates,
ten have air bridges.

In
2006, approximately 17 thousand metric tons of cargo were transported through
the airport.

A
portion of the land comprising Tijuana International Airport was expropriated
by the Mexican federal government in 1970 pursuant to its power of eminent
domain and is subject to certain legal proceedings by its former landholders.
For a description of these legal proceedings and their potential impact on our
operations, see Item 3, Key InformationRisk FactorsRisks Related to Our
OperationsActions by the former holders of land comprising Tijuana
International Airport may limit our ability to expand the airport and may
disrupt its operations.

Puerto
Vallarta International Airport

Puerto
Vallarta International Airport is our third most important airport in terms of
passenger traffic , our fourth largest airport in terms of air traffic
movements and third in terms of contribution to revenues. In 2006, Puerto
Vallarta International Airport was the sixth busiest airport in Mexico in terms
of commercial aviation passenger traffic according to the Mexican Bureau of
Civil Aviation. In 2006, it accounted for approximately 14.5% of our terminal
passenger traffic.

In
2006, 2.9 million terminal passengers traveled through Puerto Vallarta
International Airport. We estimate that 78.1% of these terminal passengers were
international passengers and 21.9% were domestic passengers. The airport
primarily serves foreign tourists and is a popular tourist destination in
Mexico.

A
total of 18 regular and 14 chaerter airlines operate at the airport, the
principal ones of which are Alaska, Aeromexico and Mexicana. Airlines operating
at this airport reach 38 destinations. Of these destinations, the most popular
ones are Los Angeles and destinations in Canada. Pursuant to the amended
bilateral aviation agreement between Mexico and the United

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States, we expect that an additional U.S. carrier will
commence service to and from this airport in 2006. We are currently engaged in
discussions with a U.S. carrier regarding the addition of two routes between
Puerto Vallarta and the United States.

Puerto
Vallarta International Airport is located on the Pacific coast in the state of
Jalisco. Puerto Vallartas tourist attractions include the natural beauty of
the Bay of Banderas, the areas many beaches and abundant marine wildlife.
Puerto Vallarta is a mature tourist destination, and the completion of new
resort areas including hotels and golf courses in the areas known as Nuevo
Vallarta and Punta Mita is expected to bring more tourists to the area in
subsequent years. We believe that a significant portion of the tourists
visiting Puerto Vallarta consist of time-share owners who make frequent trips
to the area.

Puerto
Vallarta International Airport operates 24 hours daily. The airport has one
runway with a length of 3,100 meters as well as a parallel taxiway. The runway
capacity at this airport is 30 air traffic movements per hour. This airport has
one main commercial terminal, a fixed-base operation, or FBO, terminal and a
general aviation building. The airport has seven gates serving domestic and
international flights, eight remote boarding positions and three air bridges.

Until
May 31, 2004, the right to operate all of the commercial space (comprising
approximately 2,500 square meters) and the mini-buses and other vehicles and
services, as well as the right to collect access fees from ground
transportation providers in the Puerto Vallarta International Airport belonged
to a third party pursuant to a long-term lease. On June 1, 2004, we recovered
the rights to operate the commercial space and transportation and to collect
access fees from providers of ground transportation.

During
2005 and at the beginning of 2006, the terminal building of the Puerto Vallarta
International Airport was improved through expansion and remodeling projects.
The projects included the construction of a new building that will house the
documentation areas of the regular and charter airlines, the expansion of
baggage claim areas (particularly for international arrivals), the expansion of
the immigration area and the expansion of the final waiting areas, as well as
some improvements, for a total of 8,140 square meters of total expansions.
Approximately 1,100 square meters of his expansion will be used for commercial
spaces.

Los
Cabos International Airport

Los
Cabos International Airport is our fourth most important airport in terms of
passenger traffic, our fifth most important airport in terms of air traffic
movements and our second most important airport in terms of contribution to
revenues. In 2006, Los Cabos International Airport was the seventh busiest
airport in Mexico in terms of commercial aviation passenger traffic according
to the Mexican Bureau of Civil Aviation. In 2006, Los Cabos International
Airport accounted for approximately 13.3% of our passenger traffic.

Approximately
2.7 million terminal passengers were served by the airport in 2006.
Approximately 80.3% of the terminal passengers were international passengers.
The airport serves primarily tourists visiting San Jose del Cabo, Cabo San
Lucas and other coastal destinations along the Trans-Peninsular highway of the
state of Baja California Sur.

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A
total of 22 airlines operate at the airport, the principal ones of which are
Alaska, American Airlines, America West, Aeromexico and Mexicana. Airlines
operating at this airport reach 30 destinations. Of these destinations, Los
Angeles, Phoenix and Mexico City are the most popular. Pursuant to the amended
bilateral aviation agreement between Mexico and the United States, we expect
that an additional U.S. carrier will commence service to and from the airport
in 2006. We are currently engaged in disussions with three U.S. carriers
regarding the addition of four routes between Los Cabos and the United States.

Los
Cabos International Airport is located approximately 13 kilometers away from
the city of San Jose del Cabo, in the state of Baja California Sur. In 2003,
the number of visitors to Los Cabos (San Jose del Cabo and the nearby city of
Cabo San Lucas) was 742 thousand according to the Mexicos Ministry of Tourism
(Secretaría de Turismo). Visitors
to this area are generally affluent, and include golfers who enjoy world-class
courses, as well as sports fishing and scuba diving enthusiasts who are drawn
by the rich marine life in the regions coastal waters. According to Mexicos
Ministry of Tourism (Secretaría de Turismo),
hotel capacity in Los Cabos reached 5,722 rooms in 2003, 9,841 rooms in 2004,
and 10,069 rooms in 2005. A growing percentage of visitors to Los Cabos
consists of recurring visitors as the popularity and availability of
time-shares in the area has increased over recent years.

Los
Cabos International Airports standard operating hours are from 7:00 a.m. to
6:00 p.m. However, it is equipped to operate 24 hours daily if necessary and we
double our passenger charges and fees for aeronautical services provided
outside normal business hours. The airport has one runway measuring 3,000
meters, and a partial parallel taxiway with only one entry point to the runway.
The runway capacity at this airport is 21 air traffic movements per hour. The
existing runway allows us to serve planes flying to any destination in the
United States and Canada. The airport has two commercial aviation terminals,
Terminal 1, which occupies approximately 14,600 square meters (157,200 square
feet) and Terminal 3, which occupies approximately 10,600 square meters
(114,100 square feet). The airport has eight gates and ten remote boarding
positions. In addition, the airport has a general aviation and FBO terminal,
Terminal 2, occupying 1,961 square meters. FBOs are specialized, full service
operations offered to general aviation aircraft. The services offered to FBO
users include refueling, cleaning, and catering.

We
operate commercial space of approximately 2,000 square meters at Los Cabos
International Airport. In 2006, approximately 24.5% of our total revenues
generated at the Los Cabos International Airport were derived from commercial
businesses, a percentage that is higher than at any other airport in our group.

Hermosillo
International Airport

Hermosillo
International Airport is our fifth most important airport in terms of passenger
traffic, our fifth most important airport in terms of air traffic movements and
our sixth most important airport in terms of its contribution to revenues. In
2006, Hermosillo International Airport was the ninth busiest airport in Mexico
in terms of commercial aviation passenger traffic according to the Mexican
Bureau of Civil Aviation. In 2006, it accounted for approximately 5.6% of our
terminal passenger traffic.

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In
2006, Hermosillo International Airport served approximately 1.2 million
terminal passengers, and approximately 91.7% of those terminal passengers were
domestic. Many of the airports passengers use the airport as a hub for
connecting flights between other Mexican cities, particularly Mexico City,
Tijuana, Guadalajara and Monterrey. Because the airports passengers are predominantly
domestic, the airports passenger traffic and results of operations are
affected by Mexican economic conditions.

A
total of nine airlines operate at the airport, the principal ones of which are
Aeromexico, Aerolitoral and Aerocalifornia. Airlines operating at this airport
provide service to 18 destinations. Of these destinations, Mexico City, Tijuana
and Guadalajara are the most popular. By the end of 2006, two low-cost carriers
were operating three routes to and from this airport.

Hermosillo
International Airport serves the city of Hermosillo and four other nearby
municipalities, which together have a population of approximately 1 million,
according to the Mexican National Population Council. The city of Hermosillo,
which is the capital of the state of Sonora, is located approximately 260
kilometers south of the border town of Nogales and 130 kilometers east of the
Gulf of California. The airport is located approximately 13 kilometers west of
the city of Hermosillo. The airport is an important hub in a primarily
agricultural and industrial region. Approximately 6.5 thousand metric tons of
cargo passed through the airport in 2006. Currently, cargo transport services
at this airport primarily serve the nearby Ford factory, which receives
components via the airport.

Hermosillo
International Airport operates 14 hours daily between the hours of 6:00 a.m.
and 8:00 p.m. However, it is equipped to operate 24 hours daily if necessary
and we double our passenger charges and fees for aeronautical services provided
outside normal business hours. The airport has two runways, one with a length
of 2,300 meters and the other with a length of 1,100 meters. The runway
capacity at this airport is 28 air traffic movements per hour. The airport has
seven gates and includes both a commercial aviation building and a general
aviation building for small private airplanes.

Bajio
International Airport

Bajio
International Airport is our sixth most important airport in terms of passenger
traffic and air traffic movements and our fifth most important airport in terms
of its contribution to revenues. In 2006, Bajio International Airport was the
tenth busiest airport in Mexico in terms of commercial aviation passenger
traffic according to the Mexican Bureau of Civil Aviation. In 2006, it
accounted for approximately 5.6% of our terminal passenger traffic.

During
2006, the airport served 1.1 million terminal passengers, 57.6% of which
arrived or departed on domestic flights. Because the airports passengers are
predominantly domestic, the airports passenger traffic and results of
operations are affected by Mexican economic conditions.

A
total of 14 airlines operate at the airport, the principal ones of which are
Aeromexico, Mexicana and Aviacsa. Airlines operating at this airport provide
service to 18 destinations. Of

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these destinations, Tijuana, Mexico City and Los
Angeles are the most popular. In addition, three low-cost Mexican carriers
began operating routes to and from our Bajío airport in 2006.

Bajío
International Airport is located in the central state of Guanajuato near the
cities of Leon, Irapuato, Silao and Guanajuato, approximately 315 kilometers
northwest of Mexico City. The state of Guanajuato has a population of
approximately 4.8 million people according to the Mexican National Population
Council and is located in Mexicos Guanajuato region, best known for its rich
colonial history, its agricultural sector and manufacturing industry. General
Motors has an assembly plant in Silao, Guanajuato. The local government is
developing a dry dock or truck loading service terminal near the airport that
we believe will increase cargo demand.

Bajío
International Airport operates 18 hours daily between the hours of 6:00 a.m.
and 12:00 midnight. However, it is equipped to operate 24 hours daily if
necessary and we double our passenger charges and fees for aeronautical
services provided outside normal business hours. The airport has one runway
with a length of 3,500 meters. The runway capacity at this airport is 23 air
traffic movements per hour. It has two terminals (one commercial and one
general aviation), with six gates and three remote boarding positions. Of the
six gates, three have air bridges.

During
2002 and 2003 we expanded the terminal at this airport to add space to the
ticket counter and baggage claim areas. In 2004 we added a terminal at this
airport, including three passenger walkways.

Morelia
International Airport

Morelia
International Airport is our seventh most important airport in terms of
passenger traffic, our eight most important in terms of air traffic movements
and our seventh most important airport in terms of its contribution to
revenues. In 2006, Morelia International Airport was the twentieth busiest
airport in Mexico in terms of commercial aviation passenger traffic according
to the Mexican Bureau of Civil Aviation. In 2006, it accounted for
approximately 2.9% of our terminal passenger traffic.

In
2006, the Morelia International Airport served 599 thousand terminal
passengers. We estimate that approximately 52% of the terminal passengers were
domestic passengers. Because the airports passengers are predominately
domestic, the airports passenger traffic and results of operations are
affected by Mexican economic conditions.

A
total of eight airlines operate at the airport, the principal ones of which are
Mexicana, Aeromexico, and Aviacsa. Airlines operating at this airport provide
service to 14 destinations. Of these destinations, Mexico City, Tijuana, Los
Angeles and Chicago are the most popular.

Morelia
International Airport serves the city of Morelia and ten other municipalities
in the immediate vicinity. The city of Morelia is the capital of the state of
Michoacan, which has a population of approximately 4.1 million according to the
Mexican National Population Council. Michoacans principal industry is
agriculture and it has a developing eco-tourism industry (primarily due to the
seasonal presence of Monarch butterflies).

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Morelia
International Airport operates 24 hours a day. Extended hours of operation
serve the needs of passengers seeking off-hour, discount flights.

The
airport has one runway with a length of 3,400 meters, and a single main
terminal building. The runway capacity at this airport is 16 air traffic
movements per hour. The airport has two gates and nine remote boarding
positions.

Mexicali
International Airport

Mexicali
International Airport is our eighth most important airport in terms of
passenger traffic, our eleventh most important airport in terms of air traffic
movements and our ninth most important airport in terms of contribution to
revenues. In 2006, Mexicali International Airport was the twenty-first busiest
airport in Mexico in terms of commercial aviation passenger traffic according
to the Mexican Bureau of Civil Aviation. In 2006, it accounted for
approximately 2.4% of our terminal passenger traffic.

During
2006, Mexicali International Airport served 502 thousand terminal passengers.
We estimate that approximately 99.2% of passengers served by this airport in
2006 were domestic passengers. Because the airports passengers are
predominantly domestic, the airports passenger traffic and results of
operations are affected by Mexican economic conditions.

A
total of four airlines operate at the airport, which are Mexicana, Aviacsa,
Aerovias del Caribe and Aerolitoral. Airlines operating at this airport reach
seven destinations. Of these destinations, Mexico City, Guadalajara and
Hermosillo are the most popular.

Mexicali
International Airport serves the city of Mexicali, in the Mexican state of Baja
California, as well as the U.S. cities of Yuma, Arizona and Calexico,
California. The city of Mexicali is located along the U.S.-Mexico border
approximately 150 kilometers east of Tijuana and 80 kilometers west of Yuma,
Arizona. Manufacturing forms the basis of the areas economy, most notably in
the form of maquiladorafactories,
which have proliferated along the California-Baja California border.

Mexicali
International Airport operates 12 hours daily between the hours of 6:00 a.m.
and 6:00 p.m. However, it is equipped to operate 24 hours daily if necessary
and we double our passenger charges and fees for aeronautical services provided
outside normal business hours. The airport has one runway measuring 2,600
meters in length as well as a main commercial terminal and a smaller general
aviation terminal. The runway capacity at this airport is 18 air traffic
movements per hour. The main commercial terminal has two gates and three remote
boarding areas.

La Paz
International Airport

La
Paz International Airport is our ninth most important airport in terms of
passenger traffic, our eighth most important airport in terms of contribution
to revenues and our seventh most important airport in terms of air traffic
movements. In 2006, La Paz International Airport was the twenty-fifth busiest
airport in Mexico in terms of commercial aviation passenger traffic according
to the Mexican Bureau of Civil Aviation. In 2006 it accounted for approximately
2.2% of our terminal passenger traffic.

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During
2006, La Paz International Airport served 0.5 million terminal passengers. We
estimate that approximately 93.7% of these terminal passengers were domestic
passengers. Because the airports passengers are predominantly domestic, the
airports passenger traffic and results of operations are affected by Mexican
economic conditions.

A
total of eight airlines operate at the airport, which are Aerocalifornia,
Aeromexico and Aerolitoral. Aerocalifornia is headquartered in La Paz and uses
the airport as its center of operations and maintenance. Airlines operating at
this airport reach 14 destinations. Of these destinations, Mexico City,
Guadalajara and Tijuana are the most popular.

La
Paz International Airport serves the city of La Paz, located along the coast of
the Gulf of California in the state of Baja California Sur, of which La Paz is
the capital. Eco-tourism is a growing industry in La Paz due to the abundance
of marine life found in the Gulf of California.

La
Paz International Airport operates 16 hours daily between the hours of 7:00
a.m. and 11:00 p.m. However, it is equipped to operate 24 hours daily if
necessary and we double our passenger charges and fees for aeronautical
services provided outside normal business hours. The airport has one runway
measuring 2,500 meters in length and a single main commercial terminal. The
runway capacity at this airport is 19 air traffic movements per hour. It also
has three gates and seven remote boarding positions.

Aguascalientes
International Airport

Aguascalientes
International Airport is our tenth most important airport in terms of passenger
traffic, air traffic movements and contribution to revenues. In 2006,
Aguascalientes International Airport was the twenty-seventh busiest airport in
Mexico in terms of commercial aviation passenger traffic according to the
Mexican Bureau of Civil Aviation. In 2006, it accounted for approximately 1.9%
of our terminal passenger traffic.

During
2006, the airport served 0.4 million terminal passengers. Of these passengers,
we estimate that approximately 65.9% were domestic passengers. Because the
airports passengers are predominantly domestic, the airports passenger
traffic and results of operations are affected by Mexican economic conditions.

A
total of eight airlines operate at the airport, the principal ones of which are
Aeromexico and Aerocalifornia. Airlines operating at this airport reach seven
destinations. Of these destinations Mexico City, Los Angeles, Dallas and
Houston are the most popular.

Aguascalientes
International Airport serves the city of Aguascalientes and eight surrounding
municipalities in the central state of Aguascalientes, which is located roughly
513 kilometers northwest of Mexico City. Manufacturing forms the basis of the
regions economy. One of Nissans main manufacturing plants in Mexico is
located in the city of Aguascalientes.

Aguascalientes
International Airport operates 12 hours daily between the hours of 7:00 a.m.
and 7:00 p.m. However, it is equipped to operate 24 hours daily if necessary
and we double our passenger charges and fees for aeronautical services provided
outside normal business hours. It has two runways, one measuring 3,000 meters
in length and the other (which is closed temporarily) measuring 1,000 meters,
and a single main commercial terminal. The runway

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capacity at this airport is 22 air traffic movements
per hour. The airport has three gates and four remote boarding locations.

Los
Mochis International Airport

Los
Mochis International Airport is our eleventh most important airport in terms of
passenger traffic twelfth in terms of contribution to revenues and ninth in
terms of air traffic movements. In 2006, Los Mochis International Airport was
the thirty-sixth busiest airport in Mexico in terms of commercial aviation
passenger traffic according to the Mexican Bureau of Civil Aviation. In 2006,
it accounted for approximately 1.0% of our terminal passenger traffic.

Los
Mochis International Airport serves the city of Los Mochis, in the Pacific
coastal state of Sinaloa, an important agricultural state. During 2006 the
airport served 0.2 million terminal passengers, approximately 97.0% of which
were domestic passengers. The areas sport fishing and hunting attract both
Mexican and foreign visitors. Because the airports passengers are
predominantly domestic, the airports passenger traffic and results of
operations are affected by Mexican economic conditions.

A
total of six airlines operate at the airport, which are Aeromexico, Aerolitoral
and Aerocalifornia. Airlines operating at this airport reach 13 destinations.
Of these destinations, Mexico City, Guadalajara and Tijuana are the most
popular.

Los
Mochis International Airport operates 14 hours daily between the hours of 7:00
a.m. and 9:00 p.m. However, it is equipped to operate 24 hours daily if
necessary and we double our passenger charges and fees for aeronautical
services provided outside normal business hours. The airport has one runway
measuring 2,000 meters in length as well as a single main commercial terminal.
The runway capacity at this airport is 19 air traffic movements per hour. The
airport has three gates and four remote boarding positions.

Manzanillo
International Airport

Manzanillo
International Airport is our twelfth most important airport in terms of
passenger traffic and air traffic movements and eleventh in terms of
contribution to revenues. In 2006, Manzanillo International Airport was the
thirty-fourth busiest airport in Mexico in terms of commercial aviation
passenger traffic according to the Mexican Bureau of Civil Aviation. In 2006,
it accounted for approximately 1.1% of both our total and terminal passenger
traffic.

During
2006, the airport served 0.2 million terminal passengers. We estimate that
approximately 51.1% of these passengers were domestic passengers and 48.9% of
these passengers were international passengers.

A total of
11 airlines operate at this airport, of which six  Alaskan Airlines,
Continental, Delta, Magnicharters, Aeromar and Westjet  operate on a regular
basis. The other five airlines operate only during the high tourist season
(November to April). The principal destinations served by airlines at this
airport are Mexico City and Monterrey in Mexico, Houston, Los Angeles, Phoenix
and Minneapolis in the United States, and Vancouver, Calgary and Toronto in
Canada.

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Manzanillo
International Airport serves the city of Manzanillo and six surrounding
municipalities in the small Pacific coastal state of Colima. The city is
located on the coast approximately 230 kilometers southeast of Puerto Vallarta
and 520 kilometers northwest of Acapulco. The airport serves primarily tourists
visiting coastal resorts in Colima and neighboring Jalisco. In recent years,
passenger traffic at the Manzanillo International Airport has remained stable
due to the increased popularity of Puerto Vallarta as a tourist destination and
a decrease in investment in the tourism sector in Manzanillo.

Manzanillo
International Airport operates 12 hours daily between the hours of 8:00 a.m.
and 8:00 p.m. However, it is equipped to operate 24 hours daily if necessary
and we double our passenger charges and fees for aeronautical services provided
outside normal business hours. The airport has one runway measuring 2,200
meters. The runway capacity at this airport is 13 air traffic movements per
hour. The airport has four gates and three remote boarding positions. In 2002
we completed the expansion of the terminal building, thereby increasing the
arrival area and our commercial space.

Principal
Customers

Principal Aeronautical Services Customers

Airline
Customers

As
of December 31, 2006, 19 international airlines (considering all charter
airlines as one client since we manage them through a single representative
that is our actual client), and 16 Mexican airlines operated flights at our 12
airports. Aeromexico operates the most flights at our airports, with Mexicana
providing the second highest number of flights. In 2006, revenues from
Aeromexico totaled Ps. 430.1 million, of which Ps. 366.4 million was derived
from passenger charges, while revenues from Mexicana were Ps. 378.1 million, of
which Ps. 309.9 million was derived from passenger charges, representing 12.5%
and 10.6%, respectively, of our total revenues for 2006. In addition to passenger
charges, revenues are earned from landing charges, aircraft parking charges and
the leasing of space to these airlines.

Aeromexico
is owned by the Mexican holding company Consorcio Aeromexico. The Mexican
government controls Consorcio Aeromexico through NAFIN and the Institute for
the Protection of Bank Savings, a decentralized entity of the Mexican federal
government. Although Consorcio Aeromexico seeks to sell its interests in
Aeromexico and Aerolitoral, a 2005 auction process did not generate bids
acceptable to Consorcio Aeromexico. The company announced that it would resume
efforts to sell Aeromexico in 2006, but there appears to have been no material
progress in this respect. Until 2005 Consorcio Aeromexico also owned Mexicana
and its affiliate Click Mexicana (formerly known as Aerocaribe). On
December 20, 2005, Consorcio Aeromexico sold Mexicana and Click Mexicana
to Grupo Posadas, S.A de C.V., the largest hotel operator in Mexico. Aeromexico
and Mexicana also control other airlines operating in our airports, including
Aerocozumel and Aeromexpress, as well as the largest provider of baggage and
ramp handling services at our airports, Servicios de Apoyo en Tierra, or SEAT,
a joint venture between Aeromexico and Mexicana. Further information regarding
Consorcio Aeromexico and its affiliates may be found in Item 7 hereof.

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Aeromexico
and Mexicana, along with Aeromar and Aerolitoral, have in the past refused to
pay certain increases in our airport service charges. On July 15, 2003, we
entered into an agreement with the National Air Transportation Chamber of
Commerce and the SCT pursuant to which we resolved existing disputes with our
airlines and established specific prices applicable to those airlines for 2003
and 2004 and a method for retroactively applying those prices from 2000, since
these airlines had refused to pay certain of our charges since that year. In
March 2005, we entered into a renewal agreement with the National Air
Transportation Chamber of Commerce for the years 2005 and 2006.

Complementary
Services Customers

Our
principal complementary services clients are our two principal providers of
baggage handling services, Menzies Aviation and SEAT, which provided Ps. 33.5
million of revenues each in the form of access fees in 2006. Although SEAT is
the primary provider of complementary services in our airports, under our
agreement with the National Air Transportation Chamber of Commerce described
above, we earn only nominal revenues from SEAT.

Our
primary catering clients are Comisariato Gotre, S.A. de C.V. and Aerococina,
S.A. de C.V., which provided Ps. 6.7 million and Ps. 5.2 million in revenues in
the form of access fees, respectively, in 2006.

Principal
Non-aeronautical Services Customers

At December 31, 2006, we were party to
approximately 370 contracts with providers of commercial services in the
commercial space in our airports, including retail store operators, duty-free
store operators, food and beverage providers, financial services providers, car
rental companies, telecommunications providers, VIP lounges, advertising,
travel agencies and tourist information and promotion services. As a result,
our revenues from non-aeronautical services commercial customers are spread
across a large number of customers and are therefore not dependent on a limited
number of principal customers. In 2006, our largest commercial customers were
Operadora Aeroboutiques, S.A. de C.V. (duty-free stores; Ps. 48.0 million),
Unidad de Diseño y Comunicación, S.A. de C.V. (advertising; Ps. 27.0 million),
Dufry México (duty-free stores, Ps. 20.2 million), Aerocomidas, S.A. de C.V.
(food and beverages, Ps. 10.3 million), Teléfonos de México, S.A. de C.V.
(public telephones, Ps. 6.8 million) and Comercial Ariete, S.A. de C.V. (car
rentals, Ps. 6.8 million).

Seasonality

Our
business is subject to seasonal fluctuations. In general, demand for air travel
is typically higher during the summer months and during the winter holiday
season, particularly in international markets, because there is more vacation
travel during these periods. Our results of operations generally reflect this
seasonality, but have also been impacted by numerous other factors that are not
necessarily seasonal, including economic conditions, war or threat of war,
weather, air traffic control delays and general economic conditions, as well as
the other factors discussed above. As a result, our results of operations for a
quarterly period are not necessarily

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indicative of results of operations for an entire
year, and historical results of operations are not necessarily indicative of
future results of operations.

Competition

Excluding
our airports servicing tourist destinations, our airports generally are natural
monopolies in the geographic areas that they serve and generally do not face significant
competition.

However,
since our Puerto Vallarta, Los Cabos, La Paz and Manzanillo international
airports are substantially dependent on tourists, these airports face
competition from competing tourist destinations. We believe that the main
competitors to these airports are those airports serving vacation destinations
in Mexico, such as Acapulco and Cancún, and abroad such as in Puerto Rico,
Florida, Cuba, Jamaica, the Dominican Republic, other Caribbean islands and
Central America. In addition, the governor of the state of Quintana Roo has
announced that the state is interested in developing a competing airport on the
Mayan Riviera.

The
relative attractiveness of the locations we serve is dependent on many factors,
some of which are beyond our control. These factors include the general state
of the Mexican economy and the attractiveness of other commercial and
industrial centers in Mexico that may affect the attractiveness of Guadalajara,
Tijuana and other growing industrial centers in our group, such as Hermosillo,
Leon, Aguascalientes and Mexicali. In addition, with respect to Puerto
Vallarta, Los Cabos, La Paz and Manzanillo, these factors include promotional
activities and pricing policies of hotel and resort operators, weather
conditions, natural disasters (such as hurricanes and earthquakes) and the
development of new resorts that may be considered more attractive. There can be
no assurance that the locations we serve will continue to attract the same
level of passenger traffic in the future.

The
Mexican Airport and Auxiliary Services Agency currently operates seven small
airports in Mexicos Pacific and central regions. We believe that these
airports collectively account for only a small fraction of the passenger traffic
in these regions.

REGULATORY FRAMEWORK

Sources
of Regulation

The
following are the principal laws, regulations and instruments that govern our
business and the operation of our airports:

|  |                                                                                                                      
|- | ---------------------------------------------------------------------------------------------------------------------
| | the Mexican Airport Law, enacted December 22, 1995;                                                                  
|  |                                                                                                                      
| | the regulations under the
  Mexican Airport Law (Reglamento de la Ley
  de Aeropuertos), enacted February 17, 2000;
|  |                                                                                                                      
| | the Mexican Communications Law
  (Ley de Vías Generales de Comunicación),
  enacted February 19, 1940;             
|  |                                                                                                                      
| | the Mexican Civil Aviation Law (Ley de Aviación Civil), enacted May 12,
  1995;                                    

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|  |                                                                                                                                                    
|- | ---------------------------------------------------------------------------------------------------------------------------------------------------
| | the Mexican Federal Duties Law, revised on an annual
  basis;                                                                                      
|  |                                                                                                                                                    
| | the Mexican National Assets Law (Ley de Bienes Nacionales), enacted May
  20, 2004; and                                                          
|  |                                                                                                                                                    
| | the concessions that entitle our subsidiaries to
  operate our 12 airports, which were granted on June 29, 1998 and amended on
  November 15, 1999.

The
Mexican Airport Law and the regulations under the Mexican Airport Law establish
the general framework regulating the construction, operation, maintenance and
development of Mexican airport facilities. The Mexican Airport Laws stated
intent is to promote the expansion, development and modernization of Mexicos
airport infrastructure by encouraging investment and competition.

Under
the Mexican Airport Law, a concession granted by the SCT is required to
construct, operate, maintain and develop a public-service airport in Mexico. A
concession generally must be granted pursuant to a public bidding process,
except for: (i) concessions granted to (a) entities considered part of the
federal public administration as defined under Mexican law and (b) any private
company the principal stockholder of which is a state or municipal government;
(ii) concessions granted to operators of private airports (that have operated
privately for five or more years) wishing to begin operating their facilities
as public-service airports and complying with certain requirements; and (iii)
complementary concessions granted to existing concession holders that comply
with certain requirements. Complementary concessions may be granted only under
certain limited circumstances, such as where an existing concession holder can
demonstrate, among other things, that the award of the complementary concession
is necessary to satisfy passenger demand. On June 29, 1998, the SCT granted 12
concessions to operate, maintain and develop the 12 principal airports in
Mexicos Pacific and central regions to our subsidiaries. Because our
subsidiaries were considered entities of the federal public administration at
the time the concessions were granted, the concessions were awarded without a
public bidding process. However, the process of selling 15% of our capital
stock to our strategic stockholder pursuant to the privatization process was
conducted through a public bidding process. Each of our concessions was amended
on November 15, 1999 in order, among other things, to incorporate each
airports maximum rates and certain other terms as part of the concession.

On
February 17, 2000, the regulations under the Mexican Airport Law were issued.
We believe we are currently complying with the material requirements of the
Mexican Airport Law and its regulations. Non-compliance with these regulations
could result in fines or other sanctions being assessed by the SCT, and are
among the violations that could result in termination of a concession if they
were to occur three or more times.

On
May 20, 2004 a new Mexican National Assets Law was adopted and published in the
Mexican Federal Gazettewhich,
among other things, established regulations relating to concessions granted
with respect to real property held in the public domain, including the airports
that we operate. The new Mexican National Assets Law established new grounds
for revocation of concessions for failure to pay applicable taxes, but does not
specify which taxed must be paid, including whether certain taxes to
municipalities must be paid by a concessionaire.

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To
the best of our knowledge as of the date hereof, the constitutionality of the
new Mexican National Assets Law has not been challenged in Mexicos court
system. If challenged in the future, a court could declare a contested
application of a given tax to be void or determine an alternate amount.

Role of
the SCT

The
SCT is the principal regulator of airports in Mexico and is authorized by the
Mexican Airport Law to perform the following functions:

|  |                                                                                                                                                                                           
|- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | plan, formulate and establish the policies and
  programs for the development of the national airport system;                                                                             
|  |                                                                                                                                                                                           
| | construct, administer and operate airports and
  airport-related services for the public interest;                                                                                        
|  |                                                                                                                                                                                           
| | grant, modify and revoke concessions for the
  operation of airports;                                                                                                                     
|  |                                                                                                                                                                                           
| | establish air transit rules and rules regulating
  take-off and landing schedules through the Mexican Air Traffic Control
  Authority;                                                    
|  |                                                                                                                                                                                           
| | take all necessary action to create an efficient,
  competitive and non-discriminatory market for airport-related services, and
  set forth the minimum operating conditions for airports;
|  |                                                                                                                                                                                           
| | establish safety regulations;                                                                                                                                                             
|  |                                                                                                                                                                                           
| | close airports entirely or partially when safety
  requirements are not being satisfied;                                                                                                  
|  |                                                                                                                                                                                           
| | monitor airport facilities to determine their
  compliance with the Mexican Airport Law, other applicable laws and the terms
  of the concessions;                                        
|  |                                                                                                                                                                                           
| | maintain the Mexican aeronautical registry for
  registrations relating to airports;                                                                                                      
|  |                                                                                                                                                                                           
| | impose penalties for failure to observe and perform
  the rules under the Mexican Airport Law, the regulations thereunder and the
  concessions;                                          
|  |                                                                                                                                                                                           
| | approve any transaction or transactions that
  directly or indirectly may result in a change of control of a concession
  holder;                                                         
|  |                                                                                                                                                                                           
| | approve the master development programs prepared by
  each concession holder every five years;                                                                                            
|  |                                                                                                                                                                                           
| | determine each airports maximum rates;                                                                                                                                                   
|  |                                                                                                                                                                                           
| | approve any agreements entered into between a
  concession holder and a third party providing airport or complementary
  services at its airport; and                                     
|  |                                                                                                                                                                                           
| | perform any other function specified by the Mexican
  Airport Law.                                                                                                                        

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In
addition, under the Mexican Organic Law of the Federal Public Administration (Ley Orgánica de la Administración Pública Federal),
the Mexican Airport Law and the Mexican Civil Aviation Law, the SCT is required
to provide air traffic control, radio assistance and aeronautical
communications at Mexicos airports. The SCT provides these services through
the Mexican Air Traffic Control Authority, which is a division of the SCT.
Since 1978, the Mexican air traffic control authority has provided air traffic
control for Mexicos airports.

New
Regulatory Agency

The
SCT has announced that it intends to establish a new regulatory agency. This
new agency is expected to be authorized to monitor our activities and those of
the other airport groups, enforce applicable regulations, propose amendments to
concessions, set maximum rates, resolve disputes between concession holders and
airport users (such as airlines) and collect and distribute information
relating to the airport sector. No date for the establishment of this new
regulatory agency has been publicly announced.

Concession
Tax

Under
the Mexican Federal Duties Law, each of our subsidiary concession holders is
required to pay the Mexican government a concession tax based on its gross
annual revenues from the use of public domain assets pursuant to the terms of
its concession. Currently, this concession tax is set at a rate of 5% and may
be revised annually by the Mexican Congress. Our concessions provide that we may
request an amendment of our maximum rates if there is a change in this
concession tax.

Scope of
Concessions

We
hold concessions granted to us by the Mexican government to use, operate,
maintain and develop 12 airports in the Pacific and central regions of Mexico
in accordance with the Mexican Airport Law. As authorized under the Mexican
Airport Law, each of the concessions is held by our subsidiaries for an initial
50-year term, each of which terms began on November 1, 1998. This initial term of
each of our concessions may be renewed for one or more terms for up to an
additional 50 years, subject to the concession holders acceptance of any new
conditions imposed by the SCT and to its compliance with the terms of its
concession. Each of the concessions held by our subsidiary concession holders
allows the relevant concession holder, during the term of the concession, to:
(i) operate, maintain and develop its airport and carry out any necessary
construction in order to render airport, complementary and commercial services
as provided under the Mexican Airport Law and the regulations thereunder; and
(ii) use and develop the assets that comprise the airport that is the subject
of the concession (consisting of the airports real estate and improvements but
excluding assets used in connection with fuel supply and storage). These assets
are government-owned assets, subject to the Mexican National Assets Law. Upon
expiration of a concession, these assets, together with any improvements
thereto, automatically revert to the Mexican government.

Concession
holders are required to provide airport security, which must include contingent
and emergency plans in accordance with the regulations under the Mexican
Airport Law. The security regulations must be implemented in accordance with
the requirements set

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forth in the National Program for Airport Security (Plan Nacional de Seguridad Aeroportuaria).
In addition, the regulations pertaining to the Mexican Airport Law specify that
an airport concession holder is responsible for inspecting passengers and their
carry-on baggage before they approach the departure gates, and specify that the
transporting airline is responsible for the inspection of checked baggage and
cargo. If public order or national security is endangered, the competent
federal authorities are authorized to act to protect the safety of aircraft,
passengers, cargo, mail, installations and equipment.

In
2005, the Mexican government issued a policy letter calling for all checked baggage
on international commercial flights beginning in January 2006, and on domestic
commercial flights beginning in July 2006, to undergo a new comprehensive
screening process. Because
of uncertainty over the policy letters implementation, the new screening
process has been delayed. In particular, the policy letter does not specify
which parties should bear responsibility for the new screening process.
Although Mexican law clearly specifies that airlines bear the responsibility
for baggage screening, the fact that the policy letter is silent as to
responsibility has caused some of our airline customers to contend that the
policy letters intent is for airport concessionaires, such as us, to bear
responsibility for the new screening process. In addition, certain questions
have been raised regarding the constitutionality of the new screening process
(in particular, as regards searches outside of the presence of the owners of
baggage). The Mexican Bureau of Civil Aviation is expected to issue regulations
implementing the policy letter, but these may not address the questions of
responsibility and constitutionality that have been raised. We maintain that
the new policy will not be implemented at our airports until we enter into a
written agreement with our airline customers regarding the allocation of cost
and responsibility. The new process is expected to require the installation of
new screening equipment and that baggage be checked manually if the equipment
signals the potential presence of prohibited items.

The
shares of a concession holder and the rights under a concession may be subject
to a lien only with the approval of the SCT. No agreement documenting liens
approved by the SCT may allow the beneficiary of a pledge to become a
concession holder under any circumstances.

A
concession holder may not assign any of its rights or obligations under its
concession without the authorization of the SCT. The SCT is authorized to
consent to an assignment only if the proposed assignee satisfies the requirements
to be a concession holder under the Mexican Airport Law, undertakes to comply
with the obligations under the relevant concession and agrees to any other
conditions that the SCT may require.

General
Obligations of Concession Holders

The
concessions impose certain obligations on the concession holders, including,
among others, (i) the obligation to pay the concession tax described above,
(ii) the obligation to deliver concession services in a continuous, public and
non-discriminatory manner, (iii) the obligation to maintain the airports in
good working condition and (iv) the obligation to make investments with respect
to the infrastructure and equipment in accordance with the master development
programs and the concessions.

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Each
concession holder and any third party providing services at an airport is
required to carry insurance in specified amounts and covering specified risks,
such as damage to persons and property at the airport, in each case as
specified by the SCT. To date, the SCT has not specified the required amounts
of insurance. We cannot assure you that we will not be required to obtain
additional insurance once these amounts are specified.

We
and our subsidiary concession holders are jointly and severally liable to the
SCT for the performance of all obligations under the concessions held by our
subsidiaries. Each of our subsidiary concession holders is responsible for the
performance of the obligations set forth in its concession and in the master
development programs, including the obligations arising from third-party
contracts, as well as for any damages to the Mexican government-owned assets
that they use and to third-party airport users. In the event of a breach of the
concession held by any one of our subsidiaries, the SCT is entitled to revoke
the concessions held by all of our subsidiaries.

Substantially
all of the contracts entered into prior to August 25, 1999 by the Mexican
Airport and Auxiliary Services Agency with respect to each of our airports were
assigned to the relevant concession holder for each airport. As part of this
assignment, each concession holder agreed to indemnify the Mexican Airport and
Auxiliary Services Agency for any loss suffered by the Mexican Airport and
Auxiliary Services Agency due to the concession holders breach of its
obligations under an assigned agreement.

Classification
of Services Provided at Airports

The
Mexican Airport Law and the regulations thereunder classify the services that
may be rendered at an airport into the following three categories:

|  |                                                                                                                                                                                                                                           
|- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | Airport Services.
  Airport services may be rendered only by the holder of a concession or a
  third party that has entered into an agreement with the concession holder to
  provide such services. These services include the following:



| |   |                                                                                                                                                                                                                            
| | - | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |  | The use of airport runways, taxiways and aprons for
  landing, aircraft parking and departure;                                                                                                                             
| |   |                                                                                                                                                                                                                            
| |  | the use of hangars, passenger walkways, transport
  buses and car parking facilities;                                                                                                                                      
| |   |                                                                                                                                                                                                                            
| |  | the provision of airport security services, rescue
  and firefighting services, ground traffic control, lighting and visual aids;                                                                                          
| |   |                                                                                                                                                                                                                            
| |  | the general use of terminal space and other
  infrastructure by aircraft, passengers and cargo; and                                                                                                                        
| |   |                                                                                                                                                                                                                            
| |  | the provision of access to an airport to third
  parties providing complementary services (as defined in the Mexican Airport
  Law) and third parties providing permanent ground transportation services
  (such as taxis).

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|  |                                                                                                                                                                                                                                                                                                                                                                                                             
|- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | Complementary Services.
  Complementary services may be rendered by an airline, by the airport operator
  or by a third party under agreements with airlines and the airport operator.
  These services include: ramp and handling services, passenger check-in,
  aircraft security, catering, cleaning, maintenance, repair and fuel supply
  and related activities that provide support to air carriers.
|  |                                                                                                                                                                                                                                                                                                                                                                                                             
| | Commercial Services.
  Commercial services are services that are not considered essential to the
  operation of an airport or aircraft, and include, among other things,
  retailers, restaurants, banks and advertisers to which we lease space.                                                                                                                                                           

A
third party rendering airport, complementary or commercial services is required
to do so pursuant to a written agreement with the relevant concession holder.
We have not entered into any agreement with a third party with respect to the
provision of airport services as we provide these services ourselves. All
agreements relating to airport or complementary services are required to be
approved by the SCT. The Mexican Airport Law provides that the concession
holder is jointly liable with these third parties for compliance with the terms
of the relevant concession with respect to the services provided by such third
parties. All third-party service providers are required to be corporations
incorporated under Mexican law.

Airport
and complementary services are required to be provided to all users in a
uniform and regular manner, without discrimination as to quality, access or
price. Concession holders are required to provide airport and complementary
services on a priority basis to military aircraft, disaster support aircraft
and aircraft experiencing emergencies. Airport and complementary services are
required to be provided at no cost to military aircraft and aircraft performing
national security activities. The concession holders have not and do not
provide complementary services as these services are provided by third parties.

In
the event of force majeure, the
SCT may impose additional regulations governing the provision of services at
airports, but only to the extent necessary to address the force majeure event. The Mexican Airport
Law allows the airport administrator appointed by a concession holder to
suspend the provision of airport services in the event of force majeure.

A
concession holder is also required to allow for a competitive market for
complementary services. A concession holder may only limit the number of
providers of complementary services in its airport due to space, efficiency and
safety considerations. If the number of complementary service providers must be
limited due to these considerations, contracts for the provision of
complementary services must be awarded through competitive bidding processes.

Master
Development Programs

Each
concession holder is required to submit to the SCT a master development program
describing, among other things, the concession holders construction and
maintenance plans.

Each
master development program is required to be updated every five years and resubmitted
for approval to the SCT. Upon such approval, the master development program is
deemed to constitute a part of the relevant concession. Any major construction,
renovation or expansion of an airport may only be made pursuant to a concession
holders master

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development program or upon approval by the SCT.
Information required to be presented in the master development program
includes:

|  |                                                                                                                              
|- | -----------------------------------------------------------------------------------------------------------------------------
| | airport growth and development expectations;                                                                                 
|  |                                                                                                                              
| | 15-year projections for air traffic demand
  (including passenger, cargo and operations);                                    
|  |                                                                                                                              
| | construction, conservation, maintenance, expansion
  and modernization programs for infrastructure, facilities and equipment;
|  |                                                                                                                              
| | a binding five-year detailed investment program and
  planned major investments for the following ten years;                 
|  |                                                                                                                              
| | descriptive airport plans specifying the distinct
  uses for the corresponding airport areas;                                
|  |                                                                                                                              
| | any financing sources; and                                                                                                   
|  |                                                                                                                              
| | environmental protection measures.                                                                                           

Each
concession provides for a 24-month period for the preparation and submission of
the concession holders master development program, and requires the concession
holder to engage recognized independent consultants to conduct polls among
airport users with respect to current and expected quality standards, and to
prepare air traffic projections and assess investment requirements. The
concession holder must submit a draft of the master development program to an operations committee (Comité de
Operación y Horarios), composed of each of the airports
principal users, for their review and comments six months prior to its
submission for approval to the SCT. Further, the concession holder must submit,
six months prior to the expiration of the five-year term, the new master
development program to the SCT. The SCT may request additional information or
clarification as well as seek further comments from airport users. The Ministry
of Defense (Secretaría de Defensa Nacional)
may also opine on the master development programs.

Any
major construction project, renovation or expansion relating to an airport can
only be done pursuant to the master development program of the concession
holder or with the approval of the SCT. We are required to spend the full
amounts set forth in each investment program under our master development
programs.

Changes
to a master development program including the related investment program
require the approval of the SCT, except for emergency repairs and minor works
that do not adversely affect an airports operations.

In
December 2004, the SCT approved the master development programs for each of our
subsidiary concession holders for the 2005 to 2009 period. We determined to
allocate a majority of our investments for the 2005-to-2009 period to our five
largest airports.

Our
master development programs are approved by the SCT for periods of five years,
as stated in our concessions. We are required to comply with the
five-year-period investment obligations under master development programs, and
the SCT may apply sanctions if we do not

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so comply. Recently the SCT has reviewed our
compliance on an annual basis. The SCT may choose to do this revision
officially and apply sanctions on an annual basis if it determines that we have
failed in our investment obligations.

Aeronautical
Services Regulation

The
Mexican Airport Law directs the SCT to establish price regulations for services
for which there is no competitive market, as determined by the Mexican
Antitrust Commission. In 1999, the Mexican Antitrust Commission issued a ruling
stating that competitive markets generally do not exist for airport services
and airport access provided to third parties rendering complementary services.
This ruling authorized the SCT to establish regulations governing the prices
that may be charged for airport services and access fees that may be charged to
third parties rendering complementary services in our airports. On November 15,
1999, a new regulation, the Rate Regulation (Regulación
Tarifaria), was incorporated within the terms of each of our
concessions. This regulation provides a framework for the setting by the SCT of
five-year maximum rates.

Regulated
Revenues

The
majority of our revenues are derived from providing aeronautical services,
which generally are related to the use of airport facilities by airlines and
passengers and principally consist of a fee for each departing passenger,
aircraft landing fees based on an aircrafts weight and arrival time, an
aircraft parking fee, a fee for the transfer of passengers from an aircraft to
the terminal building and a security charge for each departing passenger.

Since
January 1, 2000, all of our revenues from aeronautical services have been
subject to a price regulation system established by the SCT. Under this price
regulation system, the SCT establishes a maximum rate for each airport for
every year in a five-year period. The maximum rate is the maximum amount of
revenues per workload unit that may be earned at an airport each year from
regulated revenues sources. Under this regulation, a workload unit is
equivalent to one terminal passenger or 100 kilograms of cargo. We are able to
set the specific prices for each aeronautical service every six months (or more
frequently if accumulated inflation since the last adjustment exceeds 5%), as
long as the combined revenues from regulated services at an airport do not
exceed the maximum rate per workload unit at that airport. Since our aggregate
revenues resulting from regulated services are not otherwise restricted,
increases in passenger and cargo traffic permit greater revenues overall within
each five-year interval for which maximum rates are established.

On
July 15, 2003, we entered into an agreement with the National Air
Transportation Chamber of Commerce (Cámara
Nacional de Aerotransportes) and the SCT pursuant to which we
resolved existing disputes with our principal airline customers and established
specific prices for aeronautical services applicable to those airlines for 2003
and 2004 and a methodology for retroactively applying those prices from 2000,
since these airlines had refused to pay certain of our charges since that year.
In March 2005, we renewed
an agreement with these customers that expired at year-end 2006. In December
2006 a new agreement was signed and in that agreement we set all the specific
prices for each aeronatical service for the following three years only with

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the
possibility to increase them by the increase in the Cosumer Price Index
published by the Mexican Central Bank.

In
2006, approximately 81.4% of our total revenues were earned from aeronautical
services subject to price regulation under our maximum rates.

Our
revenues from non-aeronautical services, including revenues that we earn from
most commercial activities in our terminals, are not regulated under our
maximum-rate price regulation system and are therefore not subject to a ceiling.
For a description of how we classify our revenues into aeronautical and
non-aeronautical services, see Item 5, Operating and Financial Review and
ProspectsClassification of Revenues.

Maximum Rates for
2005 through 2009

Each
airports maximum rate is determined by the SCT based on a general framework
established in our concessions. This framework reflects, among other factors,
projections of an airports revenues, operating costs and capital expenditures,
as well as the estimated cost of capital related to regulated services and
projected annual efficiency adjustments determined by the SCT. The schedule of
maximum rates for each airport is to be established every five years. In
December 2004, the SCT set new airport maximum rates for the period from
January 1, 2005 through December 31, 2009.

The
following tables set forth the maximum rates for each of our airports under the
master development programs that went into effect as of January 1, 2005. These
maximum rates are subject to adjustment only as described above or under the
limited circumstances described below under Special Adjustments to Maximum
Rates.

Current Maximum Rates(1)

|                  |  |                         |        |      |     |        |  |      |        |      |     |        |  |     |        | 
|----------------- |  | ----------------------- | ------ | ---- | --- | ------ |  | ---- | ------ | ---- | --- | ------ |  | --- | ------ | 
|                  |  | Year ended December 31, |       
|                  |  |                         |       
|                  |  | 2005                    |        | 2006 |     | 2007   |  | 2008 |        | 2009 |    
|                  |  |                         |        |      |     |        |  |      |        |      |    
|                  |  |                         |        |      |     |        |  |      |        |      |    
|Guadalajara       |  | Ps.                     | 105.80 |      | Ps. | 105.00 |  | Ps.  | 104.22 |      | Ps. | 103.44 |  | Ps. | 102.66 | 
|Tijuana           |  |                         | 84.38  |      |     | 83.74  |  |      | 83.12  |      |     | 82.50  |  |     | 81.88  | 
|Puerto
  Vallarta |  |                         | 129.18 |      |     | 128.22 |  |      | 127.25 |      |     | 126.30 |  |     | 125.35 | 
|Los
  Cabos       |  |                         | 134.22 |      |     | 133.22 |  |      | 132.22 |      |     | 131.23 |  |     | 130.24 | 
|Hermosillo        |  |                         | 91.88  |      |     | 91.19  |  |      | 90.51  |      |     | 89.82  |  |     | 89.16  | 
|Bajío             |  |                         | 121.88 |      |     | 120.96 |  |      | 120.05 |      |     | 119.15 |  |     | 118.26 | 
|Morellia          |  |                         | 135.24 |      |     | 134.22 |  |      | 133.22 |      |     | 132.22 |  |     | 131.23 | 
|La Paz            |  |                         | 121.66 |      |     | 120.75 |  |      | 119.85 |      |     | 118.95 |  |     | 118.06 | 
|Aguascalientes    |  |                         | 113.13 |      |     | 112.28 |  |      | 111.44 |      |     | 110.60 |  |     | 109.77 | 
|Mexicali          |  |                         | 99.35  |      |     | 98.60  |  |      | 97.86  |      |     | 97.12  |  |     | 96.40  | 
|Los
  Mochis      |  |                         | 116.21 |      |     | 115.34 |  |      | 114.47 |      |     | 113.62 |  |     | 112.76 | 
|Manzanillo        |  |                         | 128.34 |      |     | 127.38 |  |      | 126.42 |      |     | 125.47 |  |     | 124.53 | 

|    |                                                                                                                                                                           
|--- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   
|(1) | Expressed in
  constant pesos as of December 31, 2006 (using the Mexican Producer Price
  Index, excluding petroleum, and applying the efficiency factor year over
  year)

66

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Methodology for
Determining Future Maximum Rates

The
Rate Regulation provides that each airports annual maximum rates are to be
determined in five-year intervals based on the following variables:

|  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | Projections
  for the following fifteen years of workload units (each of which is
  equivalent to one terminal passenger or 100 kilograms of cargo), operating
  costs and expenses related to services subject to price regulation and
  pre-tax earnings from services subject to price regulation. The concessions
  provide that projections for workload units and expenses related to regulated
  services are to be derived from the terms of the relevant concession holders
  master development program for the following fifteen years.                                                
|  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
| | Projections
  for the following fifteen years of capital expenditures related to regulated
  services, based on air traffic forecasts and quality standards for services
  to be derived from the master development programs.                                                                                                                                                                                                                                                                                                                                                                     
|  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
| | Reference
  values, which initially were established in the concessions and are designed
  to reflect the net present value of the regulated revenues minus the
  corresponding regulated operating costs and expenses (excluding amortization
  and depreciation), and capital expenditures related to the provision of
  regulated services plus a terminal value.                                                                                                                                                                                                                               
|  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
| | A discount
  rate to be determined by the SCT. The concessions provide that the discount
  rate shall reflect the cost of capital to Mexican and international companies
  in the airport industry (on a pre-tax basis), as well as Mexican economic
  conditions. The concessions provide that the discount rate shall be at least
  equal to the average yield of long-term Mexican government debt securities
  quoted in the international markets during the prior 24 months plus a risk
  premium to be determined by the SCT based on the inherent risk of the airport
  business in Mexico.
|  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
| | An
  efficiency factor to be determined by the SCT. For the five-year period
  ending December 31, 2009, the maximum rates applicable to our airports
  reflect a projected annual efficiency improvement of 0.75%.                                                                                                                                                                                                                                                                                                                                                                                

Our
concessions specify a discounted cash flow formula to be used by the SCT to
determine the maximum rates that, given the projected pre-tax earnings, the
efficiency adjustment, capital expenditures and discount rate, would result in
a net present value equal to the reference values established in connection
with the last determination of maximum rates. We prepare a proposal to submit
to the SCT establishing the values we believe should be used with respect to
each variable included in the determination of maximum rates, including the
efficiency factor, projected capital expenditures and the discount rate. The
maximum rates ultimately established by the SCT historically have resulted from
a negotiation between the SCT and us regarding these variables.

The
concessions provide that each airports reference values and discount rate and
the other variables used in calculating the maximum rates do not in any manner
represent an undertaking by the SCT or the Mexican government as to the
profitability of any concession holder. Therefore, whether or not the maximum
rates (or the amounts up to the maximum rates that we are able to collect)
multiplied by workload units at any airport generate a profit or

67

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exceed our
profit estimates, or reflect the actual profitability, discount rates, capital
expenditures or productivity gains at that airport over the five-year period,
we are not entitled to any adjustment to compensate for any shortfall.

To
the extent that such aggregate revenues per workload unit exceed the relevant
maximum rate, the SCT may proportionately reduce the maximum rate in the
immediately subsequent year and assess penalties equivalent to 1,000 to 50,000
times the general minimum wage in Mexico City. On December 31, 2006, the daily
minimum wage in Mexico City was Ps. 48.67. As a result, the maximum penalty
at such date could have been Ps. 2.4 million (U.S.$0.2 million) per
airport.

Our
concessions provide that, during 2000 and 2001, our calculation of workload
units (one passenger or 100 kilograms of cargo) would include transit
passengers. Beginning January 1, 2002, the SCT established that the calculation
of workload units would not include transit passengers for subsequent years.
The current workload unit calculation is therefore equal to one terminal
passenger or 100 kilograms of cargo.

Special Adjustments
to Maximum Rates

Once
determined, each airports maximum rates are subject to special adjustment only
under the following circumstances:

|  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | Change in law or natural disasters. A
  concession holder may request an adjustment in its maximum rates if a change
  in law with respect to quality standards or safety and environmental
  protection results in operating costs or capital expenditures that were not
  contemplated when its maximum rates were determined. In addition, a
  concession holder may also request an adjustment in its maximum rates if a
  natural disaster affects demand or requires unanticipated capital
  expenditures. There can be no assurance that any request on these grounds
  would be approved.                                                                                                       
|  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
| | Macroeconomic conditions. A concession
  holder may request an adjustment in its maximum rates if, as a result of a
  decrease of at least 5% in Mexican gross domestic product in a 12-month
  period, the workload units processed in the concession holders airport are
  less than those projected when its master development program was approved.
  To grant an adjustment under these circumstances, the SCT must have already
  allowed the concession holder to decrease its projected capital improvements
  under its master development program as a result of the decline in passenger
  traffic volume. There can be no assurance that any request on these grounds
  would be approved.
|  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
| | Increase in concession tax under Mexican Federal Duties Law.
  An increase in duty payable by a concession holder under the Mexican Federal
  Duties Law entitles the concession holder to request an adjustment in its
  maximum rates. There can be no assurance that any request on these grounds
  would be approved.                                                                                                                                                                                                                                                                                                                                                                               
|  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
| | Failure to make required investments or improvements.
  The SCT annually is entitled to review each concession holders compliance
  with its master development program (including the provision of services and
  the making of capital investments). If a concession holder fails to satisfy
  any of the investment commitments contained in its master                                                                                                                                                                                                                                                                                                                                             

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|  |                                                                                                                                                                                                                                                                                                                                                                                       
|- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|  | development
  program, the SCT is entitled to decrease the concession holders maximum
  rates and assess penalties.                                                                                                                                                                                                                                                                  
|  |                                                                                                                                                                                                                                                                                                                                                                                       
| | Excess revenues. In the event that revenues
  subject to price regulation per workload unit in any year exceed the
  applicable maximum rate, the maximum rate for the following year will be
  decreased to compensate airport users for overpayment in the previous year.
  Under these circumstances, the SCT is also entitled to assess penalties
  against the concession holder.

Ownership Commitments and Restrictions

The
concessions require us to retain a 51% direct ownership interest in each of our
12 concession holders throughout the term of these concessions. Any acquisition
by us or one of our concession holders of any additional airport concessions or
of a beneficial interest of 30% or more of another concession holder requires
the consent of the Mexican Antitrust Commission. In addition, the concessions
prohibit us and our concession holders, collectively or individually, from acquiring
more than one concession for the operation of an airport along each of Mexicos
southern and northern borders.

Air
carriers are prohibited under the Mexican Airport Law from controlling or
beneficially owning 5% or more of the shares of a holder of an airport
concession. We, and each of our subsidiaries, are similarly restricted from
owning 5% or more of the shares of any air carrier.

Foreign
governments acting in a sovereign capacity are prohibited from owning any
direct or indirect equity interest in a holder of an airport concession.

Reporting, Information and Consent
Requirements

Concession
holders and third parties providing services at airports are required to
provide the SCT access to all airport facilities and information relating to an
airports construction, operation, maintenance and development. Each concession
holder is obligated to maintain statistical records of operations and air
traffic movements in its airport and to provide the SCT with any information that
it may request. Each concession holder is also required to publish its annual
audited consolidated financial statements in a principal Mexican newspaper
within the first four months of each year.

The
Mexican Airport Law provides that any person or group directly or indirectly
acquiring control of a concession holder is required to obtain the consent of
the SCT for such control acquisition. For purposes of this requirement, control
is deemed to be acquired in the following circumstances:

|  |                                                                                                                           
|- | --------------------------------------------------------------------------------------------------------------------------
| | if a person
  acquires 35% or more of the shares of a concession holder;                                                  
|  |                                                                                                                           
| | if a person
  has the ability to control the outcome of meetings of the stockholders of a
  concession holder;            
|  |                                                                                                                           
| | if a person
  has the ability to appoint a majority of the members of the board of
  directors of a concession holder; and

69

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|  |                                                                 
|- | ----------------------------------------------------------------
| | if a person
  by any other means acquires control of an airport.

Pursuant
to the regulations under the Mexican Airport Law, any company acquiring control
of a concession holder is deemed to be jointly and severally liable with the
concession holder for the performance of the terms and conditions of the
concession.

The
SCT is required to be notified upon any change in a concession holders chief
executive officer, board of directors or management. A concession holder is
also required to notify the SCT at least 90 days prior to the adoption of any
amendment to its bylaws concerning the dissolution, corporate purpose, merger,
transformation or spin-off of the concession holder.

Penalties and Termination and Revocation of
Concessions and Concession Assets

Termination of
Concessions

Under
the Mexican Airport Law and the terms of the concessions, a concession may be
terminated upon any of the following events:

|  |                                                                                                                                                                              
|- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | the expiration
  of its term;                                                                                                                                                
|  |                                                                                                                                                                              
| | its
  surrender by the concession holder;                                                                                                                                    
|  |                                                                                                                                                                              
| | the
  revocation of the concession by the SCT;                                                                                                                               
|  |                                                                                                                                                                              
| | the
  reversion (rescate) of the
  Mexican government-owned assets that are the subject of the concession
  (principally real estate, improvements and other infrastructure);
|  |                                                                                                                                                                              
| | the
  inability to achieve the purpose of the concession, except in the event of force majeure;                                                                              
|  |                                                                                                                                                                              
| | the
  dissolution, liquidation or bankruptcy of the concession holder; or                                                                                                    
|  |                                                                                                                                                                              
| | the failure
  by the concession holder to satisfy the shareholding obligations set forth in
  the concession.                                                                

Following
a concessions termination, the concession holder remains liable for the
performance of its obligations during the term of the concession.

Revocation of
Concessions

A
concession may be revoked by the SCT under certain conditions, including:

|  |                                                                                                                                                                                   
|- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | the failure
  by a concession holder to operate, maintain and develop an airport pursuant
  to the terms established in the concession;                                           
|  |                                                                                                                                                                                   
| | the failure
  by a concession holder to maintain insurance as required under the Mexican
  Airport Law;                                                                           
|  |                                                                                                                                                                                   
| | the
  assignment, encumbrance, transfer or sale of a concession, any of the rights
  thereunder or the assets underlying the concession in violation of the
  Mexican Airport Law;

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|  |                                                                                                                                                                                                                                                                                                                                                        
|- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | any
  alteration of the nature or condition of an airports facilities without the
  authorization of the SCT;                                                                                                                                                                                                                                         
|  |                                                                                                                                                                                                                                                                                                                                                        
| | use, with a
  concession holders consent or without the approval of air traffic control
  authorities, of an airport by any aircraft that does not comply with the
  requirements of the Mexican Civil Aviation Law, that has not been authorized
  by the Mexican Air Traffic Control Authority, or that is involved in the
  commission of a felony;
|  |                                                                                                                                                                                                                                                                                                                                                        
| | knowingly
  appointing a chief executive officer or board member of a concession holder
  that is not qualified to perform his functions under the law as a result of
  having violated criminal laws;                                                                                                                                                 
|  |                                                                                                                                                                                                                                                                                                                                                        
| | the failure
  by the concession holder to pay the Mexican government the airport concession
  tax;                                                                                                                                                                                                                                                     
|  |                                                                                                                                                                                                                                                                                                                                                        
| | failure to own
  at least 51% of the capital stock of subsidiary concession holders;                                                                                                                                                                                                                                                                   
|  |                                                                                                                                                                                                                                                                                                                                                        
| | violation of
  the safety regulations established in the Mexican Airport Law and other
  applicable laws;                                                                                                                                                                                                                                              
|  |                                                                                                                                                                                                                                                                                                                                                        
| | total or
  partial interruption of the operation of an airport or its airport or
  complementary services without justified cause;                                                                                                                                                                                                                     
|  |                                                                                                                                                                                                                                                                                                                                                        
| | the failure
  to maintain an airports facilities;                                                                                                                                                                                                                                                                                                     
|  |                                                                                                                                                                                                                                                                                                                                                        
| | the
  provision of unauthorized services;                                                                                                                                                                                                                                                                                                              
|  |                                                                                                                                                                                                                                                                                                                                                        
| | the failure
  to indemnify a third party for damages caused by the provision of services by
  the concession holder or a third-party service provider;                                                                                                                                                                                                 
|  |                                                                                                                                                                                                                                                                                                                                                        
| | charging
  prices higher than those registered with the SCT for regulated services or
  exceeding the applicable maximum rate;                                                                                                                                                                                                                         
|  |                                                                                                                                                                                                                                                                                                                                                        
| | any act or
  omission that impedes the ability of other service providers or authorities
  to carry out their functions within an airport; or                                                                                                                                                                                                          
|  |                                                                                                                                                                                                                                                                                                                                                        
| | any other
  failure to comply with the Mexican Airport Law, its regulations and the terms
  of a concession.                                                                                                                                                                                                                                           

The
SCT is entitled to revoke a concession without prior notice as a result of the
first six events described above. In the case of other violations, a concession
may be revoked as a result of a violation only if sanctions have been imposed
at least three times with respect to the same violation.

Pursuant
to the terms of our concessions, in the event the SCT revokes one of our
concessions, it is entitled to revoke all of our concessions.

71

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According
to the Mexican National Assets Law, the surface area of our airports and
improvements on such space are government-owned assets. A concession concerning
government-owned assets may be rescued, or revert to the Mexican government
prior to the concessions expiration, when considered necessary for the public
interest. In exchange, the Mexican government is required to pay compensation
as determined by expert appraisers. Following a declaration of reversion (rescate), the assets that were subject to
the concession are automatically returned to the Mexican government.

In
the event of war, public disturbances or threats to national security, the
Mexican government may assume the operation (requisa)
of any airport, airport and complementary services as well as any other airport
assets. Such government action may exist only during the duration of the
emergency. Except in the case of war, the Mexican federal government is
required to compensate all affected parties for any damages or losses suffered
as a result of such government action. If the Mexican government and a
concession holder cannot agree as to the appropriate amount of damages or
losses, the amount of damages must be determined by experts jointly appointed
by both parties and the amount of losses must be determined based on the
average net income of the concession holder during the previous year.

The
Mexican Airport Law provides that a sanction of up to 200,000 times the minimum
daily wage in Mexico City may be assessed for a failure to comply with the law
or terms of a concession. Such sanction may be duplicated in the event of
reiterative failures to comply. On December 31, 2006, the daily minimum wage in
Mexico City was Ps. 48.67. As a result, the maximum penalty at such date
was Ps. 9.7 million (U.S.$0.9 million) for an individual failure to
comply.

Consequences of Termination
or Revocation of a Concession

Upon
termination, whether as a result of expiration or revocation, the real estate
and fixtures that were the subject of the concession automatically revert to
the Mexican government. In addition, upon termination, the Mexican federal
government has a preemptive right to acquire all other assets used by the
concession holder to provide services under the concession at prices determined
by expert appraisers appointed by the SCT. Alternatively, the Mexican government
may elect to lease these assets for up to five years at fair market rates as
determined by expert appraisers appointed by the Mexican government and the
concession holder. In the event of a discrepancy between appraisals, a third
expert appraiser must be jointly appointed by the Mexican government and the
concession holder. If the concession holder does not appoint an expert
appraiser, or if such appraiser fails to determine a price, the determination
of the appraiser appointed by the Mexican government will be conclusive. If the
Mexican government chooses to lease the assets, it may thereafter purchase the
assets at their fair market value, as determined by an expert appraiser
appointed by the Mexican government.

The
Mexican Communications Law, however, provides that upon expiration, termination
or revocation of a concession, all assets necessary to operate the airports
will revert to the Mexican government, at no cost, and free of any liens or
other encumbrances. There is substantial doubt as to whether the provisions of
our concessions would prevail over those of the Mexican Communications Law.
Accordingly, there can be no assurance that upon expiration or termination of
our concessions the assets used by our subsidiary concession holders to provide

72

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services at
our airports will not revert to the Mexican government, free of charge,
together with government-owned assets and improvements permanently attached
thereto.

Grants of New Concessions

The
Mexican government may grant new concessions to manage, operate, develop and
construct airports. Such concessions may be granted through a public bidding
process in which bidders must demonstrate their technical, legal, managerial
and financial capabilities. In addition, the government may grant concessions
without a public bidding process to the following entities:

|  |                                                                                                                                                                                                                                                                                                                                                                                                              
|- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | any person
  who holds a permit to operate a civil aerodrome and intends to transform the
  aerodrome into an airport so long as (i) the proposed change is consistent
  with the national airport development programs and policies, (ii) the civil
  aerodrome has been in continuous operation for the previous five years and
  (iii) the permit holder complies with all requirements of the concession,
|  |                                                                                                                                                                                                                                                                                                                                                                                                              
| | a current
  concession holder when necessary to meet increased demand so long as (i) a
  new airport is necessary to increase existing capacity, (ii) the operation of
  both airports by a single concession holder is more efficient than other
  options, and (iii) the concession holder complies with all requirements of
  the concession,                                                             
|  |                                                                                                                                                                                                                                                                                                                                                                                                              
| | a current
  concession holder when it is in the public interest for its airport to be
  relocated,                                                                                                                                                                                                                                                                                                           
|  |                                                                                                                                                                                                                                                                                                                                                                                                              
| | entities in
  the federal public administration, and                                                                                                                                                                                                                                                                                                                                                         
|  |                                                                                                                                                                                                                                                                                                                                                                                                              
| | commercial
  entities in which local or municipal governments have a majority equity
  interest if the entities corporate purpose is to manage, operate, develop
  and/or construct airports.                                                                                                                                                                                                               

Environmental Regulation

Our
operations are subject to Mexican federal, state and municipal laws and
regulations relating to the protection of the environment. The major federal
environmental laws applicable to our operations are: (i) the General Law of
Ecological Balance and Environmental Protection (Ley General de Equilibrio Ecologico y Protección Ambiental)
(the General Environmental Law) and its regulations, which are administered
by the Ministry of the Environment and Natural Resources (Secretaría de Medio Ambiente y Recursos Naturales)
and enforced by the Ministrys enforcement branch, the Federal Office for the
Protection of the Environment (Procuraduría
Federal de Protección al Ambiente); (ii) the General Law for
the Prevention and Integral Management of Waste (Ley General para la Prevención y Gestión Integral de los Residuos)
(the Law on Waste), which is also administered by the Ministry of the
Environment and Natural Resources and enforced by the Federal Office for the
Protection of the Environment; and (iii) the National Waters Law (Ley de Aguas Nacionales) and its
regulations, which are administered and enforced by the National Waters
Commission, (Comisión Nacional del Agua),
also a branch of the Ministry of the Environment and Natural Resources.

Under
the General Environmental Law, regulations have been enacted concerning air
pollution, environmental impact, noise control, hazardous waste, environmental
audits and

73

---



natural
protected areas. The General Environmental Law also regulates, among other
things, vibrations, thermal energy, soil contamination and visual pollution,
although the Mexican government has not yet issued enforceable regulation on
the majority of these matters. The General Environmental Law also provides that
companies that contaminate soils are responsible for their clean-up. Further,
according to the Law on Waste, which was enacted in January 2004, owners and/or
possessors of real property with soil contamination are jointly and severally
liable for the remediation of such contaminated sites, irrespective of any
recourse or other actions such owners and/or possessors may have against the
contaminating party, and aside from the criminal or administrative liability to
which the contaminating party may be subject. Restrictions on the transfer of
contaminated sites also exist. The Law on Waste also regulates the generation,
handling and final disposal of hazardous waste.

Pursuant
to the National Waters Law, companies that discharge waste waters into national
water bodies must comply with, among other requirements, maximum permissible
contaminant levels in order to preserve water quality. Periodic reports on
water quality must be provided to competent authorities. Liability may result
from the contamination of underground waters or recipient water bodies. The use
of underground waters is subject to restrictions pursuant to our concessions
and the National Waters Commission.

In
addition to the foregoing, Mexican Official Norms (Normas Oficiales Mexicanas), which are technical standards
issued by competent regulatory authorities pursuant to the General Normalization
Law (Ley General de Metrología y
Normalización) and to other laws that include the environmental laws
described above, establish standards relating to air emissions, waste water
discharges, the generation, handling and disposal of hazardous waste and noise
control, among other matters. As of December 31, 2006, Mexican Official Norms
on soil contamination and waste management were in the process of being
developed. Although not enforceable, the internal administrative criteria on
soil contamination of the Federal Office for the Protection of the Environment
are widely used as guidance in cases where soil remediation, restoration or
clean-up is required.

The
Federal Office for the Protection of the Environment can bring administrative,
civil and criminal proceedings against companies that violate environmental
laws and it also has the power to close non-complying facilities and impose a
variety of sanctions. Companies in Mexico are required to obtain proper
authorizations, licenses, concessions or permits from competent environmental
authorities for the performance of activities that may have an impact on the
environment or that may constitute a source of contamination. Companies in
Mexico are also required to comply with a variety of reporting obligations that
include, among others, providing the Federal Office for the Protection of the
Environment and the National Waters Commission, as applicable, with periodic
reports regarding compliance with various environmental laws.

Prior
to the opening of Mexicos airports to private investment, the Federal Office
for the Protection of the Environment required that environmental audits be
performed at each of our airports. Based on the results of these audits, the
Federal Office for the Protection of the Environment issued recommendations for
improvements and corrective actions to be taken at each of our airports. In
connection with the transfer of the management of our airports from our
predecessor, we entered into environmental compliance agreements with the
Federal Office for

74

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the Protection
of the Environment on January 1, 1999 and July 12, 2000 pursuant to which we
agreed to comply with a specific action plan and adopt specific actions within
a determined time frame.

The
Federal Office for the Protection of the Environment has confirmed that we have
complied with all of the relevant environmental requirements derived from the
aforementioned environmental audits at, and has issued compliance certificates
for, all of our airports other than Guadalajara. These certificates, which are
known as Environmental Compliance Certificates (Certificados de Cumplimiento Ambiental) certify compliance
with applicable Mexican environmental laws, regulations and applicable Mexican
Official Norms and must be renewed periodically. During the remainder of 2007,
we must obtain renewals for our airports in Aguascalientes, Morelia,
Manzanillo, La Paz and Mexicali. We are in the process of completing the
certification process in respect of our Guadalajara airport with the Federal
Office for the Protection of the Environment.

Liability for
Environmental Noncompliance

The
legal framework of environmental liability applicable to our operations is
generally outlined above. Under the terms of our concessions, the Mexican
government has agreed to indemnify us for any environmental liabilities arising
prior to November 1, 1998 and for any failure by the Mexican Airport and
Auxiliary Services Agency prior to November 1, 1998 to comply with applicable
environmental laws and with its agreements with Mexican environmental
authorities. Although there can be no assurance, we believe that we are
entitled to indemnification for any liabilities related to the actions our
predecessor was required to perform or refrain from performing under applicable
environmental laws and under its agreements with environmental authorities. For
further information regarding these liabilities, see Note 17.c to our audited
consolidated financial statements.

The
level of environmental regulation in Mexico has significantly increased in
recent years, and the enforcement of environmental laws is becoming
substantially more stringent. We expect this trend to continue and expect
additional norms to be imposed by the North American Agreement on Environmental
Cooperation entered into by Canada, the United States and Mexico in the context
of the North American Free Trade Agreement, as well as by other international
treaties on environmental matters. We do not expect that compliance with
Mexican federal, state or municipal environmental laws currently in effect will
have a material adverse effect on our financial condition or results of
operations. However, there can be no assurance that environmental regulations
or the enforcement thereof will not change in a manner that could have a
material adverse effect on our business, results of operations, prospects or
financial condition.

75

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ORGANIZATIONAL STRUCTURE

The
following table sets forth our subsidiaries as of December 31, 2006.

|                                                                          |  |                                   |  |                  |  |                                                                
|------------------------------------------------------------------------- |  | --------------------------------- |  | ---------------- |  | ---------------------------------------------------------------
|Name of Company                                                           |  | Jurisdiction
  of 
  Organization |  | Percentage Owned |  | Description                                                    
|                                                                          |  |                                   |  |                  |  |                                                                
|Aeropuerto
  de Guadalajara, S.A. de C.V.                                 |  | Mexico                            |  | 100              |  | Holds concession for
  Guadalajara International Airport       
|                                                                          |  |                                   |  |                  |  |                                                                
|Aeropuerto
  de Tijuana, S.A. de C.V.                                     |  | Mexico                            |  | 100              |  | Holds concession for
  Tijuana International Airport           
|                                                                          |  |                                   |  |                  |  |                                                                
|Aeropuerto
  de Puerto Vallarta, S.A. de C.V.                             |  | Mexico                            |  | 100              |  | Holds
  concession for Puerto Vallarta International Airport   
|                                                                          |  |                                   |  |                  |  |                                                                
|Aeropuerto
  de San Jose del Cabo, S.A. de C.V.                           |  | Mexico                            |  | 100              |  | Holds concession for Los
  Cabos International Airport         
|                                                                          |  |                                   |  |                  |  |                                                                
|Aeropuerto
  de Hermosillo, S.A. de C.V.                                  |  | Mexico                            |  | 100              |  | Holds concession for
  Hermosillo International Airport        
|                                                                          |  |                                   |  |                  |  |                                                                
|Aeropuerto
  del Bajio, S.A. de C.V.                                      |  | Mexico                            |  | 100              |  | Holds concession for Bajio
  International Airport             
|                                                                          |  |                                   |  |                  |  |                                                                
|Aeropuerto
  de Morelia, S.A. de C.V.                                     |  | Mexico                            |  | 100              |  | Holds concession for
  Morelia International Airport           
|                                                                          |  |                                   |  |                  |  |                                                                
|Aeropuerto
  de La Paz, S.A. de C.V.                                      |  | Mexico                            |  | 100              |  | Holds
  concession for La Paz International Airport            
|                                                                          |  |                                   |  |                  |  |                                                                
|Aeropuerto
  de Aguascalientes, S.A. de C.V.                              |  | Mexico                            |  | 100              |  | Holds concession for
  Aguascalientes International Airport    
|                                                                          |  |                                   |  |                  |  |                                                                
|Aeropuerto
  de Mexicali, S.A. de C.V.                                    |  | Mexico                            |  | 100              |  | Holds concession for
  Mexicali International Airport          
|                                                                          |  |                                   |  |                  |  |                                                                
|Aeropuerto
  de Los Mochis, S.A. de C.V.                                  |  | Mexico                            |  | 100              |  | Holds concession for Los
  Mochis International Airport        
|                                                                          |  |                                   |  |                  |  |                                                                
|Aeropuerto
  de Manzanillo, S.A. de C.V.                                  |  | Mexico                            |  | 100              |  | Holds concession for
  Manzanillo International Airport        
|                                                                          |  |                                   |  |                  |  |                                                                
|Servicios
  a la Infraestructura Aeroportuaria del Pacífico, S.A. de C.V. |  | Mexico                            |  | 100              |  | Provider of administrative
  services to our other subsidiaries

PROPERTY, PLANT AND
EQUIPMENT

Pursuant
to the Mexican General Law of National Assets, all real estate and fixtures in
our airports are owned by the Mexican government. Each of our concessions is
scheduled to terminate in 2048, although each concession may be extended one or
more times for up to an aggregate of an additional 50 years. The option to
extend a concession is subject to our acceptance of any changes to such
concession that may be imposed by the SCT and our compliance with the terms of
our current concessions. Upon expiration of our concessions, these assets
automatically revert to the Mexican government, including improvements we may
have made during the terms of the concessions, free and clear of any liens
and/or encumbrances, and we will be required to indemnify the Mexican government
for damages to these assets, except for those caused by normal wear and tear.

76

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Our
corporate headquarters are located in Guadalajara, Jalisco. We lease the office
space for our corporate headquarters, located on the fifth, sixth, and seventh
floors of La Torre Pacifico, from Guadalajara World Trade Center, S.A. de C.V.
In addition to our corporate offices in Guadalajara, we also lease office space
in Colonia Los Morales, in Mexico City from Racine, S.A. de C.V.

We maintain
comprehensive insurance coverage that covers the principal assets of our
airports and other property, subject to customary limits, against damage due to
natural disasters, accidents, terrorism or similar events. We also maintain
general liability insurance, but do not maintain business interruption
insurance. Among other insurance policies, we carry a Ps. 500 million
insurance policy covering damages to our property and a U.S.$50 million policy
covering personal and property damages to third parties, in each case applicable
only to damages resulting from certain terrorist acts. We also carry a general
Ps. 2.1 billion insurance policy covering damage to our assets and
infrastructure and a U.S.$500 million insurance policy covering personal and
property damages to third parties.

|         |                          
|-------- | -------------------------
|Item 4A. | Unresolved Staff Comments

None.

|Item 5. | Operating and Financial Review and
  Prospects
|------- | ----------------------------------------------

The
following discussion is derived from our audited consolidated financial
statements, which are included elsewhere in this annual report. This discussion
does not include all of the information included in these financial statements.
You should read these financial statements to gain a better understanding of
our business and our historical results of operations.

Our
audited consolidated financial statements have been prepared in accordance with
MFRS, which differ in certain respects from U.S. GAAP. See Note 23 to our
audited consolidated financial statements for a description of the principal
differences between MFRS and U.S. GAAP as they relate to us.

Overview

We
operate 12 airports in the Pacific and Central regions of Mexico pursuant to
concessions granted by the Mexican government. The substantial majority of our
revenues is derived from providing aeronautical services, which generally are
related to the use of our airport facilities by airlines and passengers. For
example, approximately 81.4% of our total revenues in 2006 were earned from
aeronautical services. Changes in our revenues from aeronautical services are
principally driven by the passenger and cargo volumes at our airports. Our
revenues from aeronautical services are also affected by the maximum rates we
are allowed to charge under the price regulation system established by the SCT.
The maximum rate system of price regulation that applies to our aeronautical
revenues is linked to the traffic volume (measured in workload units) at each
airport; thus, increases in passenger and cargo volume generally permit greater
revenues from aeronautical services.

We
also derive revenues from non-aeronautical activities, which principally relate
to the commercial, non-aeronautical activities carried out at our airports such
as the leasing of space to

77

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restaurants and retailers. Our revenues from
non-aeronautical activities are not subject to the system of price regulation
established by the SCT. Thus, our non-aeronautical revenues are principally
affected by the passenger volume at our airports and the mix of commercial
activities carried out at our airports. While we believe aeronautical revenues
will continue to represent a substantial majority of our future total revenues,
we anticipate that the future growth of our revenues from commercial activities
will exceed the growth rate of our aeronautical revenues.

Passenger
and Cargo Volumes

The
majority of the passenger traffic volume in our airports is made up of domestic
passengers. In addition, of the international passengers traveling through our
airports, a majority has historically traveled on flights originating in or
departing to the United States. Accordingly, our results of operations are
influenced strongly by changes to Mexican economic conditions and to a lesser
extent influenced by U.S. economic and other conditions, particularly trends
and events affecting leisure travel and consumer spending. Many factors
affecting our passenger traffic volume and the mix of passenger traffic in our
airports are beyond our control.

The
following table sets forth certain operating and financial data relating to our
revenues and passenger and cargo volumes for the years indicated.

|                                                                 |  |                           |          |      |     |          |   |     |          |  
|---------------------------------------------------------------- |  | ------------------------- | -------- | ---- | --- | -------- | - | --- | -------- | -
|                                                                 |  | Year ended
  December 31, |         
|                                                                 |  |                           |         
|                                                                 |  | 2004                      |          | 2005 |     | 2006     |  
|                                                                 |  |                           |          |      |     |          |  
|Change in Mexican gross
  domestic product(1)                    |  |                           | 4.4      | %    |     | 3.0      | % |     | 4.8      | %
|Change in Mexican Consumer
  Price Index(2)                      |  |                           | 5.2      | %    |     | 3.3      | % |     | 4.0      | %
|Domestic terminal
  passengers(3)                                |  |                           | 11,413.6 |      |     | 11,524.5 |   |     | 12,476.8 |  
|International terminal
  passengers(3)                           |  |                           | 6,102.6  |      |     | 7,610.7  |   |     | 8,037.3  |  
|Total terminal passengers(3)                                     |  |                           | 17,516.2 |      |     | 19,135.2 |   |     | 20,514.1 |  
|Cargo units(3)                                                   |  |                           | 1,450.0  |      |     | 1,444.9  |   |     | 1,606.0  |  
|Total workload units(3)                                          |  |                           | 18,966.2 |      |     | 20,580.1 |   |     | 22,120.1 |  
|Change in total terminal
  passengers(4)                         |  |                           | 6.5      | %    |     | 9.2      | % |     | 7.2      | %
|Change in workload units(4)                                      |  |                           | 6.6      | %    |     | 8.5      | % |     | 7.5      | %
|Aeronautical
  revenues(5)                                       |  | Ps.                       | 1,940.9  |      | Ps. | 2,198.5  |   | Ps. | 2,390.3  |  
|Change in aeronautical
  revenues                                |  |                           | 10.7     | %    |     | 13.3     | % |     | 8.7      | %
|Aeronautical revenues per
  workload unit                        |  | Ps.                       | 102.3    |      | Ps. | 106.8    |   | Ps. | 108.1    |  
|Change in aeronautical
  revenues per workload unit(3)           |  |                           | 3.8      | %    |     | 4.4      | % |     | 1.2      | %
|Non-aeronautical
  revenues(5)                                   |  | Ps.                       | 414.1    |      | Ps. | 497.8    |   | Ps. | 545.5    |  
|Change
  in non-aeronautical revenues(4)                         |  |                           | 33.3     | %    |     | 20.2     | % |     | 9.6      | %
|Non-aeronautical
  revenues per terminal passenger               |  | Ps.                       | 23.64    |      | Ps. | 26.0     |   | Ps. | 26.6     |  
|Change
  in non-aeronautical revenues per terminal passenger (4) |  |                           | 25.1     | %    |     | 10.1     | % |     | 2.2      | %

---

|    |                                                                                                                                                                                                                       
|--- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|(1) | In real terms, as reported
  by the Mexican Central Bank.                                                                                                                                                             
|    |                                                                                                                                                                                                                       
|(2) | As reported by the Mexican
  Central Bank.                                                                                                                                                                            
|    |                                                                                                                                                                                                                       
|(3) | In thousands. One cargo
  unit is equivalent to 100 kilograms of cargo. Under the regulation applicable
  to our aeronautical revenues, one workload unit is equivalent to one terminal
  passenger or one cargo unit.
|    |                                                                                                                                                                                                                       
|(4) | In each case, as compared
  to the previous period.                                                                                                                                                                   
|    |                                                                                                                                                                                                                       
|(5) | In millions of constant
  pesos.                                                                                                                                                                                      

In
2006, we had 20.5 million terminal passengers (12.5 million domestic and 8.0
million international), of which 118.3 thousand were on general aviation
flights, and an additional 1.0 million transit passengers. Approximately 48.4%
of our transit passengers are handled at Guadalajara International Airport.

78

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Classification
of Revenues

We
classify our revenues into two categories: revenues from aeronautical services
and revenues from non-aeronautical services. Historically, a substantial
majority of our revenues have been derived from aeronautical services. For
example, in 2004, 2005 and 2006, 82.4%, 81.5%, 81.4% and 80.5%, respectively,
of our revenues were derived from aeronautical services and the remainder of
our revenues were derived from non-aeronautical services.

Our
revenues from aeronautical services are subject to price regulation under the
applicable maximum rate at each of our airports, and principally consist of
passenger charges, aircraft landing and parking charges, airport security
charges, passenger walkway charges, leasing of space in our airports to
airlines (other than first class/VIP lounges and other similar non-essential
activities) and complementary services (i.e., fees from handling and catering
providers, permanent ground transportation operators and access fees from fuel
providers at our airports).

Our
revenues from non-aeronautical services are not subject to price regulation
under our maximum rates and generally include revenues earned from car parking,
leasing of space in our airports to airlines and complementary service
providers (for first class/VIP lounges and similar non-essential activities),
rental and royalty payments from third parties operating stores and providing
commercial services at our airports, such as car rental agencies, food and
beverage providers and retail and duty-free store operators, as well as
advertising and fees collected from other miscellaneous sources, such as
vending machines and time-share companies.

For
a detailed description of the components of our aeronautical and
non-aeronautical revenues categories, see Item 4, Information on the
CompanyBusiness OverviewOur Sources of Revenues.

Aeronautical Revenues

The
system of price regulation applicable to our aeronautical revenues establishes
a maximum rate in pesos for each airport for each year in a five-year period,
which is the maximum annual amount of revenues per workload unit (which is
equal to one terminal passenger or 100 kilograms of cargo) that we may earn at
that airport from aeronautical services. See Item 4, Regulatory
FrameworkAeronautical Services Regulation for a description of our maximum
rates and the rate-setting procedures for future periods. The maximum rates for
our airports have been determined for each year through December 31, 2009.

79

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The
following table sets forth our revenues from aeronautical services for the
years indicated.

Aeronautical
Revenues

|                                                            |  |                                                                  |         |         |  |        |   |         |         |        |  |         |   |     |         |  |  |       |   | 
|----------------------------------------------------------- |  | ---------------------------------------------------------------- | ------- | ------- |  | ------ | - | ------- | ------- | ------ |  | ------- | - | --- | ------- |  |  | ----- | - | 
|                                                            |  | Year ended December 31,                                          |         |        
|                                                            |  |                                                                  |         |        
|                                                            |  | 2004                                                             |         | 2005    |  | 2006   |   |        
|                                                            |  |                                                                  |         |         |  |        |   |        
|                                                            |  | Amount                                                           |         | Percent |  | Amount |   | Percent |         | Amount |  | Percent |   |    
|                                                            |  |                                                                  |         |         |  |        |   |         |         |        |  |         |   |    
|                                                            |  | (millions of pesos, except percentages and workload unit
  data) |        
|Aeronautical Revenues:                                      |  |                                                                  |         |         |  |        |   |         |         |        |  |         |   |     |         |  |  |       |   | 
|Passenger
  charges                                         |  | Ps.                                                              | 1,527.5 |         |  | 78.7   | % | Ps.     | 1,764.0 |        |  | 80.2    | % | Ps. | 1,912.2 |  |  | 80.0  | % | 
|Landing charges                                             |  |                                                                  | 127.7   |         |  | 6.6    |   |         | 135.8   |        |  | 6.2     |   |     | 146.6   |  |  | 6.1   |   | 
|Aircraft parking charges                                    |  |                                                                  | 109.2   |         |  | 5.6    |   |         | 115.6   |        |  | 5.3     |   |     | 127.6   |  |  | 5.3   |   | 
|Airport security charges                                    |  |                                                                  | 26.7    |         |  | 1.4    |   |         | 30.6    |        |  | 1.4     |   |     | 33.2    |  |  | 1.4   |   | 
|Passenger walkway charges                                   |  |                                                                  | 23.1    |         |  | 1.2    |   |         | 23.8    |        |  | 1.1     |   |     | 26.5    |  |  | 1.1   |   | 
|Leasing of space to
  airlines                              |  |                                                                  | 88.6    |         |  | 4.6    |   |         | 87.2    |        |  | 4.0     |   |     | 98.5    |  |  | 4.1   |   | 
|Revenues from complementary service
providers(1)            |  |                                                                  | 38.1    |         |  | 2.0    |   |         | 41.5    |        |  | 1.9     |   |     | 45.8    |  |  | 1.9   |   | 
|Total
  Aeronautical Revenues                               |  | Ps.                                                              | 1,940.9 |         |  | 100.0  |   | Ps.     | 2,198.5 |        |  | 100.0   |   | Ps. | 2,390.3 |  |  | 100.0 |   | 
|                                                            |  |                                                                  |         |         |  |        |   |         |         |        |  |         |   |     |         |  |  |       |   | 
|Other
  Information:                                        |  |                                                                  |         |         |  |        |   |         |         |        |  |         |   |     |         |  |  |       |   | 
|Total workload units(2)                                     |  |                                                                  | 19.0    |         |  |        |   |         | 20.6    |        |  |         |   |     | 22.1    |  |  |       |   | 
|Total aeronautical revenues
  per workload unit             |  | Ps.                                                              | 102.3   |         |  |        |   | Ps.     | 106.8   |        |  |         |   | Ps. | 108.1   |  |  |       |   | 
|Change in aeronautical
  revenues(3)                        |  |                                                                  |         |         |  | 10.7   | % |         |         |        |  | 13.3    | % |     |         |  |  | 8.7   | % | 
|Change in total aero-nautical revenues per workload
unit(3) |  |                                                                  |         |         |  | 3.8    | % |         |         |        |  | 4.4     | % |     |         |  |  | 1.2   | % | 



---

|    |                                                                                                                                                                             
|--- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|(1) | Revenues from complementary service providers
  consist of access and other fees charged to third parties providing handling,
  catering and other services at our airports.
|   
|(2) | In millions. Under the regulation applicable to our
  aeronautical revenues, a workload unit is equivalent to one terminal
  passenger or 100 kilograms of cargo.           
|   
|(3) | In each case, as compared to the previous year.                                                                                                                             

Under
the regulatory system applicable to our aeronautical revenues, we can set the
specific price for each category of aeronautical services every six months (or
more frequently if accumulated inflation since the last adjustment exceeds 5%),
as long as the total aeronautical revenues per workload unit each year at each
of our airports do not exceed the maximum rate at that airport for that year.
The specific prices we charge for regulated services are determined based on
various factors, including projections of passenger traffic volumes, capital
expenditures estimated under our master development programs, the Mexican
Producer Price Index (excluding petroleum) and the value of the peso relative
to the U.S. dollar. We currently set the specific price for each category of
aeronautical services after negotiating with our principal airline customers.
Under the relevant agreements, our specific prices are structured such that the
substantial majority of our aeronautical revenues are derived from passenger
charges, and we expect this to continue to be the case in any future
agreements. In 2004, 2005 and 2006, passenger charges represented. 78.7%, 80.2%
and 80.0%, respectively, of our aeronautical services revenues and
64.9%, 65.4% and 64.4%, respectively, of our total revenues.

Historically,
we have set the prices we charge for regulated services at each airport in
order to come as close as possible to the maximum rates we are allowed to
charge for that airport in any given year, and we expect to continue to pursue
this pricing strategy in the future.

80

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In December 2004, the SCT established new maximum
rates applicable to our airports for the period from January 1, 2005 through
December 31, 2009 that are higher than the maximum rates that were applicable
to our airports for the prior five-year period. There can be no assurance that
we will be able to collect virtually all of the revenues we are entitled to
earn from services subject to price regulation in the future. For a discussion
of risks relating to our ability to set specific prices, see Item 3, Risk
FactorsRisks Related to Our OperationsThe principal domestic airlines
operating at our airports have in the past refused to pay certain increases in
our specific prices for aeronautical services and could refuse to pay
additional increases in the future.

In prior
years, in order to ensure our compliance with the maximum rate at a particular
airport when the possibility of exceeding that maximum rate arose, we have
taken actions in the latter part of the year, such as reducing our specific
prices for aeronautical services and offering discounts or rebates, to ensure
our compliance with the applicable maximum rate. In the future, we intend to
continue to adjust our rates in the latter part of each year to ensure
compliance with our maximum rates.

Revenues
from passenger charges have fluctuated in recent periods at our Tijuana
International Airport and our Mexicali International Airport, as more
passengers have been traveling to the United States have alternated between
these airports and between these airports and other alternative airports, such
as our Guadalajara, Bajío and Aguascalientes International Airports. In 2004,
passengers paying passenger charges at our Tijuana International Airport and
our Mexicali International Airport declined by 1.3% and increased by 11.6%,
respectively, as compared to 2003. In 2005, passengers paying passenger charges
at our Tijuana International Airport and our Mexicali International Airport
increased by 0.8% and declined by 2.3%, respectively, as compared to 2004. In
2006, passengers paying passenger charges at our Tijuana International Airport
and our Mexicali International Airport increased 14.2% and 1.7%, respectively,
as compared to 2005. Passenger traffic volumes at both our Tijuana
International Airport and our Mexicali International Airport principally
reflect border-crossing volumes near each of these airports. Many of the
passengers using our Tijuana International Airport and our Mexicali
International Airport are traveling to and from the United States, and delays
at the San Diego-Tijuana or the Calexico-Mexicali border crossing have caused
travelers to use other routes to enter and leave the United States. We believe
many travelers have elected to take direct flights to or from the United States
from our Aguascalientes, Bajío and Guadalajara international airports.

81

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The
following table sets forth the number of passengers paying passenger charges
for the years indicated. We earn passenger charges from each departing
passenger at our airports, other than transit passengers, diplomats and
infants.

Passengers Paying Passenger Charges

|                  |  |                                    |         |          |  |      |      |          |         |  |      |          |   |  |         |  |  |       |   | 
|----------------- |  | ---------------------------------- | ------- | -------- |  | ---- | ---- | -------- | ------- |  | ---- | -------- | - |  | ------- |  |  | ----- | - | 
|                  |  | Year ended December 31,            |        
|                  |  |                                    |        
|Airport           |  |                                    | 2004    |          |  |      | 2005 |          |         |  | 2006 |          |   | 
|                  |  |                                    |         |          |  |      |      |          |         |  |      |          |   | 
|                  |  |                                    |         | % change |  |      |      | % change |         |  |      | % change |  
|                  |  |                                    |         |          |  |      |      |          |         |  |      |          |  
|                  |  | (in thousands, except percentages) |        
|                  |  |                                    |        
|Guadalajara       |  |                                    | 2,551.4 |          |  | 4.8  | %    |          | 2,682.3 |  |      | 5.1      | % |  | 3,036.5 |  |  | 13.2  | %
|Tijuana           |  |                                    | 1,507.1 |          |  | (1.3 | )    |          | 1,539.7 |  |      | 2.2      |   |  | 1,681.3 |  |  | 9.2   |  
|Puerto
  Vallarta |  |                                    | 1,115.7 |          |  | 11.1 |      |          | 1,351.1 |  |      | 21.1     |   |  | 1,460.0 |  |  | 8.1   |  
|Los
  Cabos       |  |                                    | 902.2   |          |  | 14.8 |      |          | 1,218.3 |  |      | 35.0     |   |  | 1,342.9 |  |  | 10.2  |  
|Hermosillo        |  |                                    | 383.7   |          |  | 14.7 |      |          | 416.4   |  |      | 8.5      |   |  | 421.3   |  |  | 1.2   |  
|Bajio             |  |                                    | 506.5   |          |  | 4.1  |      |          | 541.9   |  |      | 7.0      |   |  | 561.0   |  |  | 3.5   |  
|Morelia           |  |                                    | 303.5   |          |  | 14.8 |      |          | 329.6   |  |      | 8.6      |   |  | 293.5   |  |  | (11.0 | )
|La Paz            |  |                                    | 213.3   |          |  | 5.2  |      |          | 214.2   |  |      | 0.4      |   |  | 223.0   |  |  | 4.1   |  
|Aguascalientes    |  |                                    | 174.0   |          |  | 0.1  |      |          | 169.2   |  |      | (2.8     | ) |  | 189.1   |  |  | 11.7  |  
|Mexicali          |  |                                    | 212.1   |          |  | 11.6 |      |          | 209.4   |  |      | (1.3     | ) |  | 201.4   |  |  | (3.8  | )
|Los Mochis        |  |                                    | 96.7    |          |  | (2.2 | )    |          | 87.7    |  |      | (9.3     | ) |  | 96.3    |  |  | 9.9   |  
|Manzanillo        |  |                                    | 92.3    |          |  | 5.1  |      |          | 116.2   |  |      | 25.9     |   |  | 113.1   |  |  | (2.6  | )
|                  |  |                                    |         |          |  |      |      |          |         |  |      |          |   |  |         |  |  |       |  
|Total             |  |                                    | 8,058.4 |          |  | 6.2  | %    |          | 8,876.0 |  |      | 10.1     | % |  | 9,619.5 |  |  | 8.4   | %
|                  |  |                                    |         |          |  |      |      |          |         |  |      |          |   |  |         |  |  |       |  

Non-aeronautical
Revenues

Non-aeronautical
services historically have generated a significantly smaller portion of our
total revenues as compared to aeronautical services. However, the contribution
to our total revenues from non-aeronautical services has increased recently,
from 17.6% in 2004 to 18.6% in 2006, reflecting our business strategy of
developing our commercial activities. During this period, our non-aeronautical
revenues per terminal passenger increased, from Ps. 23.6 in 2004 to
Ps. 26.6 in 2006. Our revenues from non-aeronautical services are
principally derived from commercial activities. None of our revenues from
non-aeronautical services are subject to price regulation under our maximum-rate
price regulation system.

82

---



The
following table sets forth our revenues from non-aeronautical activities for
the years indicated.

Non-aeronautical Revenues

|                             |  |                                                                  |  |         |      |        |  |             |  |        |      |         |  |             |  |  |      |   | 
|---------------------------- |  | ---------------------------------------------------------------- |  | ------- | ---- | ------ |  | ----------- |  | ------ | ---- | ------- |  | ----------- |  |  | ---- | - | 
|                             |  | Year ended December 31,                                          | 
|                             |  |                                                                  | 
|                             |  | 2004                                                             |  | 2005    |      | 2006   | 
|                             |  |                                                                  |  |         |      |        | 
|                             |  | Amount                                                           |  | Percent |      | Amount |  | Percent     |  | Amount |      | Percent | 
|                             |  |                                                                  |  |         |      |        |  |             |  |        |      |         | 
|                             |  | (millions of pesos, except percentages and workload unit
  data) | 
|Non-aeronautical
  Services: |  |                                                                  |  |         |      |        |  |             |  |        |      |         |  |             |  |  |      |   | 
|Commercial activities:       |  |                                                                  |  |         |      |        |  |             |  |        |      |         |  |             |  |  |      |   | 
|Car parking charges          |  | Ps.
  93.7                                                       |  |         | 22.6 | %      |  | Ps.
  102.7 |  |        | 20.6 | %       |  | Ps.
  109.5 |  |  | 20.1 | % | 
|Leasing of space (1)         |  | 79.6                                                             |  |         | 19.2 |        |  | 72.4        |  |        | 14.5 |         |  | 77.1        |  |  | 14.1 |   | 
|Car rentals                  |  | 38.9                                                             |  |         | 9.4  |        |  | 46.9        |  |        | 9.4  |         |  | 51.9        |  |  | 9.5  |   | 
|Food and beverage operations |  | 34.5                                                             |  |         | 8.3  |        |  | 42.4        |  |        | 8.5  |         |  | 54.5        |  |  | 10.0 |   | 
|Retail operations            |  | 33.4                                                             |  |         | 8.1  |        |  | 47.7        |  |        | 9.6  |         |  | 58.5        |  |  | 10.7 |   | 
|Duty-free operations         |  | 31.1                                                             |  |         | 7.5  |        |  | 44.3        |  |        | 8.9  |         |  | 47.0        |  |  | 8.6  |   | 
|Advertising                  |  | 23.8                                                             |  |         | 5.7  |        |  | 25.6        |  |        | 5.1  |         |  | 30.5        |  |  | 5.6  |   | 

|                                                                |  |                                                                  |             |         |  |        |       |         |  |        |             |         |  |  |       |   |  |  |             |  |  |  |       |    | 
|--------------------------------------------------------------- |  | ---------------------------------------------------------------- | ----------- | ------- |  | ------ | ----- | ------- |  | ------ | ----------- | ------- |  |  | ----- | - |  |  | ----------- |  |  |  | ----- | -- | 
|                                                                |  | Year ended December 31,                                          |            
|                                                                |  |                                                                  |            
|                                                                |  | 2004                                                             |             | 2005    |  | 2006   |      
|                                                                |  |                                                                  |             |         |  |        |      
|                                                                |  | Amount                                                           |             | Percent |  | Amount |       | Percent |  | Amount |             | Percent | 
|                                                                |  |                                                                  |             |         |  |        |       |         |  |        |             |         | 
|                                                                |  | (millions of pesos, except percentages and workload unit
  data) |            
|Communications                                                  |  |                                                                  | 9.5         |         |  |        | 2.3   |         |  |        | 10.6        |         |  |  | 2.1   |   |  |  | 11.9        |  |  |  | 2.2   |    | 
|Financial services                                              |  |                                                                  | 5.2         |         |  |        | 1.3   |         |  |        | 6.2         |         |  |  | 1.2   |   |  |  | 6.4         |  |  |  | 1.2   |    | 
|Time-sharing                                                    |  |                                                                  | 25.3        |         |  |        | 6.1   |         |  |        | 51.1        |         |  |  | 10.3  |   |  |  | 47.0        |  |  |  | 8.6   |    | 
|Other                                                           |  |                                                                  | 20.8        |         |  |        | 5.0   |         |  |        | 26.5        |         |  |  | 5.3   |   |  |  | 29.3        |  |  |  | 5.4   |    | 
|Total commercial
  activities                                   |  |                                                                  | 395.7       |         |  |        | 95.6  |         |  |        | 476.4       |         |  |  | 95.7  |   |  |  | 523.6       |  |  |  | 96.0  |    | 
|Recovery of costs(2)                                            |  |                                                                  | 18.4        |         |  |        | 4.4   |         |  |        | 21.4        |         |  |  | 4.3   |   |  |  | 21.9        |  |  |  | 4.0   |    | 
|Total Non-aeronautical Revenues                                 |  |                                                                  | Ps. 414.1   |         |  |        | 100.0 | %       |  |        | Ps. 497.8   |         |  |  | 100.0 | % |  |  | Ps. 545.5   |  |  |  | 100.0 | %  | 
|                                                                |  |                                                                  |             |         |  |        |       |         |  |        |             |         |  |  |       |   |  |  |             |  |  |  |       |    | 
|Other Information:                                              |  |                                                                  |             |         |  |        |       |         |  |        |             |         |  |  |       |   |  |  |             |  |  |  |       |    | 
|Total terminal passengers(3)                                    |  |                                                                  | 17.5        |         |  |        |       |         |  |        | 19.1        |         |  |  |       |   |  |  | 20.5        |  |  |  |       |    | 
|Non-aeronautical revenues per terminal passenger                |  |                                                                  | Ps.   23.6  |         |  |        |       |         |  |        | Ps.   26.0  |         |  |  |       |   |  |  | Ps.   26.6  |  |  |  |       |    | 
|Change in non-aeronautical revenues per terminal
  passenger(4) |  |                                                                  |             |         |  |        |       |         |  |        |             |         |  |  | 10.1  | % |  |  |             |  |  |  | 2.2   | %  | 
|Car parking
  charges per terminal passenger                    |  |                                                                  | Ps.     5.3 |         |  |        |       |         |  |        | Ps.     5.4 |         |  |  |       |   |  |  | Ps.     5.3 |  |  |  |       |    | 
|Change in car
  parking charges per terminal passenger(4)       |  |                                                                  |             |         |  |        |       |         |  |        |             |         |  |  | 2.0   | % |  |  |             |  |  |  | (0.5  | %) | 
|                                                                |  |                                                                  |             |         |  |        |       |         |  |        |             |         |  |  |       |   |  |  |             |  |  |  |       |    | 

|
|
|

|    |                                                                                                                                                                          
|--- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|(1) | Includes
  leasing of space in our airports to airlines and complementary service
  providers (for first class/VIP lounges and other similar non-essential
  activities).
|    |                                                                                                                                                                          
|(2) | Recovery of
  costs consists of utility and maintenance charges that are transferred to
  airlines and other tenants in our airports.                                    
|    |                                                                                                                                                                          
|(3) | In millions.                                                                                                                                                             
|    |                                                                                                                                                                          
|(4) | In each
  case, as compared to the previous year.                                                                                                                        

The
majority of our non-aeronautical revenues is derived from commercial activities
such as car parking, leasing of space in our airports to airlines and
complementary service providers (for first class/VIP lounges and similar
non-essential activities) and rental and royalty payments from third parties
operating stores and providing commercial services at our airports, such as car
rental agencies, food and beverage providers and retail and duty-free store
operators, as well as advertising and fees collected from other miscellaneous
sources, such as vending machines and time-share companies.

Leading
privatized airports typically generate a greater portion of their revenues from
commercial activities than we currently do. We estimate that, prior to 2002,
revenues from commercial activities in our airports generally accounted for
less than 12% of the total revenues generated by our airports. In contrast, we
believe that revenues from commercial activities account for up to 40% or more
of the consolidated revenues of many leading privatized airports. While we
believe that aeronautical revenues will continue to represent a substantial
majority of our future revenues, we anticipate that the future growth rate of
our revenues from commercial activities will exceed the growth rate of our
aeronautical revenues. In recent years, non-aeronautical revenues per terminal
passenger have increased (from Ps. 23.6 in 2004 to Ps. 26.6 in 2006),
while our cost of services per workload unit has decreased 4.3% (Ps. 34.6
in 2004, as compared to Ps. 33.1 in 2006), resulting in non-aeronautical
services contributing increasingly to our results of operations.

83

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Operating Costs

The
following table sets forth our operating costs and certain other related
information for the years indicated.

Operating Costs

|                                      |  |                                                            |             |        |  |          |             |        |  |          |      |    |  |  |             |  
|------------------------------------- |  | ---------------------------------------------------------- | ----------- | ------ |  | -------- | ----------- | ------ |  | -------- | ---- | -- |  |  | ----------- | -
|                                      |  | Year ended December 31,                                    |            
|                                      |  |                                                            |            
|                                      |  | 2004                                                       |             | 2005   |  |          |             | 2006   |  |          |     
|                                      |  |                                                            |             |        |  |          |             |        |  |          |     
|                                      |  | Amount                                                     |             | Amount |  | % change |             | Amount |  | % change |     
|                                      |  |                                                            |             |        |  |          |             |        |  |          |     
|                                      |  | (millions of pesos, except percentages and passenger data) |            
|                                      |  |                                                            |            
|Operating
  Costs:                    |  |                                                            |             |        |  |          |             |        |  |          |      |    |  |  |             |  
|Cost of services:                     |  |                                                            |             |        |  |          |             |        |  |          |      |    |  |  |             |  
|Employee costs                        |  |                                                            | Ps.   287.0 |        |  |          | Ps.   297.3 |        |  |          | 3.6  | %  |  |  | Ps.
  311.4 |  
|Maintenance                           |  |                                                            | 109.0       |        |  |          | 126.8       |        |  |          | 16.3 |    |  |  | 122.8       |  
|Safety, security and insurance        |  |                                                            | 90.4        |        |  |          | 88.6        |        |  |          | (2.0 | )  |  |  | 99.0        |  
|Utilities                             |  |                                                            | 66.5        |        |  |          | 69.7        |        |  |          | 4.9  |    |  |  | 82.3        |  
|Other                                 |  |                                                            | 102.9       |        |  |          | 94.7        |        |  |          | (8.0 | )  |  |  | 116.7       |  
|Total cost of services                |  |                                                            | 655.7       |        |  |          | 677.1       |        |  |          | 3.3  |    |  |  | 732.2       |  
|Technical assistance fees             |  |                                                            | 81.2        |        |  |          | 96.1        |        |  |          | 18.3 |    |  |  | 105.3       |  
|Concession taxes                      |  |                                                            | 117.0       |        |  |          | 133.9       |        |  |          | 14.5 |    |  |  | 145.8       |  
|                                      |  |                                                            |             |        |  |          |             |        |  |          |      |    |  |  |             |  
|Depreciation and amortization:        |  |                                                            |             |        |  |          |             |        |  |          |      |    |  |  |             |  
|Depreciation (1)                      |  |                                                            | 101.8       |        |  |          | 109.7       |        |  |          | 7.8  |    |  |  | 184.8       |  
|Amortization (2)                      |  |                                                            | 494.6       |        |  |          | 532.4       |        |  |          | 7.6  |    |  |  | 532.4       |  
|Total
  depreciation and amortization |  |                                                            | 596.3       |        |  |          | 642.1       |        |  |          | 7.7  |    |  |  | 717.2       |  
|                                      |  |                                                            |             |        |  |          |             |        |  |          |      |    |  |  |             |  
|Total operating costs                 |  |                                                            | Ps. 1,450.3 |        |  |          | Ps. 1,549.2 |        |  |          | 6.8  | %  |  |  | Ps. 1,700.6 |  
|                                      |  |                                                            |             |        |  |          |             |        |  |          |      |    |  |  |             |  
|Other Information:                    |  |                                                            |             |        |  |          |             |        |  |          |      |    |  |  |             |  
|Total workload units (3)              |  |                                                            | 18,966.2    |        |  |          | 20,580.1    |        |  |          | 8.5  | %  |  |  | 22,120.1    |  
|Cost of services per workload unit    |  |                                                            | 34.6        |        |  |          | 32.9        |        |  |          | (4.8 | )% |  |  | 33.1        |  
|Cost of services margin (4)           |  |                                                            | 27.8        | %      |  |          | 25.1        | %      |  |          |      |    |  |  | 24.9        | %



---

|    |                                                                                                                                                                                   
|--- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|(1) | Reflects depreciation of
  fixed assets.                                                                                                                                          
|    |                                                                                                                                                                                   
|(2) | Reflects amortization of
  our concessions and recovered long-term leases (long-term third-party leases
  granted by our predecessor to operate commercial areas in our airports).
|    |                                                                                                                                                                                   
|(3) | In thousands. Under the
  regulation applicable to our aeronautical revenues, a workload unit is
  equivalent to one terminal passenger or 100 kilograms of cargo.                
|    |                                                                                                                                                                                   
|(4) | Cost of services divided by
  total revenues, expressed as a percentage.                                                                                                          

Cost of Services

Our cost of
services consists primarily of employee costs, maintenance, safety, security
and insurance costs, utilities (a portion of which we recover from our tenants)
and various other operating costs. In recent years, our cost of services per
workload unit has decreased modestly from Ps. 34.6 in 2004 to Ps. 33.1 in 2006.
This stability and control over our cost of services per workload unit,
together with increases in revenues in recent years, has increased our
operating margins (defined as income from operations divided by total revenues)
by 9.6% from 38.4% in 2004 to 42.1% in 2006.

84

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Technical Assistance Fee and Concession Tax

Under
the technical assistance agreement, AMP provides management and consulting
services as well as technical assistance and technological and industry
knowledge and experience to us in exchange for a fee. This agreement is more
fully described in Item 7 hereof. The technical assistance fee for each of 2000
and 2001 was fixed at U.S.$7.0 million (adjusted annually for U.S. inflation
since August 25, 2000). Subsequent to January 1, 2002, the fee has been equal
to the greater of U.S.$4.0 million (adjusted annually for U.S. inflation since
August 25, 2000) and 5% of our annual consolidated income from operations
(calculated prior to deducting the technical assistance fee and depreciation
and amortization and in each case determined in accordance with MFRS).

Beginning
November 1, 1998, we became subject to the Mexican Federal Duties Law, which
requires each of our airports to pay a concession tax to the Mexican
government, which is currently equal to 5% of the gross annual revenues of each
concession holder obtained from the use of public domain assets pursuant to the
terms of its concession. The concession tax may vary on an annual basis as
determined solely by the Mexican federal congress, and there can be no
assurance that this fee may not increase in the future. If the Mexican federal
congress increases the concession tax, we are entitled to request an increase
in our maximum rates from the SCT; however, there can be no assurance that the
SCT would honor our request.

Depreciation and Amortization

Our
depreciation and amortization expenses reflect primarily the amortization of
our investment in our 12 concessions, which we began amortizing for accounting
purposes in August 1999, the date on which the value of our concessions was
determined based on the value assigned by AMP to our Series BB shares as part
of its winning bid to acquire its 15% interest in us. In addition, we
depreciate the value of certain fixed assets we acquire or build at our
airports pursuant to the investment requirements under our master development
programs.  Moreover, in 2006, we
recognized anticipated depreciation from some additions to and construction
upon facilities carried out during 2006.
The amount of this effect was Ps. 34.5 million. Beginning in October
2004, we changed the amortization rates applicable to our concessions. The
effect of this change was an increase of Ps. 33.3 million of amortization
expense for the year ended December 31, 2005, as compared to 2004 (due to the
fact that new rates were in effect for all of 2005 and only part of 2004), and
an increase Ps. 11.1 million for the year ended December 31, 2004, as compared
to 2003 (due to the fact that the rates were in effect for part of 2004, but not
in effect during 2003).

Taxation

We
and each of our subsidiaries pay taxes on an individual (rather than
consolidated) basis. Mexican companies are generally required to pay the
greater of their income tax liability (determined at a rate of 33% for 2004,
30% for 2005, 29% for 2006 and 28% thereafter) or their asset tax liability
(determined at a rate of 1.8%  until December 2006 and 1.25% beginning January
2007  of the average tax value of virtually all of their assets including, in
our case, our concessions), less the average tax value of certain liabilities
(until December 2006; beginning in 2007, no liabilities are deducted). If, in
any year, the asset tax liability exceeds the income tax

85

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liability, the
asset tax payment for such excess may be reduced by the amount by which the
income tax exceeded the asset tax in the three preceding years. In addition,
any required payment of asset tax is creditable against the excess of income
tax over asset tax of the following ten years.   Mexican
companies are exempt from the asset tax during the first three full fiscal
years following the commencement of operations (which in our case occurred on
November 1, 1998). Accordingly, we were exempt from the asset tax until
December 31, 2001.

On
December 31, 2003, we commenced two administrative proceedings before the
Mexican Treasury Department seeking (i) a reduction of the asset basis of, or
the applicable rate for purposes of calculating asset tax liability on, our
airport concessions, so that such base only includes 15% of the concession
value and (ii) an increase of the recovery period of any asset tax paid.  Both proceedings seek to reduce our
effective tax rate.  Based on the advice
of our tax advisors, our board of directors agreed during its meeting on April
29, 2004 to commence legal proceedings if the Mexican Treasury Department
rejected our position.  The Mexican
Treasury Department did so and we commenced such proceedings in the Mexican Tax
Court.  In 2005, the Mexican Tax Court
reached the decision to obligate the Mexican Treasury Department to accept our
method of calculating the asset tax base or grant us a specific tax benefit.
The Mexican Treasury Department appealed this decision in federal court.  In October 20, 2006, we announced that on
May 12, 2006, the federal court with jurisdiction over six of our airports
declared the appeal by the Mexican Treasury Department unfounded, finding that
it was correct to base the asset tax applicable with respect to the
Aguascalientes, Hermosillo, La Paz, Los Mochis, Morelia and Manzanillo airports
only on 15% of the value of the concessions at those airports as requested by
us (equivalent to AMPs pro rata interest in those concessions as a result of
AMPs 15% interest in us). As a result of this resolution, on August 29, 2006,
the Mexican Treasury Department issued a notice confirming this methodology for
those airports.  On September 1, 2006,
the federal court with jurisdiction over our remaining airports reached the
same decision as that reached for the aforementioned six airports. The Mexican
Treasury Department has appealed that decision. Currently, we are awaiting the
final resolution of the federal court hearing such appeal.

As
a result of the federal court decision and the final notice delivered to us by
the Mexican Treasury Department in respect of our Aguascalientes, Hermosillo,
La Paz, Los Mochis, Morelia and Manzanillo airports, in that last quarter of
2006 we recorded the effect of that resolution, which resulted in an overall
benefit of Ps. 163.4 million, of which Ps. 139.6 (125.9 million nominal pesos)
was recognized in the income statement as the reduction of the valuation
allowance (see note 15.b and f of our audited consolidated financial
statements). At December 31, 2004, 2005 and 2006, the balances in aggregate for
all six airports were: i) asset taxes of Ps. 164.0 million, Ps. 153.1 million
and Ps. 85.2 million, respectively; ii) a deferred tax asset of Ps. 36.2
million, Ps. 63.7 million and Ps.12.5 million, respectively; and iii) a
valuation allowance of Ps. 127.8 million, Ps. 89.4 million and Ps. 72.7 million
respectively, representing those amounts which we do not expect to recover.

We
regularly review our deferred tax assets for recoverability and, if necessary,
establish a valuation allowance based on historical taxable income, projected
future taxable income and the expected timing of the reversals of existing
temporary differences. Mexican tax law allows Mexican companies utilizing tax
amortization rates that are lower than the maximum allowable rates to modify
their tax amortization rates every five years, without exceeding the maximum

86

---



allowable rate. Beginning in 2000, we utilized rates
lower than the 15% maximum allowable rate to amortize our airport concessions
and rights to use airport facilities for tax purposes.

Beginning
in January 2005, after the expiration of the five-year period and in order to
optimize our effective tax rate and our long-term financial position, we
elected to increase the tax amortization rates on our airport concessions and
rights to use airport facilities at six of our 12 airports. As a result of the
change in tax amortization rates and the increase in pre-tax income
attributable to our recovery of commercial space at our Puerto Vallarta
International Airport, in 2005 we reversed Ps. 39.2 million in valuation
allowance charges and recorded a corresponding increase in our deferred tax
asset.

Our
effective tax rates in 2004, 2005 and 2006 were 56%, 41% and 29%, respectively.
Our relatively high effective tax was historically the result of the valuation
allowance we recorded each year against asset tax amounts that we did not
expect to recover, prior to the final resolution in favor of the Aguascalientes,
Hermosillo, La Paz, Los Mochis, Morelia and Manzanillo airports that was
received in 2006.  In 2006, our
effective tax rate declined, reflecting an increase in our pre-tax income that
was not matched by a proportionate increase in our tax provision, principally
due to the favorable final resolution of our tax claims in respect of the
Aguascalientes, Hermosillo, La Paz, Los Mochis, Morelia and Manzanillo airports
that produced: i) an adjustment reversing valuation allowances we took for
those airports during 2002, 2003, 2004 and 2005 (such adjustment aggregating Ps
139.6), and ii) a smaller valuation allowance for asset tax for the year 2006.

On
January 1, 1999, we became subject to the statutory employee profit sharing
regime established under the Mexican Federal Labor Law (Ley Federal del Trabajo). Under this
regime, 10% of each unconsolidated companys annual profits (as calculated for
tax purposes) must be distributed among its employees, other than its chief
executive officer.

Effects
of Devaluation and Inflation

The
following table sets forth, for the years indicated:

|  |                                                                                                          
|- | ---------------------------------------------------------------------------------------------------------
| | the percentage that the Mexican peso appreciated or
  depreciated against the U.S. dollar;               
|  |                                                                                                          
| | the Mexican inflation rate;                                                                              
|  |                                                                                                          
| | the U.S. inflation rate; and                                                                             
|  |                                                                                                          
| | the percentage that Mexican gross domestic product,
  or GDP, changed as compared to the previous period.

87

---



|                                                                              |  |                         |  |        |  |      |  |      |  |  |        | 
|----------------------------------------------------------------------------- |  | ----------------------- |  | ------ |  | ---- |  | ---- |  |  | ------ | 
|                                                                              |  | Year ended December 31, | 
|                                                                              |  |                         | 
|                                                                              |  | 2004                    |  | 2005   |  | 2006 | 
|                                                                              |  |                         |  |        |  |      | 
|                                                                             
|Appreciation (depreciation)
  of the Mexican peso against the U.S. dollar (1) |  |                         |  | (0.2%) |  |      |  | 4.5% |  |  | (1.5%) | 
|Mexican inflation rate (2)                                                    |  |                         |  | 5.2%   |  |      |  | 3.3% |  |  | 4.0%   | 
|U.S. inflation rate (3)                                                       |  |                         |  | 3.3%   |  |      |  | 3.4% |  |  | 2.5%   | 
|Increase in Mexican gross domestic product (4)                                |  |                         |  | 4.4%   |  |      |  | 3.0% |  |  | 4.8%   | 

---

|    |                                                                                                                                                                                                                                                                                                                                                  
|--- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|(1) | Based on changes in the
  rates for calculating foreign exchange liabilities, as reported by the
  Mexican Central Bank, at the end of each period, which were as follows:  Ps. 11.2183 per U.S. dollar as of
  December 30, 2004, Ps. 10.7109 per U.S. dollar as of December 29,
  2005 and Ps. 10.8755 per U.S. dollar as of December 29, 2006.
|    |                                                                                                                                                                                                                                                                                                                                                  
|(2) | Based on changes in the
  INPC from the previous period, as reported by the Mexican Central Bank. INPC
  at period end was 112.554 in 2004, 116.301 in 2005 and 121.011 in 2006.                                                                                                                                                                 
|    |                                                                                                                                                                                                                                                                                                                                                  
|(3) | As reported by the U.S.
  Department of Labor, Bureau of Labor Statistics.                                                                                                                                                                                                                                                                       
|    |                                                                                                                                                                                                                                                                                                                                                  
|(4) | In real terms, as reported
  by the Mexican Central Bank.                                                                                                                                                                                                                                                                                        

Due
to the relatively low rate of inflation in Mexico in recent years, inflation
has not had a material impact on our revenues or results of operations during
the past three years. However, the general condition of the Mexican economy,
the devaluation of the peso as compared to the dollar, inflation and high
interest rates have in the past adversely affected, and may in the future
adversely affect, the following:

|  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | Depreciation and amortization
  expense. We restate our non-monetary assets to give effect
  to inflation. The restatement of these assets in periods of high inflation
  increases the carrying value of these assets in pesos, which in turn
  increases the related depreciation expense and risk of impairments.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
| | Passenger charges.
  Passenger charges for international passengers are currently denominated in
  dollars (although invoiced and paid in pesos), while passenger charges for
  domestic passengers are denominated in pesos. Because MFRS requires Mexican
  companies to restate their results of operations for prior periods in
  constant pesos as of the most recent balance sheet date, when the rate of
  inflation in a period exceeds the depreciation of the peso as compared to the
  dollar for that period, the peso value of dollar-denominated or dollar-linked
  revenues in the prior period will be higher than those of the current period.
  This effect may occur despite the fact that the amount of such revenues in
  dollar terms may have been the same or greater in the current period.
|  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
| | Comprehensive financing cost.
  As required by MFRS, our comprehensive financing cost reflects gains or
  losses from foreign exchange transactions and gains or losses from monetary
  position and, as a result, is impacted by both inflation and devaluations.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
| | Maximum rates in pesos.
  Our passenger charges for international passengers are denominated in U.S.
  dollars, but are invoiced and paid in Mexican pesos based on the average
  exchange rate for the month prior to each flight. Our passenger charges from
  airlines are collected within a maximum period of 152 days following each
  invoice delivery date. In 2005 and in 2006, on a weighted average basis, we
  generally have received payment within 81 to 88 days and 84 to 93 days,
  respectively. The actual term for payment is dependent upon interest rates on
  short-term Mexican treasury bills, or Cetes,
  with longer payment                                                                                                                                                             

88

---



periods during
periods of lower interest rates (within a defined range). We generally invoice
passenger charges on a weekly basis and we record an account receivable for the
invoice corresponding to a flight during the month of the actual flight.

89

---



Results
of operations by Airport

The
following table sets forth our results of operations for the years indicated
for each of our principal airports.

Airport
Results of operations

|                              |  |                                         |       |      |     |       |   |     |       |  
|----------------------------- |  | --------------------------------------- | ----- | ---- | --- | ----- | - | --- | ----- | -
|                              |  | Airport
  Operating Results             |      
|                              |  |                                         |      
|                              |  | Year
  ended December 31,               |      
|                              |  |                                         |      
|                              |  | 2004                                    |       | 2005 |     | 2006  |  
|                              |  |                                         |       |      |     |       |  
|                              |  | (millions of pesos, except percentages) |      
|Guadalajara:                  |  |                                         |       |      |     |       |   |     |       |  
|Revenues:                     |  |                                         |       |      |     |       |   |     |       |  
|Aeronautical services         |  | Ps.                                     | 648.6 |      | Ps. | 692.2 |   | Ps. | 780.0 |  
|Non-aeronautical services     |  |                                         | 144.5 |      |     | 165.4 |   |     | 194.0 |  
|Total revenues                |  |                                         | 793.2 |      |     | 857.7 |   |     | 974.0 |  
|Operating costs               |  |                                         | 433.2 |      |     | 452.1 |   |     | 514.1 |  
|Costs of services             |  |                                         | 240.0 |      |     | 251.6 |   |     | 271.1 |  
|Depreciation and amortization |  |                                         | 193.1 |      |     | 200.5 |   |     | 243.0 |  
|Income from operations        |  |                                         | 360.0 |      |     | 405.6 |   |     | 459.9 |  
|Operating margin (1)          |  |                                         | 45.4  | %    |     | 47.3  | % |     | 47.2  | %
|Tijuana                       |  |                                         |       |      |     |       |   |     |       |  
|Revenues:                     |  |                                         |       |      |     |       |   |     |       |  
|Aeronautical services         |  | Ps.                                     | 279.3 |      | Ps. | 300.9 |   | Ps. | 329.6 |  
|Non-aeronautical services     |  |                                         | 47.0  |      |     | 39.0  |   |     | 44.7  |  
|Total revenues                |  |                                         | 326.3 |      |     | 339.9 |   |     | 374.3 |  
|Operating costs               |  |                                         | 278.5 |      |     | 262.9 |   |     | 276.5 |  
|Costs of services             |  |                                         | 151.3 |      |     | 134.1 |   |     | 146.6 |  
|Depreciation and amortization |  |                                         | 127.1 |      |     | 128.9 |   |     | 129.9 |  
|Income from operations        |  |                                         | 47.8  |      |     | 77.8  |   |     | 97.8  |  
|Operating margin (1)          |  |                                         | 14.6  | %    |     | 22.7  | % |     | 26.1  | %
|Puerto Vallarta:              |  |                                         |       |      |     |       |   |     |       |  
|Revenues:                     |  |                                         |       |      |     |       |   |     |       |  
|Aeronautical services         |  | Ps.                                     | 280.5 |      | Ps. | 351.6 |   | Ps. | 383.2 |  
|Non-aeronautical services     |  |                                         | 53.1  |      |     | 75.9  |   |     | 83.7  |  
|Total revenues                |  |                                         | 333.6 |      |     | 427.5 |   |     | 466.8 |  
|Operating costs               |  |                                         | 183.8 |      |     | 201.3 |   |     | 219.5 |  
|Costs of services             |  |                                         | 104.9 |      |     | 118.3 |   |     | 124.6 |  
|Depreciation and amortization |  |                                         | 79.6  |      |     | 83.0  |   |     | 94.9  |  
|Income from operations        |  |                                         | 149.8 |      |     | 226.2 |   |     | 247.4 |  
|Operating margin (1)          |  |                                         | 44.9  | %    |     | 52.9  | % |     | 53.0  | %
|Los Cabos:                    |  |                                         |       |      |     |       |   |     |       |  
|Revenues:                     |  |                                         |       |      |     |       |   |     |       |  
|Aeronautical services         |  | Ps.                                     | 251.7 |      | Ps. | 327.5 |   | Ps. | 365.6 |  
|Non-aeronautical services     |  |                                         | 84.4  |      |     | 121.2 |   |     | 124.3 |  
|Total revenues                |  |                                         | 336.1 |      |     | 448.8 |   |     | 489.9 |  
|Operating costs               |  |                                         | 153.2 |      |     | 164.5 |   |     | 176.8 |  
|Costs of services             |  |                                         | 94.5  |      |     | 105.2 |   |     | 115.3 |  
|Depreciation and amortization |  |                                         | 58.7  |      |     | 59.3  |   |     | 61.5  |  
|Income from operations        |  |                                         | 182.9 |      |     | 284.3 |   |     | 313.1 |  
|Operating margin (1)          |  |                                         | 54.4  | %    |     | 63.3  | % |     | 63.9  | %
|Hermosillo:                   |  |                                         |       |      |     |       |   |     |       |  
|Revenues:                     |  |                                         |       |      |     |       |   |     |       |  
|Aeronautical services         |  | Ps.                                     | 107.9 |      | Ps. | 114.2 |   | Ps. | 111.5 |  
|Non-aeronautical services     |  |                                         | 18.7  |      |     | 22.4  |   |     | 21.6  |  
|Total revenues                |  |                                         | 126.6 |      |     | 136.6 |   |     | 133.1 |  
|Operating costs               |  |                                         | 74.1  |      |     | 90.5  |   |     | 98.0  |  
|Costs of services             |  |                                         | 49.3  |      |     | 56.7  |   |     | 61.5  |  
|Depreciation and amortization |  |                                         | 24.8  |      |     | 33.8  |   |     | 36.5  |  
|Income from operations        |  |                                         | 52.5  |      |     | 46.1  |   |     | 35.2  |  
|Operating margin (1)          |  |                                         | 41.5  | %    |     | 33.7  | % |     | 26.4  | %
|Bajio:                        |  |                                         |       |      |     |       |   |     |       |  
|Revenues:                     |  |                                         |       |      |     |       |   |     |       |  
|Aeronautical services         |  | Ps.                                     | 121.4 |      | Ps. | 135.0 |   | Ps. | 141.7 |  
|Non-aeronautical services     |  |                                         | 22.2  |      |     | 26.9  |   |     | 26.3  |  

90

---



|                              |  |                             |         |      |     |         |   |     |         |  
|----------------------------- |  | --------------------------- | ------- | ---- | --- | ------- | - | --- | ------- | -
|                              |  | Airport
  Operating Results |        
|                              |  |                             |        
|                              |  | Year
  ended December 31,   |        
|                              |  |                             |        
|                              |  | 2004                        |         | 2005 |     | 2006    |  
|                              |  |                             |         |      |     |         |  
|Total revenues                |  |                             | 143.6   |      |     | 161.9   |   |     | 168.1   |  
|Operating costs               |  |                             | 81.6    |      |     | 91.9    |   |     | 96.5    |  
|Costs of services             |  |                             | 50.0    |      |     | 58.0    |   |     | 61.1    |  
|Depreciation and amortization |  |                             | 31.4    |      |     | 33.9    |   |     | 35.4    |  
|Income from operations        |  |                             | 62.0    |      |     | 69.9    |   |     | 71.5    |  
|Operating margin (1)          |  |                             | 43.2    | %    |     | 43.2    | % |     | 42.6    | %
|Other(2):                     |  |                             |         |      |     |         |   |     |         |  
|Revenues:                     |  |                             |         |      |     |         |   |     |         |  
|Aeronautical services         |  | Ps.                         | 251.4   |      | Ps. | 277.0   |   | Ps. | 278.7   |  
|Non-aeronautical services     |  |                             | 44.3    |      |     | 46.9    |   |     | 50.8    |  
|Total revenues                |  |                             | 295.7   |      |     | 323.9   |   |     | 329.6   |  
|Operating costs               |  |                             | 251.3   |      |     | 291.2   |   |     | 319.3   |  
|Costs of services             |  |                             | 173.6   |      |     | 193.4   |   |     | 208.7   |  
|Depreciation and amortization |  |                             | 77.7    |      |     | 97.8    |   |     | 110.6   |  
|Income from operations        |  |                             | 44.4    |      |     | 32.7    |   |     | 10.3    |  
|Operating margin (1)          |  |                             | 15.0    | %    |     | 10.1    | % |     | 3.1     | %
|Total:                        |  |                             |         |      |     |         |   |     |         |  
|Revenues:                     |  |                             |         |      |     |         |   |     |         |  
|Aeronautical services         |  | Ps.                         | 1,940.9 |      | Ps. | 2,198.5 |   | Ps. | 2,390.3 |  
|Non-aeronautical services     |  |                             | 414.0   |      |     | 497.8   |   |     | 545.5   |  
|Total revenues                |  |                             | 2,355.0 |      |     | 2,696.3 |   |     | 2,935.8 |  
|Operating costs               |  |                             | 1,455.7 |      |     | 1,554.6 |   |     | 1,700.6 |  
|Costs of services             |  |                             | 863.8   |      |     | 917.4   |   |     | 988.7   |  
|Depreciation and amortization |  |                             | 591.8   |      |     | 637.3   |   |     | 712.0   |  
|Income from operations        |  |                             | 899.3   |      |     | 1,141.7 |   |     | 1,235.2 |  
|Operating margin (1)          |  |                             | 38.2    | %    |     | 42.3    | % |     | 42.1    | %

---

|    |                                                                                                                                                                               
|--- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|(1) | We determine operating
  margin per airport by dividing income from operations at each airport or
  group of airports by total revenues for that airport or group of airports.
|    |                                                                                                                                                                               
|(2) | Reflects the results of
  operations of our airports located in Morelia, La Paz, Aguascalientes,
  Mexicali, Los Mochis and Manzanillo.                                       

Historically,
our most profitable airports have been our Los Cabos, Guadalajara and Puerto
Vallarta international airports, which handle the majority of our international
passengers. We determine profitability per airport by dividing income from
operations at each airport by total revenues for that airport. Operating
margins at our Tijuana International Airport historically have been lower than
at our other airports because the maximum rates applicable to aeronautical
services provided at our Tijuana International Airport are lower than those
applicable to our other principal airports. In addition, the amortization of
our concession relative to the level of revenues is much higher at our Tijuana
International Airport than at our other principal airports.

Summary
Historical Results of Operations

The
following table sets forth a summary of our consolidated results of operations
for the years indicated.

91

---



|                                                                                                                          |  |                                            |           |        |     |             |   |         |   |         |     |           |   |        |   | 
|------------------------------------------------------------------------------------------------------------------------- |  | ------------------------------------------ | --------- | ------ | --- | ----------- | - | ------- | - | ------- | --- | --------- | - | ------ | - | 
|                                                                                                                          |  | Summary
  Consolidated Operating Results   |          
|                                                                                                                          |  |                                            |          
|                                                                                                                          |  | Year
  ended December 31,                  |          
|                                                                                                                          |  |                                            |          
|                                                                                                                          |  | 2004                                       |           | 2005   |     | 2006        |  
|                                                                                                                          |  |                                            |           |        |     |             |  
|                                                                                                                          |  | Amount                                     |           | Amount |     | % 
  change |   | Amount  |   | %change |    
|                                                                                                                          |  |                                            |           |        |     |             |   |         |   |         |    
|                                                                                                                          |  | (thousands
  of pesos, except percentages) |          
|Revenues:                                                                                                                 |  |                                            |           |        |     |             |   |         |   |         |     |           |   |        |   | 
|Aeronautical services                                                                                                     |  | Ps.                                        | 1,940,926 |        | Ps. | 2,198,472   |   | 13.3    | % |         | Ps. | 2,390,333 |   | 8.7    | % | 
|Non-aeronautical services                                                                                                 |  |                                            | 414,050   |        |     | 497,792     |   | 20.2    |   |         |     | 545,473   |   | 9.6    |   | 
|Total revenues                                                                                                            |  |                                            | 2,354,976 |        |     | 2,696,264   |   | 14.5    |   |         |     | 2,935,806 |   | 8.9    |   | 
|Operating costs:                                                                                                          |  |                                            |           |        |     |             |   |         |   |         |     |           |   |        |   | 
|Cost of services                                                                                                          |  |                                            | 655,726   |        |     | 677,104     |   | 3.3     |   |         |     | 732,216   |   | 8.1    |   | 
|Technical
  assistance fees                                                                                               |  |                                            | 81,213    |        |     | 96,104      |   | 18.3    |   |         |     | 105,317   |   | 9.6    |   | 
|Concession taxes                                                                                                          |  |                                            | 116,964   |        |     | 133,909     |   | 14.5    |   |         |     | 145,849   |   | 8.9    |   | 
|Depreciation and
  amortization                                                                                           |  |                                            | 596,347   |        |     | 642,132     |   | 7.7     |   |         |     | 717,171   |   | 11.7   |   | 
|Total operating
  costs                                                                                                   |  |                                            | 1,450,250 |        |     | 1,549,249   |   | 6.7     |   |         |     | 1,700,553 |   | 9.8    |   | 
|Income from
  operations                                                                                                  |  |                                            | 904,726   |        |     | 1,147,015   |   | 26.8    |   |         |     | 1,235,253 |   | 7.7    |   | 
|Net
  comprehensive financing income (expense)                                                                            |  |                                            |           |        |     |             |   |         |   |         |     |           |   |        |   | 
|Interest income,
  net                                                                                                    |  |                                            | 62,768    |        |     | 93,464      |   | 48.9    |   |         |     | 75,132    |   | (19.6  | ) | 
|Exchange gain
  (loss), net                                                                                               |  |                                            | 9,682     |        |     | (11,248     | ) | (216.2  | ) |         |     | 5,350     |   | 147.6  |   | 
|Monetary position
  loss                                                                                                  |  |                                            | (86,560   | )      |     | (49,071     | ) | (43.3   | ) |         |     | (53,170   | ) | 8.3    |   | 
|Gain (loss) from
  embedded derivatives                                                                                   |  |                                            | (1,231    | )      |     | (21,113     | ) | 1,615.2 |   |         |     | 1,783     |   | (108.4 | ) | 
|Net comprehensive
  financing income (expense)                                                                            |  |                                            | (15,341   | )      |     | 12,032      |   | (178.4  | ) |         |     | 29,095    |   | 141.8  |   | 
|Other income (expense)                                                                                                    |  |                                            | (2,550    | )      |     | (848        | ) | (66.8   | ) |         |     | 1,682     |   | (298.3 | ) | 
|Income before
  income taxes, employee statutory profit sharing and cumulative effect of
  change in accounting principle |  |                                            | 886,835   |        |     | 1,158,199   |   | 30.6    |   |         |     | 1,266,030 |   | 9.3    |   | 
|Income taxes and
  employee statutory profit sharing expense                                                              |  |                                            | (496,570  | )      |     | (472,705    | ) | (4.8    | ) |         |     | (371,634  | ) | (21.4  | ) | 
|Cumulative effect
  of change in accounting principle                                                                     |  |                                            | 26,172    |        |     | 0           |   | (100.0  | ) |         |     | 0         |   | 0.0    |   | 
|Consolidated net
  income                                                                                                 |  |                                            | 416,437   |        |     | 685,494     |   | 64.6    |   |         |     | 894,396   |   | 30.5   |   | 
|Other operating data (unaudited):                                                                                         |  |                                            |           |        |     |             |   |         |   |         |     |           |   |        |   | 
|Operating margin (1)                                                                                                      |  |                                            | 38.4      | %      |     | 42.5        | % |         |   |         |     | 42.1      | % |        |   | 
|Net margin (2)                                                                                                            |  |                                            | 17.7      | %      |     | 25.4        | % |         |   |         |     | 30.5      | % |        |   | 

---

|    |                                                                               
|--- | ------------------------------------------------------------------------------
|(1) | Income from operations
  divided by total revenues, expressed as a percentage.
|    |                                                                               
|(2) | Net income divided by total
  revenues, expressed as a percentage.            

92

---



Results
of operations for the year ended December 31, 2006 compared to the year ended
December 31, 2005.

Revenues

Total
revenues for 2006 reached Ps.2,935.8 million, 8.9% higher than the Ps.2,696.3
million recognized in 2005, reflecting increases in aeronautical services
revenues of 8.7% and non-aeronautical services revenues of 9.6%.

Aeronautical
services revenues increased 8.7% from Ps.2,198.5 million in 2005 to Ps.2,390.3
million in 2006, due principally to a 7.2% increase in terminal passenger
traffic and due to a lesser extent to a 2.2% increase in our maximum rates. As
a result of these factors, aeronautical revenue per workload unit increased
1.2% from Ps.106.8 in 2005 to Ps.108.1 in 2006.

Non-aeronautical
services revenues increased Ps.47.7 million, or 9.6% compared to 2005. Revenues
from food and beverage operations, retail shops, parking, advertising, the
leasing of space to car rental companies and duty paid and duty free shops
together represented 98.5% (Ps.47.0 million) of the increase. However,
offsetting this amount was a Ps.4.0 million decline in revenues from the
leasing of space to time-share developers mainly due to the fact that the Los
Cabos airport received a one-time payment of Ps.20.9 million from the leasing
of space to time-share developers during 2005. Non-aeronautical revenue per
passenger was Ps.26.6, compared to Ps.26.0 in 2005, an increase of 2.2%.

Operating Costs

Cost of
Services

Cost
of services increased 8.1% in 2006 compared to 2005, principally due to an
increase in utility costs of 18.1%, which was mainly a result of an increase in
the price of electricity and an increase in the consumption of electricity
caused by the development of our infrastructure at the airports under our master
development programs. Also, there was a 23.3% increase in other costs of
services, due mainly to auditor
fees associated with our activities to ensure compliance with the
Sarbanes-Oxley Act of 2002 and technical consulting fees. Meanwhile, maintenance
decreased 3.2% and personnel costs increased 4.7%, compared to 2005. As a
percentage of total revenues, cost of services decreased by 0.7%, from 25.1% in
2005 to 24.9% in 2006. Cost of services per workload unit increased 0.6%
compared to 2005, from Ps.32.9 in 2005 to Ps.33.1 in 2006.

Technical
Assistance Fee and Concession Tax

The
technical assistance fee increased 9.6% from Ps.96.1 million in 2005 to
Ps.105.3 million in 2006, due to the higher income from operations reported in
2006. Government concession taxes increased 8.9% from Ps.133.9 million in 2005
to Ps.145.8 million in 2006, reflecting the higher revenues earned in 2006.

93

---



Depreciation
and Amortization

The
11.7% increase in depreciation and amortization, from Ps.642.2 million in 2005
to Ps.717.2 million in 2006, was due primarily to a 68.4% increase in
depreciation, from Ps.109.7 million in 2005 to Ps.184.8 million in 2006, which,
in turn, was due mainly to a 53.0% increase in our buildings, building
improvements, machinery and equipment in 2006. Furthermore, in 2006, we
experienced accelerated amortization of certain building improvements realized
at our airports in previous years, which were replaced in 2006, prior to the
expiration of their expected useful life, which amounted to Ps.34.5 million,
representing 46.0% of the total increase. Amortization of the concessions
remained unchanged.

Income from Operations

Income
from operations increased 7.7%, from Ps.1,147.0 million in 2005 to Ps.1,235.3
million in 2006. The operating margin declined in 2006, from 42.5% in 2005 to
42.1%. This decline reflected the slight increase in total operating costs
relative to total revenues, these having increased by 9.8% and 8.9%,
respectively.

The
main airports that contributed to the increase in income from operations for
the year ended December 31, 2006 were Tijuana (income from operations increased
27.1%, from Ps.77.0 million to Ps.97.8 million and the operating margin
increased 15.0%, from 22.7% to 26.1%), Guadalajara (income from operations
increased 13.4%, from Ps.405.6 million to Ps.459.9 million and the operating
margin decreased 0.2%, from 47.3% to 47.2%), Los Cabos (income from operations
increased 10.1%, from Ps.284.3 million to Ps.313.1 million and the operating
margin increased 0.9% from 63.3% to 63.9%) and Puerto Vallarta (income from
operations increased 9.4%, from Ps.226.2 million to Ps.247.4 million and the
operating margin increased 0.2%, from 52.9% to 53.0%). The improvement in
Tijuana was mainly a result of an increase in revenues, and to a lesser extent
to cost controls. In the cases of Guadalajara, Los Cabos and Puerto Vallarta
there were only slight changes in operating margins.

Comprehensive Financing Result

In
2006, we recorded comprehensive financing income of Ps.29.1 million, as
compared to Ps.12.0 million in 2005, representing a 141.8% increase. This
increase resulted from a variation in results from embedded derivatives, in
respect of which we recorded a loss of Ps.21.1 million in 2005, as compared to
a gain of Ps.1.8 million in 2006, as well as the 15.4% depreciation of the
Mexican peso against the U.S. dollar in 2006, which, in view of our possession
of dollar-denominated assets, led to an exchange rate gain of Ps.5.4 million in
2006, as compared to an exchange rate loss of Ps.11.2 million in 2005. In 2006,
we also benefited from the Ps.18.0 million recorded as a result of the
resolution, in October 2006, in respect of six of our airports, of our asset
tax dispute with the Mexican Treasury Department. Offsetting these gains was
our loss on monetary position, which increased 8.4% in 2006, as compared to
2005, due to an increase in inflation and a greater position in monetary
assets, as well as a 19.6% reduction in interest on investment securities,
which interest declined by Ps.18.3 million in 2006 due to a reduction in
Mexican domestic interest rates and a 21% lower average cash balance in 2006,
as compared to 2005.

94

---



Income Taxes, Statutory Employee Profit Sharing and Asset
Tax

The
provision for income taxes, employee profit sharing and asset tax declined
21.4% in 2006, to Ps.371.6 million from Ps.472.7 million in 2005, due mainly to the
resolution, in October 2006, in respect
of certain of our airports, of our asset tax dispute with The Mexican Treasury
Department, which produced a benefit ofPs. 139.6 million
(125.9 million nominal pesos) to our valuation allowance. Our
effective tax rate declined from 40.8% in 2005 to 29.4% in 2006, reflecting, in
addition to the foregoing, the increase in earnings before taxes of 9.3%.

Net Income

Net
income increased 30.5% when compared to 2005, from Ps.685.5 million to Ps.894.4
million in 2006, while the net margin increased from 25.4% to 30.5%, due to the
aforementioned factors.

Results
of operations for the year ended December 31, 2005 compared to the year ended
December 31, 2004

Revenues

Total
revenues for 2005 were Ps. 2,696.3 million, 14.5% higher than the
Ps. 2,355.0 million recognized in 2004, reflecting increases in both
aeronautical services revenues (a 13.3% increase over 2004) and in
non-aeronautical services revenues (a 20.2% increase over 2004).

Aeronautical
services revenues increased
13.3% from Ps. 1,940.9 million in 2004 to Ps. 2,198.5 million in 2005, principally
reflecting a 4.4% increase in our maximum rates and the resulting increase in
the specific prices we charge for various aeronautical services under an
amended agreement with our principal airline customers, which took effect
January 1, 2005. For a description of this agreement, see Item 4, Information
on the CompanyBusiness OverviewPrincipal Customers. This increase was also
attributable in part to an 8.5% increase in workload units, reflecting an
increase in passenger traffic. As a result of these factors, aeronautical
revenues per workload unit increased 4.4% to Ps. 106.8 per workload unit
in 2005 compared to Ps. 102.3 in 2004.

Non-aeronautical
services revenue increased 20.2%, from Ps. 414.0 million in 2004 to
Ps. 497.8 million in 2005, due in large part to our recovery in May 2004
of the long-term leases to operate commercial space at our Puerto Vallarta
International Airport and our Guadalajara International Airport (which
contributed to revenue for all 12 months of 2005 as compared to only seven
months in 2004). This recovery produced significant increases in
revenues from retail operations, duty-free operations, food and beverage
operations and car rentals in 2005 as compared to 2004. The increase in
non-aeronautical revenues was also attributable in part to an increase in the
leasing of commercial space used for marketing and sales of time-share units.

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Operating Costs

Cost of
Services

Cost
of services increased 3.3% in 2005 as compared to 2004, mainly as the result of
a 16.3% increase in maintenance. This increase was offset in part by an 8.0%
decrease in other costs. The decrease in other cost of services was principally
attributable to amounts we recorded in year 2004 in our non-recoverable
accounts of Ps. 18.0 million, as compared to a provision for non-recoverable
accounts of Ps. 2.6 million in 2005. As a percentage of total revenues, costs
of services decreased from 27.8% of revenues in 2004 to 25.1% of revenues in
2005, due primarily to the increase in revenues and the stability of our costs.
Cost of services per workload unit decreased 4.8% in 2005, compared to the year
2004. This change was largely the result of the implementation of improved cost
controls, which enabled us to benefit from the increase in workload units.

Technical
Assistance Fee and Concession Tax

Our
technical assistance fee increased 18.3% to Ps. 96.1 million in 2005, compared
to Ps. 81.2 million in 2004, due to increased income from operations in
2005. Our government concession tax increased 14.5% from Ps. 117.0 million in
2004 to Ps. 133.9 million in 2005, reflecting the increase in our revenues in
2005.

Depreciation
and Amortization

The
7.7% increase in depreciation and amortization, from Ps. 596.3 million in 2004
to Ps. 642.1 million in 2005, was principally due to a 7.6% increase in
amortization expense (from Ps. 494.6 million in 2004 to Ps. 532.4 million in
2005). The higher amortization expense in 2005 reflected the increase in the
amortization rate of our concessions effective October 2004 as well as
additional amortization related to the rights to operate commercial space at
our Puerto Vallarta International Airport and our Guadalajara International
Airport recovered from prior leaseholders in May 2004.

Income from Operations

Income
from operations increased 26.8% to Ps. 1,147.0 million in 2005, as compared to
Ps. 904.7 million in 2004. This increase primarily reflected the
proportionately larger increase in revenues relative to the increase in our
operating costs. Our operating margin increased from 38.4% in 2004 to 42.5% in
2005.

On
an airport-by-airport basis, the principal contributors to the increase in
income from operations in December 31, 2005 were Los Cabos (where income from
operations increased 55.3% from Ps. 182.9 million to Ps. 284.3 million and
operating margin increased 16.4% from 54.4% to 63.3%), Puerto Vallarta (where
income from operations increased 51.0% from Ps. 149.8 million to Ps. 226.2
million and operating margin increased 17.8% from 44.9% to 52.9%), Tijuana
(where income from operations increased 60.9% from Ps. 47.8 million to Ps. 77.0
million and operating margin increased 55.5% from 14.6% to 22.7%) and
Guadalajara (where income from operations increased 12.7% from Ps. 360.0
million to Ps. 405.6 million and operating margin increased 4.2% from 45.4% to
47.3%). In the case of Los Cabos, this increase

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resulted largely from a 35.0%
increase in terminal passenger volumes at that airport; in the case of Puerto
Vallarta, the increase was mainly attributable to our recovery in May 2004 of
the long-term leases to operate commercial space at that airport, and
attributable to a lesser extent to a 21.0% increase in terminal passenger
traffic; and, in the case of Tijuana, the increase was attributable principally
to the decrease in other costs of services, as described above.

Comprehensive Financing Result

Our
net comprehensive financing result for 2005 generated income of Ps. 12.0
million, as compared to an expense of Ps. 15.3 million in 2004. This change
resulted primarily from our investment during the first half of 2004 of
significant amounts of cash in U.S. dollar-denominated, short-term investments
in anticipation of the payment to recover the rights to operate the leases at
our Puerto Vallarta International Airport and our Guadalajara International
Airport in May 2004, whereas in 2005 we invested our cash in higher-yielding
investments. The increase in our comprehensive financial result in 2005 also
resulted from lower inflation in 2005, resulting in a lower loss from monetary
position in 2005. The decline in our loss from monetary position was partially
offset by an exchange loss of Ps. 11.2 million in 2005, due to the appreciation
of the Mexican peso against U.S. dollar by 4.5%.

Income Taxes, Statutory Employee Profit Sharing and Asset
Tax

The
provision for income taxes, statutory employee profit sharing and asset tax
decreased 4.8% in 2005, to Ps. 472.7 million from Ps. 496.6 million in 2004,
due partly to changes to the amortization rates applicable to our airport
concessions for tax purposes. Our effective tax rate decreased from 56.0% in
2004 to 40.8% in 2005, reflecting an increase in our pre-tax income that was
not matched by a proportionate increase in our tax provision, principally due
to a proportionately smaller net increase in the valuation allowance for asset
tax, resulting from the benefits derived from the change in amortization rates.

Net Income

Our
consolidated net income increased 64.6% in 2005, to Ps. 685.5 million, from Ps.
416.4 million in 2004, and our net margin increased from 17.7% to 25.4% during
this period, reflecting the factors discussed above.

Liquidity
and Capital Resources

Historically,
our operations have been funded through cash flow from operations, and we have
not incurred any significant indebtedness. The cash flow generated from our
operations has generally been used to fund operating costs and capital
expenditures, including expenditures under our master development programs, and
the excess of our cash flow has been added to our accumulated cash balances. In
addition, in 2004, 2005
and 2006, we used Ps. 305.2 million, Ps. 1,094.8 million and Ps. 746.3 million,
respectively, of our cash balances for the payment of dividends. At December
31, 2005 and 2006, we had Ps. 935.8
million and Ps. 1,022.3 million, respectively, of cash, cash equivalents
and financial investments held for trading purposes. This increase principally
reflected a dividend payment reduction in 2006, as compared to 2005. We believe
our working capital and resources expected to be generated from operations will
continue to meet our present requirements. However, we are currently
considering entering into

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a peso-denominated credit facility in the second half
of 2007, which would provide financing in an amount of approximately Ps. 1,300
million, which we would use to fund our capital expenditures that we anticipate
undertaking between July 2007 and December 2009, at our Los Cabos, Puerto
Vallarta, Hermosillo and Bajio international airports.

In
2006, we generated Ps. 1,470.2 million from operating activities, as compared
to Ps. 1,503.1 million in 2005, principally reflecting an increase in our
income from operations discussed above after taking into consideration non-cash
charges such as depreciation, amortization and deferred income tax. Income
generated from operations was mainly used to make a dividend payment of Ps.
746.3 million on May 8, 2006, as well as to invest approximately Ps. 630.8
million in machinery and equipment and improvements to our airport facilities.

In
2005, we generated Ps. 1,503.1 million in resources from operating activities,
principally reflecting our income from operations after taking into
consideration non-cash charges such as depreciation and amortization and
deferred income tax. This income was used mainly to pay a cash dividend of Ps.
627.1 million on May 4, 2005 and another cash dividend of Ps. 467.7 million
paid on June 3, 2005, as well as to invest Ps. 605.5 million in machinery and
equipment and improvements to our airport facilities in order to fulfill our
master development programs.

On
January 25, 2006, we entered into a line of credit with a financial
institution, which provides for the issuance of letters of credit up to an
aggregate amount of Ps. 300 million in order to guarantee all amounts claimed
by municipal authorities and referred to in Note 17.a to our audited
consolidated financial statements. Until the line of credit expires in 2009,
our airports will be subject to certain financial covenants thereunder,
including, among others, the requirement to (i) maintain a consolidated
tangible net worth (defined as stockholders equity less intangible assets
(including airport concessions) and reserves for inflationary effects, in each
case under MFRS) of at least Ps. 2,100 million, (ii) maintain a free and
unencumbered cash reserve equal to the amount due on any outstanding letter of
credit and (iii) earn consolidated annual EBITDA (as defined in the credit
agreement) of at least Ps. 1,000 million. On February 9, 2006, an irrevocable
standby letter of credit was issued in respect of the Tijuana tax claim in the
amount of Ps. 141.8 million. The standby letter of credit was granted to the
bond institution that issued the bond to municipal authorities in Tijuana in
order to release the encumbrance described in Note 17.a to our audited
consolidated financial statements.

Under
the terms of our concessions, each of our subsidiary concession holders is
required to present a master development program for approval by the SCT every
five years. Each master development program includes investment commitments
(including capital expenditures and improvements) applicable to us as
concession holder for the succeeding five-year period. Once approved by the
SCT, these commitments become binding obligations under the terms of our
concessions. In December 2004, the SCT approved our master development programs
for each of our airports for the 2005-to-2009 period. These 5-year programs
will be in effect from January 1, 2005 until December 31, 2009.

The
following table sets forth our historical capital expenditures, which reflect
our actual expenditures (as compared to our committed investments, which are
presented further below),

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by airport, for the years indicated. The substantial
majority of these investments were made under the terms of our master
development programs.

Historical
Capital Expenditures by Airport

|                  |  |                         |         |      |     |         |  |     |         |  
|----------------- |  | ----------------------- | ------- | ---- | --- | ------- |  | --- | ------- | -
|                  |  | Year ended December 31, |        
|                  |  |                         |        
|                  |  | 2004                    |         | 2005 |     | 2006    | 
|                  |  |                         |         |      |     |         | 
|                  |  | (thousands of pesos)    |        
|Guadalajara       |  | Ps.                     | 261,578 |      | Ps. | 171,397 |  | Ps. | 188,645 |  
|Tijuana           |  |                         | 14,540  |      |     | 33,623  |  |     | 38,325  |  
|Puerto
  Vallarta |  |                         | 352,384 |      |     | 143,570 |  |     | 145,250 |  
|Los
  Cabos       |  |                         | 2,512   |      |     | 30,619  |  |     | 146,017 |  
|Hermosillo        |  |                         | 14,877  |      |     | 43,902  |  |     | 39,742  |  
|Bajío             |  |                         | 42,292  |      |     | 23,138  |  |     | 13,018  |  
|Morelia           |  |                         | 6,696   |      |     | 35,865  |  |     | 16,916  |  
|La Paz            |  |                         | 6,946   |      |     | 31,673  |  |     | 10,652  |  
|Aguascalientes    |  |                         | 19,531  |      |     | 19,109  |  |     | 5,490   |  
|Mexicali          |  |                         | 29,057  |      |     | 31,773  |  |     | 25,693  |  
|Los
  Mochis      |  |                         | 9,406   |      |     | 19,907  |  |     | 12,496  |  
|Manzanillo        |  |                         | 2,973   |      |     | 17,217  |  |     | 22,443  |  
|                  |  |                         |         |      |     |         |  |     |         |  
|Other             |  |                         | 14,014  |      |     | 9,435   |  |     | (23,052 | )
|                  |  |                         |         |      |     |         |  |     |         |  
|Total             |  | Ps.                     | 776,806 |      | Ps. | 611,228 |  | Ps. | 641,635 |  
|                  |  |                         |         |      |     |         |  |     |         |  

The
following table sets forth our historical capital expenditures by type of
investment across all of our airports for the years indicated:

Historical
Capital Expenditures by Type

|                                  |  |                         |         |      |     |         |  |     |         | 
|--------------------------------- |  | ----------------------- | ------- | ---- | --- | ------- |  | --- | ------- | 
|                                  |  | Year ended December 31, |        
|                                  |  |                         |        
|                                  |  | 2004                    |         | 2005 |     | 2006    | 
|                                  |  |                         |         |      |     |         | 
|                                  |  | (thousands of pesos)    |        
|                                  |  |                         |        
|Terminals                         |  | Ps.                     | 150,545 |      | Ps. | 238,703 |  | Ps. | 193,925 | 
|                                  |  |                         |         |      |     |         |  |     |         | 
|Runways and aprons                |  |                         | 83,445  |      |     | 194,822 |  |     | 241,791 | 
|                                  |  |                         |         |      |     |         |  |     |         | 
|Acquisition of long-term
  leases |  |                         | 448,652 |      |     | 0       |  |     | 0       | 
|                                  |  |                         |         |      |     |         |  |     |         | 
|Machinery and equipment           |  |                         | 18,375  |      |     | 65,390  |  |     | 100,230 | 
|                                  |  |                         |         |      |     |         |  |     |         | 
|Other                             |  |                         | 75,789  |      |     | 112,313 |  |     | 105,689 | 
|                                  |  |                         |         |      |     |         |  |     |         | 
|                                  |  |                         |         |      |     |         |  |     |         | 
|Total                             |  | Ps.                     | 776,806 |      | Ps. | 611,228 |  | Ps. | 641,635 | 
|                                  |  |                         |         |      |     |         |  |     |         | 

Our
capital expenditures from 2004 through 2006 were allocated to the following
types of investments at the majority of our airports:

| |                                                                                                                                                                                                                                                                                                                                                         
| | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |  Terminals. We
  remodeled many of the terminals at our airports by expanding departure areas
  (concourses and lounges), baggage claim areas and arrival areas, by improving
  lighting systems, adding office space, adding taxi and other ground
  transportation waiting areas, and by increasing handicap services and
  remodeling our restrooms.

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| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
| | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |  Runways and aprons.
  We improved the lighting systems on our runways and access roads, expanded
  our aircraft parking areas, and made improvements and renovations to the
  fences on the outlying areas of our properties subject to our concessions.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
| | 
  Acquisition of long-term leases.Prior to 1999, our
  predecessor entered into several contracts with third-party operators to
  develop new space and modernize existing space at our 12 airports. Several of
  these contracts were long-term lease agreements pursuant to which the
  third-party service provider, in exchange for assuming all risks during the
  construction and modernization phase of each development project, acquired
  the exclusive right to operate the new commercial areas once developed. Many
  of the most lucrative commercial areas within our principal airports were
  leased by our predecessor to third parties on a long-term basis.                                                                                                                               
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
| | In
  some cases these long-term leases also gave the third-party operator the right
  to operate not only commercial activities, but also passenger walkways,
  transportation and other activities in the commercial areas subject to the
  lease. We acquired our concessions from our predecessor subject to these
  long-term lease obligations and have sought to recover the third parties
  lease rights.  In recent years we have
  recovered, by compensating lease holders for early termination of their
  leases, several significant leases previously held by third parties who
  managed our commercial areas and received all revenues from the operations in
  those areas. We now manage several of those areas directly and have thereby
  increased our revenues from commercial activities.
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
| | We
  recovered the right to operate commercial space and to collect access fees
  from certain service providers at our Puerto Vallarta and Guadalajara
  international airports. These rights were previously scheduled to expire
  between 2010 and 2011, and include rights to the operation of virtually all
  of the commercial activities (including stores and office space), as well as
  passenger taxis and air bridges within at these airports.                                                                                                                                                                                                                                                                                                                                                      
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
| |  Machinery and equipment.
  We invested in machinery and equipment such as fire extinguishing vehicles,
  emergency back-up electricity generators, metal detectors and other
  security-related equipment, ambulances, moving walkways and public
  information systems.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
| |  Other. We
  installed sewage treatment plants and systems at several of our airports,
  improved our drainage systems, and installed underground electric wiring
  systems at several of our airports.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         

The
following table sets forth our estimated committed investments for each airport
for 2005 through 2009 under our master development programs.  These amounts are based on investment commitments
approved by the SCT and have been adjusted by us to take into consideration
increases in petroleum and steel prices since the Ministrys approval. We are
required to comply with the investment obligations under these programs on a
year-by-year basis. For a discussion of the regulations applicable to our
compliance with our master development programs, see Regulatory
FrameworkMaster Development Programs.

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Estimated
Committed Investments by Airport

|                  |  |                               |         |      |     |         |  |      |         |      |     |         |  |     |         | 
|----------------- |  | ----------------------------- | ------- | ---- | --- | ------- |  | ---- | ------- | ---- | --- | ------- |  | --- | ------- | 
|                  |  | Year ended December 31,       |        
|                  |  |                               |        
|                  |  | 2005                          |         | 2006 |     | 2007    |  | 2008 |         | 2009 |    
|                  |  |                               |         |      |     |         |  |      |         |      |    
|                  |  | (thousands of pesos)(1)(2)(3) |        
|                  |  |                               |         |      |     |         |  |      |         |      |     |         |  |     |         | 
|Guadalajara       |  | Ps.                           | 221,029 |      | Ps. | 162,231 |  | Ps.  | 182,321 |      | Ps. | 156,512 |  | Ps. | 26,719  | 
|Tijuana           |  |                               | 73,242  |      |     | 29,178  |  |      | 24,668  |      |     | 51,270  |  |     | 58,659  | 
|Puerto
  Vallarta |  |                               | 190,673 |      |     | 102,525 |  |      | 157,102 |      |     | 29,395  |  |     | 19,774  | 
|Los
  Cabos       |  |                               | 54,501  |      |     | 178,569 |  |      | 155,249 |      |     | 227,932 |  |     | 199,996 | 
|Hermosillo        |  |                               | 51,656  |      |     | 44,820  |  |      | 14,578  |      |     | 22,912  |  |     | 47,906  | 
|Bajio             |  |                               | 38,032  |      |     | 21,368  |  |      | 14,563  |      |     | 34,424  |  |     | 29,316  | 
|Morelia           |  |                               | 43,038  |      |     | 24,714  |  |      | 8,166   |      |     | 10,212  |  |     | 35,389  | 
|La Paz            |  |                               | 40,906  |      |     | 20,359  |  |      | 9,119   |      |     | 13,903  |  |     | 20,637  | 
|Aguascalientes    |  |                               | 16,157  |      |     | 9,178   |  |      | 7,794   |      |     | 16,798  |  |     | 29,861  | 
|Mexicali          |  |                               | 65,763  |      |     | 17,603  |  |      | 14,362  |      |     | 17,573  |  |     | 16,487  | 
|Los
  Mochis      |  |                               | 16,308  |      |     | 11,630  |  |      | 8,682   |      |     | 14,687  |  |     | 11,216  | 
|Manzanillo        |  |                               | 34,888  |      |     | 25,214  |  |      | 11,917  |      |     | 10,807  |  |     | 16,027  | 
|                  |  |                               |         |      |     |         |  |      |         |      |     |         |  |     |         | 
|Total             |  | Ps.                           | 846,193 |      | Ps. | 647,389 |  | Ps.  | 608,521 |      | Ps. | 606,425 |  | Ps. | 511,987 | 
|                  |  |                               |         |      |     |         |  |      |         |      |     |         |  |     |         | 

|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|--- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   
|(1) | Figures expressed in
  constant pesos as of December 31, 2004 based on the Mexican production,
  merchandise and construction price index (Índice
  Nacional de Precios a la Producción, Mercancias y Servicios Finales, Sector
  Secundario Construcción), which is the index that the SCT directed
  us to apply in restating those values.
  We have submitted a formal request to the SCT seeking confirmation
  that the correct index to be applied to update the amounts set forth in our
  master development programs is instead the Mexican Producer Price Index.  Should the SCT approve our request, each
  of the figures set forth in the table above would be reduced by approximately
  6%.
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|(2) | Reflects changes to the
  master development programs for our Puerto Vallarta and Los Cabos airports
  agreed to with the SCT in 2007.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|(3) | Variations in estimated
  committed investment amounts reported by us from time to time are the result
  of changes in the allocation of investment amounts to different airports and
  revisions to, and deferrals of, investments in baggage screening systems,
  which investments cannot be finalized until we reach a definitive agreement
  with our various airline customers.                                                                                                                                                                                                                                                                                                                      

The
following table sets forth our estimated committed investments for 2005 through
2009 by type of investment:

Estimated
Committed Investments by Type

|                                                  |  |                                |         |      |     |         |  |      |         |      |     |         |  |     |         | 
|------------------------------------------------- |  | ------------------------------ | ------- | ---- | --- | ------- |  | ---- | ------- | ---- | --- | ------- |  | --- | ------- | 
|                                                  |  | Year ended December 31,        |        
|                                                  |  |                                |        
|                                                  |  | 2005                           |         | 2006 |     | 2007    |  | 2008 |         | 2009 |    
|                                                  |  |                                |         |      |     |         |  |      |         |      |    
|                                                  |  | (thousands of pesos)(1)(2),(3) |        
|                                                  |  |                                |        
|                                                  |  |                                |        
|Terminals                                         |  | Ps.                            | 220,943 |      | Ps. | 121,055 |  | Ps.  | 247,043 |      | Ps. | 298,476 |  | Ps. | 225,305 | 
|Runways and aprons                                |  |                                | 154,424 |      |     | 350,617 |  |      | 212,660 |      |     | 187,384 |  |     | 180,045 | 
|Machinery and equipment                           |  |                                | 52,483  |      |     | 36,853  |  |      | 17,690  |      |     | 11,011  |  |     | 8,387   | 
|Baggage screening
  systemsinitial investments   |  |                                | 333,224 |      |     | 0       |  |      | 0       |      |     | 0       |  |     | 0       | 
|Baggage screening
  systemadditional investments |  |                                | 20,358  |      |     | 64,042  |  |      | 64,042  |      |     | 64,042  |  |     | 64,042  | 
|Other                                             |  |                                | 64,761  |      |     | 74,822  |  |      | 67,086  |      |     | 45,512  |  |     | 34,208  | 
|                                                  |  |                                |         |      |     |         |  |      |         |      |     |         |  |     |         | 
|Total                                             |  | Ps.                            | 846,193 |      | Ps. | 647,389 |  | Ps.  | 608,521 |      | Ps. | 606,425 |  | Ps. | 511,987 | 
|                                                  |  |                                |         |      |     |         |  |      |         |      |     |         |  |     |         | 

|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|--- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   
|(1) | Figures expressed in
  constant pesos as of Decemeber 31, 2004 based on the Mexican production,
  merchandise and construction price index (Índice
  Nacional de Precios a la Producción, Mercancias y Servicios Finales, Sector
  Secundario Construcción), which is the index that the SCT directed
  us to apply in restating those values.
  We have submitted a formal request to the SCT seeking confirmation
  that the correct index to be applied to update the amounts set forth in our
  master

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|    |                                                                                                                                                                                                                                                                                                                                                                                      
|--- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    | development programs is
  instead the Mexican Producer Price Index.
  Should the SCT approve our request, each of the figures set forth in
  the table above would be reduced by approximately 6%.                                                                                                                                                                                   
|    |                                                                                                                                                                                                                                                                                                                                                                                      
|(2) | Reflects changes to the
  master development programs for our Puerto Vallarta and Los Cabos airports
  agreed to with the SCT in 2007.                                                                                                                                                                                                                                               
|    |                                                                                                                                                                                                                                                                                                                                                                                      
|(3) | Variations in estimated
  committed investment amounts reported by us from time to time are the result
  of changes in the allocation of investment amounts to different airports and
  revisions to, and deferrals of, investments in baggage screening systems,
  which investments cannot be finalized until we reach a definitive agreement
  with our various airline customers.

In
2005, the Mexican government issued a policy letter calling for all checked
baggage on international commercial flights beginning in January 2006, and on
domestic commercial flights beginning in July 2006, to undergo a new
comprehensive screening process. Because of uncertainty over the policy letters
implementation, the new screening process has been delayed.  In particular, the policy letter does not
specify which parties should bear responsibility for the new screening process.
Although Mexican law clearly specifies that airlines bear the responsibility
for baggage screening, the fact that the policy letter is silent as to
responsibility has caused some of our airline customers to contend that the
policy letters intent is for airport concessionaires, such as us, to bear
responsibility for the new screening process.
In addition, certain questions have been raised regarding the
constitutionality of the new screening process.  The Mexican Bureau of Civil Aviation is expected to issue
regulations implementing the policy letter, but these may not address the
questions of responsibility and constitutionality that have been raised.  We maintain that the new policy will not be
implemented at our airports until we enter into a written agreement with our
airline customers regarding the allocation of cost and responsibility. We hope
to reach a definitive agreement with our airline customers regarding the
allocation of costs and then proceed with the purchase and installation of new
equipment.

Differences
between estimated committed investments and historical capital expenditures are
due primarily to our not having yet installed this baggage screening
equipment.  The installation of the new
equipment was originally contemplated under our master development programs,
but as a result of the issues outlined above, we do not believe that we are, or
at any time have been, in legal breach of our master development programs.

We
expect to continue funding the majority of our operations in the short-term and
long-term through cash flow from operations, although we may incur indebtedness
from time to time. We expect to allocate a majority of our investments for the
period 2005 through 2009 to our five largest airports. In particular, a portion
of our investments will be dedicated to expanding and remodeling the
Guadalajara, Puerto Vallarta and Los Cabos international airports terminals.

Critical
Accounting Policies

We
prepare our audited consolidated financial statements in conformity with MFRS.
As such, we are required to make estimates, judgments and assumptions that
affect (i) certain reported amounts of our assets and liabilities, (ii) the
disclosure of our contingent assets and liabilities at the date of the
financial statements and (iii) certain reported amounts of revenues and
expenses during the reporting period. We base our estimates and judgments on
our historical experience and on various other reasonable factors that together
form the basis for making judgments about the carrying values of our assets and
liabilities. Our actual results may differ from these estimates under different
assumptions or conditions. We evaluate our estimates and

102

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judgments on an ongoing basis. Our significant
accounting policies are described in Note 3 to our audited consolidated
financial statements.

We
believe our most critical accounting policies that result in the application of
estimates and/or judgments are the following:

Income Taxes

In
conformity with Bulletin D-4, Accounting for Income Tax, Asset Tax and
Statutory Employee Profit Sharing, of MFRS, we recognize deferred tax assets
and liabilities based on the differences between the financial statement
carrying amounts and the tax bases of assets and liabilities. At December 31,
2006, we recorded, within the long-term deferred income tax asset, an estimated
amount of recoverable asset tax paid, based on financial projections that show that
we will recover, within the permitted 10-year recovery period, the excess of
asset tax over income tax relating to our Bajío, Guadalajara, Morelia and
Puerto Vallarta airports. We regularly review our deferred tax assets for
recoverability and, if necessary, establish a valuation allowance based on
historical taxable income, projected future taxable income and related income
tax expense compared to future estimated asset tax and the expected timing of
the reversals of existing temporary differences. If these estimates and related
assumptions change in the future, we may be required to make additional
adjustments to our deferred tax assets, which may result in a reduction of, or
an increase in, income tax expense.

Impairment in the Value of Long-Lived Assets

We
must test for impairment when indicators of potential impairment in the
carrying amount of tangible and intangible long-lived assets in use exist,
unless there is conclusive evidence that the indicators of impairment are
temporary. An impairment is recorded when the carrying amount of long-lived
assets exceeds the greater of the present value of future net cash flows
provided by the assets on the net sales price upon disposal. Present value of
future net cash flows is based on managements projections of future
operations, discounted using current interest rates. Our evaluations throughout
the year and up to the date of this filing did not reveal any impairment of
tangible and intangible long-lived assets. We can give no assurance that our evaluations
will not change as a result of new information or developments which may change
our future projections of net cash flows or the related discount rates and
result in future impairment charges.

Principal
Differences Between MFRS and U.S. GAAP

Our
audited consolidated financial statements are prepared in accordance with MFRS,
which differs in certain respects from U.S. GAAP. See Note 23 to our audited
consolidated financial statements for a discussion of these differences.
Consolidated net income (loss) under U.S. GAAP was (Ps. 124.6) million,
Ps. 924.6 million and Ps. 1,099.9 million for the years ended
December 31, 2004, 2005 and 2006, respectively.

The
principal differences between MFRS and U.S. GAAP as they relate to us are the
treatment of our investments in our concessions and the rights to use our
airport facilities, the recognition of the fair value of embedded derivatives,
the treatment of AMPs portion of shares

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held in trust, which are forfeitable, and the effects
of these adjustments on deferred income taxes. Each of these differences
affects both consolidated net income and stockholders equity.

Off-balance
Sheet Arrangements

We
are not party to any off-balance sheet arrangements.

Tabular
Disclosure of Contractual Obligations

The
following table summarizes our contractual obligations as of December 31, 2006.

|                                  |  |                        |         |                       |     |             |  |             |         |                     |     |       |     |     |      |    
|--------------------------------- |  | ---------------------- | ------- | --------------------- | --- | ----------- |  | ----------- | ------- | ------------------- | --- | ----- | --- | --- | ---- | ---
|                                  |  | Payments due by period |        
|                                  |  |                        |        
|Contractual
  Obligations         |  | Total                  |         | Less than
  1 year(4) |     | 1-3
  years |  | 3-5
  years |         | More than
  5 years |    
|                                  |  |                        |         |                       |     |             |  |             |         |                     |    
|                                  |  | (in millions of pesos) |        
|                                  |  |                        |        
|                                  |  |                        |         |                       |     |             |  |             |         |                     |     |       |     |     |      |    
|Master Development Programs (1)   |  | Ps.                    | 2,060.1 |                       | Ps. | 608.5       |  | Ps.         | 1,451.6 |                     | Ps. | N/A   | (5) | Ps. | N/A  | (5)
|Purchase Obligations (2)          |  |                        | 551.3   |                       |     | 56.0        |  |             | 186.1   |                     |     | 224.6 |     |     | 84.6 |    
|Operating Lease Obligations
  (3) |  |                        | 27.1    |                       |     | 7.1         |  |             | 15.8    |                     |     | 4.2   |     |     | 0.0  |    
|                                  |  |                        |         |                       |     |             |  |             |         |                     |     |       |     |     |      |    
|                                  |  |                        |         |                       |     |             |  |             |         |                     |     |       |     |     |      |    
|Total                             |  | Ps.                    | 2,638.5 |                       | Ps. | 671.6       |  | Ps.         | 1,653.5 |                     | Ps. | 228.8 |     | Ps. | 84.6 |    
|                                  |  |                        |         |                       |     |             |  |             |         |                     |     |       |     |     |      |    

|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|--- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   
|(1) | Figures expressed in
  constant pesos as of December 31, 2004 based on the Mexican production,
  merchandise and construction price index (Índice
  Nacional de Precios a la Producción, Mercancias y Servicios Finales, Sector
  Secundario Construcción), which is the index that the SCT directed
  us to apply in restating those values. We have submitted a formal request to
  the SCT seeking confirmation that the correct index to be applied to update
  the amounts set forth in our master development programs is instead the
  Mexican producer price index. Should the SCT approve our request, each of the
  figures set forth in the table above would be reduced by approximately 6%.
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|(2) | Reflects a minimum fixed
  annual payment of U.S.$4.0 million required to be paid under our technical
  assistance agreement, assuming an average exchange rate of Ps. 13.14 per
  U.S. dollar and an annual U.S. inflation rate of 2.7%. The amount ultimately
  to be paid in any year will depend on our profitability.                                                                                                                                                                                                                                                                                                                                                                              
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|(3) | Includes leasing of
  buildings and vehicles.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|(4) | Amount for less than one
  year corresponds to obligations for 2007.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|(5) | The difference between this
  amount and the amount for 2006 in the table titled Estimated Committed
  Investments by  Type above reflects
  baggage screening equipment that was provided for in our master development
  programs for 2005 but which we did not purchase in 2005, and have therefore
  carried forward.                                                                                                                                                                                                                                                                                                                                                                             
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|(6) | In the fifth year of the
  master development programs, a negotiation will take place with the SCT to
  determine the new master development program commitments for the subsequent
  five-year period                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  

New
Accounting Pronouncements

MFRS

As
of June 1, 2004, the function of establishing and issuing Mexican Financial
Reporting Standards (MFRS) became the responsibility of the Mexican Board for
Research and Development of Financial Reporting Standards (Consejo Mexicano para la Investigación y Desarrollo
de Normas de Información Financiera, A.C., or CINIF). CINIF
changed the terminology referring to the body of Mexican accounting principles
from accounting principles generally accepted in Mexico, previously
promulgated by the Mexican Institute of Public Accountants (Instituto Mexicano de Contadores Públicos)
to MFRS. As of December 31, 2005, eight Series A standards had been issued (NIF
A-1 to NIF A-8), representing the Conceptual Framework. Additionally, NIF
B-1, Accounting
Changes and Correction of Errors, was issued. Series A and NIF B-1
went into effect as of January 1, 2006.

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When
the Conceptual Framework came into effect on January 1, 2006, some of its
provisions created divergence with specific provisions of MFRS already in
effect. Consequently, in March 2006, CINIF issued Interpretation Number 3 (INIF
No. 3), Initial
Application of Mexican Financial Reporting Standards, establishing,
that specific provisions of MFRS that have not been amended should be followed
until their adaptation to the Conceptual Framework is complete. For example, in
2006, revenues, costs and expenses were not required to be classified as
ordinary and non-ordinary in the statement of income, and other comprehensive
income items in the statement of stockholders equity were not required to be
reclassified into the statement of income at the time net assets that gave rise
to them were realized.

CINIF
continues to pursue its objective of moving towards a greater convergence with
International Financial Reporting Standards. To this end, on December 22, 2006,
it issued the following MFRS standards, which will become effective for fiscal
years beginning on January 1, 2007:

| |   |                                                                        
| | - | -----------------------------------------------------------------------
| |  | NIF B-3, Statement of Income                                           
| |   |                                                                        
| |  | NIF B-13, Events Occurring after the Date of the
  Financial Statements
| |   |                                                                        
| |  | NIF C-13, Related Parties                                              
| |   |                                                                        
| |  | NIF D-6, Capitalization of Comprehensive Financing
  Result            

Some
of the significant changes established by these standards are as follows:

NIF
B-3, Statement
of Income, sets the general standards for presenting and structuring
the statement of income, the minimum content requirements and general
disclosure standards. Consistent with NIF A-5, Basic Elements of Financial Statements,
NIF B-3 now classifies revenues, costs and expenses, into ordinary and
non-ordinary. Ordinary items (even if not frequent) are derived from the
primary activities representing an entitys main source of revenues.
Non-ordinary items are derived from activities other than those representing an
entitys main source of revenues. Consequently, the classification of certain
transactions as special or extraordinary, according to former Bulletin B-3, was
eliminated. As part of the structure of the statement of income, ordinary items
should be presented first and, at a minimum, present income or loss before
income taxes, income or loss before discontinued operations, if any, and net
income or loss. Presenting income from operations is neither required nor
prohibited by NIF B-3. If presented, the line item for other income (or
expense) is presented immediately before income from operations. Cost and
expense items may be classified by function, by nature, or a combination of
both. When classified by function, gross income may be presented. Statutory
employee profit sharing should now be presented as an ordinary expense (within
other income (or expense) pursuant to INIF No. 4 issued in January 2007) and no
longer presented within income tax. Special items mentioned in particular MFRS
provisions should now be part of other income and expense and items formerly
recognized as extraordinary should be part of non-ordinary items.

NIF
B-13, Events
Occurring after the Date of the Financial Statements, requires that
for (i) asset and liability restructurings and (ii) creditor waivers to their
rights to demand payment in case the reporting entity defaults on contractual
obligations, occurring in the period between the date of the financial
statements and the date of their issuance, only disclosure needs to be

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included in a note to the financial statements while
recognition of these items should take place in the financial statements of the
period in which such events take place. Previously, these events were
recognized in the financial statements in addition to their disclosure. NIF
A-7, Presentation
and Disclosure, in effect as of January 1, 2006, requires, among
other things, that the date on which the issuance of the financial statements
is authorized be disclosed as well as the name of authorizing management
officers or bodies. NIF B-13 establishes that if the entity owners or others
are empowered to modify the financial statements, such fact should be
disclosed. Subsequent approval of the financial statements by the stockholders
or other another body does not change the subsequent period, which ends when
issuance of the financial statements is authorized.

NIF
C-13, Related
Parties, broadens the concept of related parties to include (a)
the overall business in which the reporting entity participates; (b) close
family members of key or relevant officers; and (c) any fund created in
connection with a labor-related compensation plan. NIF C-13 requires the
following disclosures: (i) the relationship between the controlling and
subsidiary entities, regardless of whether or not any intercompany transactions
took place during the period; (ii) that the terms and conditions of
consideration paid or received in transactions carried out between related
parties are equivalent to those of similar transactions carried out between
independent parties and the reporting entity, only if sufficient evidence
exists; (iii) benefits granted to key or relevant officers; and (d) name of the
direct controlling company and, if different, name of the ultimate controlling
company. Notes to comparative financial statements of prior periods should
disclose the new provisions of NIF C-13.

NIF
D-6, Capitalization
of Comprehensive Financing Result, establishes general
capitalization standards that include specific accounting for financing in
domestic and foreign currencies or a combination of both. Some of these
standards include: (a) mandatory capitalization of comprehensive financing cost
(RIF) directly attributable to the acquisition of qualifying assets; (b) in the
instance financing in domestic currency is used to acquire assets, yields
obtained from temporary investments before the capital expenditure is made are
excluded from the amount capitalized; (c) exchange gains or losses from foreign
currency financing should be capitalized considering the valuation of
associated hedging instruments, if any; (d) a methodology to calculate
capitalizable RIF relating to funds from generic financing; (e) regarding land,
RIF may be capitalized if development is taking place; and (f) conditions that
must be met to capitalize RIF, and rules indicating when RIF should no longer
be capitalized. The entity may decide on whether to apply the provisions of NIF
D-6 for periods ending before January 1, 2007, in connection with assets that
are in the process of being acquired at the time this NIF goes into effect.

On
November 30, 2006, the International Financial Reporting Interpretations
Committee (IFRIC) issued IFRIC 12, Service Concession Arrangements. The
Interpretation addresses the accounting by private sector operators involved in
the provision of public sector infrastructure assets and services, such as
schools and roads. The interpretation does not address the accounting for the
government (grantor) side of such arrangements.

At
the date of issuance of the financial statements included herein, the adoption
of these standards has not had a material effect on our consolidated financial
information.

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U.S.
GAAP

In
June 2006, the FASB issued Interpretation No. 48 (FIN 48), Accounting
for Uncertainty in Income Taxes. FIN 48 provides detailed guidance
for the financial statement recognition, measurement and disclosure of
uncertain tax positions recognized in an enterprises financial statements in
accordance with FASB Statement No. 109, Accounting for Income Taxes.
FIN 48 requires an entity to recognize the financial statement impact of a tax
position when it is more likely than not that the position will be sustained
upon examination. If the tax position meets the more-likely-than-not
recognition threshold, the tax effect is recognized at the largest amount of
the benefit that is greater than fifty percent likely of being realized upon
ultimate settlement. Any difference between the tax position taken in the tax
return and the tax position recognized in the financial statements using the
criteria above results in the recognition of a liability in the financial
statements for the unrecognized benefit. Similarly, if a tax position fails to
meet the more-likely-than-not recognition threshold, the benefit taken in the
tax return will also result in the recognition of a liability in the financial
statements for the full amount of the unrecognized benefit. FIN 48 will be
effective for fiscal years beginning after December 15, 2006 and the
provisions of FIN 48 will be applied to all tax positions under Statement
No. 109 upon initial adoption. The cumulative effect of applying the
provisions of this interpretation will be reported as an adjustment to the opening
balance of retained earnings for that fiscal year. We do not anticipate that
the adoption of this new accounting principle will have a material effect on
our financial position, results of operations or cash flows.

In
September 2006, the SEC issued Staff Accounting Bulletin No. 108 Considering
the Effects of Prior Year Misstatements When Quantifying Misstatements in
Current Year Financial Statements (SAB No. 108). SAB
No. 108 addresses the process and diversity in practice of quantifying
financial statement misstatements resulting in the potential build-up of
improper amounts on the balance sheet. We adopted the provisions of SAB No.108
in the accompanying consolidated financial statements, which did not have an
effect on our financial position, results of operations or cash flows.

In
September 2006, the FASB issued SFAS No. 157, Fair Value Measurements,
(SFAS No. 157). SFAS No. 157 establishes a framework for measuring
fair value and expands disclosures about fair value measurements. SFAS No. 157
clarifies the definition of exchange price as the price between market
participants in an orderly transaction to sell an asset or transfer a liability
in the market in which the reporting entity would transact for the asset or
liability  that is, the principal or most advantageous market for the asset
or liability. The changes to current practice resulting from the application of
this Statement relate to the definition of fair value, the methods used to
measure fair value, and the expanded disclosures about fair value measurements.
The Statement is effective for fiscal years beginning after November 15,
2007. We do not anticipate the adoption of this new accounting principle will
have a material effect on our financial position, results of operations or cash
flows.

In
September 2006, the FASB issued SFAS No. 158, Employers ́Accounting for Defined
Benefit Pension and Other Postretirement Plans,which requires an
employer to recognize the over-funded or under-funded status of a
defined-benefit post-retirement plan (other than a multiemployer plan) as an
asset or liability in its statement of financial position and to recognize
changes in that funded status in the year in which the changes occur through
comprehensive

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income. This statement also requires that an entity measure the fair
value of plan assets and benefit obligations as of the date of the year-end
balance sheet. We adopted the provisions of this statement in the accompanying
2006 financial statements, which did not have a material effect, given that we
did not have any unrecognized amounts related to our seniority premiums or
severance payment liabilities.

|        |                                             
|------- | --------------------------------------------
|Item 6. | Directors, Senior Management and
  Employees

Directors

The
board of directors is responsible for the management of our business. Pursuant
to our bylaws, our board of directors generally must consist of 11 members.
Under Mexican law, at least 25 percent of our directors must be independent (as
determined by our stockholders at each annual general meeting in applying the
provisions of our bylaws and relevant Mexican and other law). Currently the
board of directors consists of 11 directors.

Our
bylaws provide that the holders of Series BB shares are entitled to elect four
members to the board of directors and their alternates. Our remaining directors
are elected by the holders of our Series B shares (who do not elect
alternates). Under our bylaws, each stockholder or group of stockholders owning
at least 10% of our capital stock in the form of Series B shares is entitled to
elect one member to the board of directors. The other directors to be elected
by the holders of our Series B shares are elected by majority vote of all
holders of Series B shares present at the stockholders meeting.

The
following table lists the title, date of appointment, age and alternate of each
of our current directors.

|                                         |  |                             |  |                   |  |     |  |                             
|---------------------------------------- |  | --------------------------- |  | ----------------- |  | --- |  | ----------------------------
|Name                                     |  | Title                       |  | Director since    |  | Age |  | Alternate                   
|                                         |  |                             |  |                   |  |     |  |                             
|Eduardo Sánchez Navarro Redo*            |  | Chairman and Director (AMP) |  | February 7, 2006  |  | 61  |  | Carlos Laviada Ocejo        
|Javier Marin San Andres*                 |  | Director (AMP)              |  | August 1, 2001    |  | 48  |  | Rodrigo Marabini Ruíz       
|Manuel García Buey *                     |  | Director (AMP)              |  | February 7, 2006  |  | 60  |  | Laura Diez Barroso Azcarraga
|Demetrio Ullastres Llorente*             |  | Director (AMP)              |  | November 27, 2002 |  | 62  |  | Vicente Alonso Diego ***    
|Francisco Glennie y Graue **             |  | Director (Independent)      |  | February 7, 2006  |  | 58  |  |                            
|Francisco Javier Fernández
  Carvajal ** |  | Director (Independent)      |  | April 27, 2005    |  | 51  |  |                            
|Jose Manuel Rincón Gallardo
  Purón **   |  | Director (Independent)      |  | February 7, 2006  |  | 64  |  |                            
|Sergio Paliza Valdez **                  |  | Director (Independent)      |  | May 25, 2006      |  | 71  |  |                            
|Ernesto Vega Velasco **                  |  | Director (Independent)      |  | May 25, 2006      |  | 69  |  |                            
|Henry R. Davis Signoret **               |  | Director (Independent)      |  | October 27, 2006  |  | 66  |  |                            
|Alfonso Pasquel Barcenas **              |  | Director (Independent)      |  | April 19, 2007    |  | 60  |  | __                          

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|    |                                                                                                                                           
|--- | ------------------------------------------------------------------------------------------------------------------------------------------
|   
|*   | Elected by AMP as holder of Series BB shares, which
  represents 15% of our capital stock.                                                
|    |                                                                                                                                           
|**  | Independent directors elected to comply with the
  Securities Market Law (Ley del Mercado de Valores)                                     
|    |                                                                                                                                           
|*** | Beginning July 1, 2007, Carlos del Río will
  substitute Vicente Alonso Diego as the alternate director for Demetrio Ullastres
  Llorente.

Eduardo
Sánchez Navarro Redo. Eduardo Sánchez Navarro Redo is the
chairman of our board of directors and has been a director since 2006. He is
currently also the chairman of AMP. He is also the chairman of Grupo Questro, a
real estate investment group with substantial holdings in Los Cabos, including
luxury resorts and residential developments such as Cabo Real, Club Campestre
San Jose and Puerto Los Cabos, as well as Club de Golf Bosques in Mexico City.
Since 1986, Mr. Sánchez Navarro Redo has been the Vice President of Grupo
Embotelladoras Unidas, the second largest Pepsi bottling group in Mexico. He is
also the current President of the Asociacion de Inversionistas en Hoteles y
Empresas Turisticas, a member of the National Tourism Business Counsel, a
member of the Counsel for Promotion of Mexican Tourism, a member of the
Sustainable Northeast Counsel and founder of the Coordinating Counsel of Los
Cabos.

Javier
Marin San Andres. Javier Marin San Andres is a member of our
board of directors and has been since 2001. He is currently a director of
Aeropuertos Españoles y Navegación Aérea and is in charge of the management and
development of the airport network in Spain. He is also a member of the board
of directors of Centro Logisticos Aeroportuarios S.A. (serving as Vice
President) and Ingenieria y Economia del Transporte, S.A., as well as several
Mexican companies, including Aeropuertos Mexicanos del Pacifico, S.A. as well
as Colombian companies such as Aeropuertos del Caribe, S.A., Sociedad
Aeroportuaria de la Costa, S.A., Aerocali, S.A. and Compañía de Extinción
General de Incendios, S.A. In 1999, he was appointed Chief Executive Officer
and General Director of Aeropuertos Españoles y Navegación Aérea, which he
joined in 1991 and at which he served in various executive capacities until his
appointment from 1993 to 1996 as General Director of Air Navigation and in 1997
as Director of Corporate Development, responsible for strategic planning the
initial international development of AENA as an airport operator. He has also
served as the General Direction of Civil Aviation at the Universidad
Politecnica de Madrid, in the Experimental Center of the Eurocontrol
Organization in Paris, as well as in the Indra Corporation Group. He holds a
degree in Aeronautic Engineering from the Universidad Politecnica de Madrid and
has a degree in Finance and Economics Management from the Chamber of Commerce
in Madrid and a graduate degree in management from the IESE, Universidad de
Navarra.

Manuel
García Buey. Manuel Garcia Buey is a member of our Board of
Directors. Mr. García Buey has significant experience in government
concessions, having served as project director of the El Haouareb damn in
Tunisia and having served as a civil development manager, an international
director and a concession development director at Dragados among other
professional activities. He has also been a board member of several concession
companies such

109

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as Autopista
Central, S.A., SCL Terminal Aéreo Santiago, S.A., Autopista Vespucio Norte
Express, S.A. and Rutas del Pacífico, S.A. in Chile; Airport Alfonso Bonilla
Aragón, S.A. (AEROCALI) and Ferrocarriles del Norte de Colombia, S.A. (FENOCO)
in Colombia; Autopista del Henares, S.A. (Henarsa), Metro de Sevilla Sociedad
Concesionaria de la Junta de Andalucía, S.A., Ciralsa S.A.C.E. (Road A-6) and
TP Ferro Concesionaria, S.A. (Figueras-Perpignan high-speed train) is Spain;
Carmelton Group Ltd. (Carmelo Mountain Tunnels) in Israel; Montego Bay Jamaica
Airports, Ltd. in Jamaica and IRIDUIM Concesiones de Infraestructuras.

Demetrio
Ullastres Llorente. Demetrio Ullastres Llorente is a member of our board of directors
and has been since 2002. Since 2004 he has been the president of the Service
and Concessions Division of ACS. He received his Bachelors of Arts as a
transportation engineer from the Colegio del Pilar in Madrid, Spain and has
since worked in various capacities at Dragados in Cadiz, including, most
recently, president of Dragados Industrial and president of Dragados Works and
Projects. In 2001, he was named the General Director of Grupo Dragados,
responsible for the areas of construction and concessions. In 2002, he was
awarded a medal of Professional Merit by the Colegio de Ingenieros de Caminos,
Canales y Puertos.

Francisco
Glennie y Graue. Francisco Glennie y Graue is a member
of our board of directors and has been since 2006. He has served previously as
an alternate member of our board of directors and as a member of our audit
committee. Since 2003, he has been affiliated with Challenger, Gray and
Christmas, a U.S. human resources consulting firm, as its representative in
Mexico City following several years as an independent executive search
consultant. He had previously served as vice-president of human resources for
Pepsi Cola in Mexico and as the director of human resources for the Latin
America region of Frito Lay. Mr. Glennie y Graue has also served in human
resources positions of increasing seniority at such companies as Unilever and
Sabritas, one of Mexicos leading snack food companies, following several years
in various human resources positions at Ford Motor Company. Mr. Glennie y Graue
obtained his B.A. in industrial relations at the Universidad Iberoamericana in
Mexico City and has completed the Senior Management Program at the Instituto
Panamericano de Alta Direccion de Empresa in Mexico City.

Francisco
Javier Fernández Carbajal. Francisco Javier Fernández
Carbajal is a member of our board of directors and has been since April 27,
2005. Since 2002 he has served as a consultant for public and private
investment transactions including mergers, acquisitions, strategic joint
ventures and debt and equity issuances, and his experience includes
transactions in domestic and international markets. From 2000 through 2002 he
served as General Director of the Corporate Development division at Grupo BBVA
Bancomer, S.A. de C.V. after having held other positions at BBVA Bancomer since
1991. From 1989 through 1991 he held positions at Acciones Bursátiles, S.A. de
C.V. and Fianzas Monterrey, S.A. He has been member of various boards of
directors of companies in several industries, including Grupo Gigante, S.A. de
C.V. (supermarkets), Ixe Grupo Financiero, S.A. de C.V. (finance), Fomento
Economico Mexicano (FEMSA), S.A. de C.V. (beverage production and
distribution), Grupo Bimbo, S.A. de C.V. (food products) and Infommersion, Inc.
(software development). Mr. Fernández Carbajal has a degree in engineering from
the Instituto Tecnológico y de Estudios Superiores de Monterrey (ITESM) and a
masters degree in business from the Harvard Business School.

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Jose Manuel
Rincón Gallardo Purón. Jose Manuel Ricón Gallardo Purón is a member of our board of
directors and has been since 2006. He is an accountant who currently serves on
the boards of directors and audit committees of numerous large Mexican
companies, including Cemex, S.A., de C.V. and Grupo Financiero Banamex, a
subsidiary of Citigroup. He has also served as a managing partner of KPMG
Mexico and has served on various committees of KPMG at a national and
international level. Prior to joining KPMG, he was a partner at Ernst &
Young in Mexico. He is a member of the Mexican Institute of Public Accountants
and the Mexican Institute of Financial Executives. He received a degree in
accounting from the Universidad Nacional Autonoma de Mexico and has studied
administration and finance at the Wharton School of the University of Pennsylvania,
Stanford University and the University of California at Los Angeles.

Sergio
Paliza Valdez.Mr. Paliza Valdez is a member of our board of directors and has been
since 2006. He currently additionally serves as an advisor to several Mexican
and foreign companies and is a member of the boards of directors of Kimberly
Clark de México, Sanborns Hermanos, Arabela, Compactos Orientales, Banamex,
Procorp, Hospital ABC, Fundación Comunitaria de Oaxaca, Fundación Meyalli,
Instituto Mexicano de Ejecutivos de Finanzas and the Colegio de Contadores
Públicos de México. Formerly he worked at Kimberly Clark de México as alternate
CEO, as CFO of Massey Ferguson de México and as CFO of Baker Oil Tools. He also
served as an international audit manager of Arthur Andersen and as Chairman of
IMEF in Mexico City. He has also been associated with the National Chamber of
Paper and Cellulose Industries, among others. In 1995 he was elected by Global
Finance Magazine as Superstar CFO for Mexico. Mr Paliza has his degree in
public accountancy from the Universidad Nacional Autónoma de México.

Ernesto
Vega Velasco.Mr. Vega a member of our board of
directors and has been since 2006. He is currently a member of the board of
directors, audit committee and compensation committee of Grupo Desc, where he
spent most of his career in various senior roles. He is also a member of the
boards of directors of several other companies including Wal-Mart of Mexico. He
is the chairman of the board and a member of the audit committee of the Bolsa
Mexicana de Valores (the Mexican Stock Exchange). Mr. Vega is an accountant and
has served as the president of Mexicos Commission on Accounting Principles. He
holds a degree in accounting from the Instituto Tecnologico Autonomo de Mexico
(ITAM).

Henry
R. Davis Signoret.Henry R. Davis was born in Mexico
City in 1940. He obtained his undergraduate degree in business administration
from the Universidad Autónoma de México in 1964. In 1971 he was sent by Cifra,
S.A., his then employer, to Harvard University to take a course in management
development. During his studies, he obtained experience especially in market
studies and sales development. Mr. Davis began work at Cifra, S.A. in 1965 and
remained an employee of such company for the following 33 years, working in
various aspects of the administration of the companys supermarket, restaurant
and department store divisions. In 1983 he became the president of the company,
a position he held until his departure from the company in 1998. He also served
as a director of the company. Since his departure from Cifra S.A., he has
dedicated himself to family businesses, including Promotora Dac, S.A. a real
estate and investment company that also serves as a holding company for
Probelco, S.A., a cosmetics company, and Desarrollos Banderas, S.A., a real
estate and golf course development company.

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Alfonso Pasquel Barcenas.  Mr. Pasquel is a member
of our board of
directors and has been since 2007.  Mr.
Pasquel currently serves as the adjunct director general of Servicios
Administrativos DINE, S.A. de C.V., the real estate development subsidiary of
Grupo DESC.  Previously, he was the
Chairman and CEO of Aeromexico.  He
became the CEO of Aeromexico in 1993 and held the position for more than 10
years.  Between 1995 and 1997 he also
served as president of Mexicos Air Transportation Chamber of Commerce.  He has also served as president of
Aeromexpress, Aerolitoral and SEAT, as well as serving on the board of
directors of the International Air Transport Association (IATA).  He began his career in the banking field,
beginning in 1969 at Banco Comercial Mexicano and holding positions of
increasing seniority there and in other Mexican banks until the mid 1980s.

The
current one-year term of each of our directors will expire in October, 2007.

Executive Officers

Pursuant
to our bylaws, the directors appointed by the holders of Series BB shares are
entitled to appoint and remove our top-level executive officers.

The
following table lists our top-level executive officers, their current positions
and their dates of appointment as executive officers:

|                                 |  |                                                       |  |                         |  |    
|-------------------------------- |  | ----------------------------------------------------- |  | ----------------------- |  | ---
|Name                             |  | Current position                                      |  | Executive officer since |  | Age
|                                 |  |                                                       |  |                         |  |    
|Carlos Francisco del Río Carcaño |  | Chief
  Executive Officer                             |  | August 1,
  2001        |  | 57 
|Rodrigo
  Guzman Perera          |  | Chief
  Financial Officer                             |  | August 1,
  2001        |  | 35 
|Manuel
  Sansón Suárez           |  | Director of
  Technical Operations                    |  | April 9,
  2007         |  | 43 
|Carlos Criado Alonso             |  | Director of
  Commercial Activities                   |  | April 21, 2005          |  | 49 
|Sergio Enrique Flores Ochoa      |  | General
  Counsel                                     |  | February 8,
  2002      |  | 54 
|Miguel Aliaga Gargollo           |  | Director of
  Investor Relations and Public Relations |  | May 8, 2006             |  | 37 
|Jorge Luis Valdespino Rivera     |  | Director of
  Human Resources                         |  | August 21,
  2006       |  | 43 

Carlos
Francisco del Río Carcaño.  Mr.
del Río was named our Chief Executive Officer in August 2001.  Previously, he was Director General of
Control y Montajes Industriales CYMI S.A., President of CAE ASIA in Singapore,
Executive Advisor to ENELEC in Portugal, and Advisor to the Mexican Airport and
Auxiliary Services Agency, DYCTEL and MAKIBER.
He was also head of Communications and Energy Works D.R. Cataluna, head
of construction work for Lineas Telefonicas for Barcelona and Lerida, head of
Channeling Works in Baleares, and head of Planning and Control of the Mediterranean
Highway for the Tramos Vinaroz and Benisa sections.  Mr. del Río received a telecommunications engineering degree from
ETSIS Madrid.  On April 19, 2007, we
announced the resignation of Mr. del Río, effective July 1, 2007.  He will be replaced by Jorge Sales Martínez,
who will come to GAP after serving as the chief executive officer of MBJ
Airports Limited in Montego Bay, Jamaica.

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Rodrigo
Guzman Perera.
Mr. Guzman was named our Chief Financial Officer in August 2001.  In 1999, Mr. Guzman represented Union FENOSA
in its participation in AMP.
Previously, he was the General Comptroller and Director of Tax Planning
of Union FENOSA Mexico, the Chief Financial Officer of Ibertec Mexico, S.A. de
C.V. (controlled by Union FENOSA) and the Chief Financial Officer of Ibersis
Mexico (controlled by Union FENOSA).
Mr. Guzman also served as Chief Financial Officer of Inversora del
Noroeste, S.A. de C.V. and Fuerza y Energia de Hermosillo, S.A. de C.V. in 1998
and 1999.  Mr. Guzman received a degree
in business from the Instituto Tecnológico Autónomo de México (ITAM).

Manuel Sansón Suárez.  Mr. Sansón
Suarez was named our Director of
Technical Operations in 2007.  He began
work at Aeropuertos Españoles y Navegación Aérea in 1990 and developed his
career in airport operations within such firm before joining us as our security
manager, a position he held until he was promoted to his current post. He has
worked at the Tenerife Sur airport, where he served as Director of Services and
Chief of Operations; at Tenerife Norte, as Director of Operations; and at Cayo
Coco Airport (Cuba), as the Airport Manager.

Carlos Criado Alonso.  Mr. Criado was named our
Director of
Commercial Activities in April 2005.
Previously, he was Head of International Relations and Airport Marketing
at Aeropuertos Españoles (AENA) and served in various capacities at OAAN and
the Center of Airport Operations at the Madrid Barajas Airport.  He is a member of several committees of the
International Airport Counsel (Europe).
Mr. Criado has more than ten years of experience in the airport industry
and has participated as a presenter in various forums in international airport
organizations.  Mr. Criado received a
bachelors degree in English from the Universidad Complutense de Madrid.

Sergio Enrique Flores Ochoa.  Mr. Flores was named
our General Counsel in
February 2002.  Previously, he was the
Manager of legal matters for the Mexican Airport and Auxiliary Services Agency
and the Assistant District Attorney for the Federal District of Mexico.  In addition, he was the head of the legal
department of INFONAVIT and Manager of legal matters for NAFIN.  Mr. Flores received a degree in law as well
as a masters degree from the Universidad Nacional Autonoma de Mexico
(UNAM).

Miguel Aliaga Gargollo.  Mr. Aliaga Gargollo was
named
our Director of Investor Relations in May 2006. He has 12 years of experience
in corporate finance and investor relations. Previously he served in various
capacities at Grupo Financiero del Sureste, including in the position of Risk
Management Director. He also worked as the Investor Relations Officer at
Industrias Bachoco.  Finally, he was
formerly responsible for collections and portfolio development at Grupo
Costamex.  Mr Aliaga holds a degree in
industrial engineering from the Universidad Nuevo Mundo in Mexico City and has
an MBA degree from the Instituto de Empresa in Madrid, Spain.

Jorge Luis Valdespino Rivera.  Mr. Valdespino was
named our
Director of Human Resources in August 2006. He has 13 years of experience as a
human resources executive.  He worked in
the pharmaceutical industry, at Searle de Mexico S.A. de C.V. as Human
Resources Manager, and in the automotive industry, at Valeo Group as Human
Resources Director, and at Hella de Mexico S.A. de C.V. as Human Resources
Corporate Director. Mr. Valdespino

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received a
degree an undergraduate degree in business administration and a postgraduate
degree in human resources from the Universidad Tecnológica de Mexico.

The
business address of our directors and executive officers is our principal
executive headquarters.

Compensation of Directors and Executives

For
2006, the aggregate compensation earned by our directors, alternate directors
and executive officers was approximately Ps. 47.7 million, including
compensation paid to the directors, alternate directors and executive officers
of our operating subsidiaries (31 people in total).  We have not established any pension, retirement or similar benefits
or arrangements for these individuals.

None
of our directors, alternate directors or executive officers is the beneficial
owner of more than 1% of any class of our capital stock.

None
of our directors of executive officers are entitled to benefits upon
termination under their service contracts with us, except for what is due them
according to the Mexican Federal Labor Law.

As
a test for additional variable compensation, our board of directors has
determined that three executive officers will be able to receive as part of
their 2007 and 2008 bonuses an amount of money linked to the price of GAPs
stock, simulating a stock option benefit.
Specifically, these additional bonuses will be based on the average
price of our ADRs in the last quarter of 2007 and the last quarter of 2008
taking into account the last quarter of 2006 as the reference period. This test
will be done for the 2007 and 2008 periods and will apply only to our Chief
Executive Officer, our Chief Financial Officer and our Director of Technical
Operations.

Board Committees

Our
bylaws provide for four committees to assist the board of directors with the
management of our business:  an
Operating Committee, an Audit Committee, an Acquisitions Committee and a
Nominations and Compensation Committee.
The Audit Committee, to which our bylaws have granted, as is permitted,
the duties provided for in the Securities Market Law for Mexican corporate
practices committees, is the only legally required committee.  The other committees have been constituted to
assist the board of directors.  The
board of directors may constitute further committees from time to time.

Operating Committee

The
Operating Committee, which, pursuant to our bylaws, should have six members, is
responsible for, among other matters, proposing and approving certain plans and
policies relating to our business, investments and administration, including
approval of the master development programs of our subsidiary concession
holders, our dividend policy and investments of less than U.S.$3.0 million
that are not provided for in our annual budget.  Pursuant to our bylaws, the board of directors is authorized to
appoint the six members of the Operating Committee.  Board members elected by the holders of Series BB shares have the
right

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to appoint three of the committee
members.  The chief executive officer
presides over the committee.  The
members of the Operating Committee are Carlos del Río Carcaño, Eduardo Sánchez
Navarro, Rodrigo Marabini Ruíz, Francisco Javier Fernández Carbajal, Henry
Davis Signoret and Alfonso Barcenas Pasquel.
The alternate Members are: Vicente Emilio Alonso Diego, Carlos Laviada
Ocejo and Manuel García Buey. A secretary has also been appointed who is not a
member of the committee. Beginning July 1, 2007, Jorge Manuel Sales Martínez
will take the position of Chief Executive Officer and will also susbtitue
Carlos Del Río as the president of this comittee.

Audit
Committee

The
Audit Committee, which must have a minimum of three members, the majority of
which much be members of our board of directors, is responsible, among other
things, for (i) monitoring the compliance of our directors, officers and
employees (and those of our subsidiaries) with our (and their) bylaws
(estatutos sociales) and applicable law, (ii) naming, and supervising the
work of, our independent auditors and (iii) receiving and investigating
internal complaints or other information concerning our systems of internal
control and other such matters.  This
committee is also responsible for reviewing our corporate governance and all
related-party transactions, including transactions with AMP. The committee also
names a special delegate, whose responsibility it is to ensure AMPs compliance
with the technical assistance agreement.
The members of the board of directors elected by the holders of Series
BB shares are entitled to propose the appointment to the Audit Committee of the
number of members representing 20% of the committees total members, or at
least one member.  The president of this
committee is elected at the annual stockholders meeting. The composition of
the Audit Committee must at all times be compliant with all applicable laws and
regulations in every jurisdiction where our securities are listed or
quoted.  The current members of the
Audit Committee are Francisco Glennie y Graue, Jose Manuel Rincón Gallardo
Purón and Ernesto Vega Velasco.  A
secretary has also been appointed, who is not a member of the committee.

Acquisitions Committee

The
Acquisitions Committee is responsible for ensuring compliance with our
procurement policies set forth in our bylaws. Among other things, these
policies require that the Acquisitions Committee approve any transaction or
series of related transactions between us and a third party involving
consideration in excess of U.S.$400,000 and that any contract between us, on
the one hand, and AMP or any of its related persons, on the other hand, be
awarded pursuant to a bidding process, which, in the case of AMP, must involve
at least three other bidders. Our bylaws provide that a stockholders meeting
will determine the number of members of the Acquisitions Committee, which must
be composed primarily of members of the board of directors. The members of the
board of directors elected by the holders of Series BB shares are entitled to
appoint to the committee the number of members representing 20% of its total
members. The members of the Acquisitions Committee are Carlos Laviada Ocejo,
Vicente Emilio Alonso Diego and Sergio Paliza Valdez. Manuel García Buey has
been elected to serve as an alternate member to Carlos Laviada Ocejo beginning
July 1, 2007. A secretary has also been appointed who is not a member of the
committee. In the case of a proposed transaction between us and AMP or any
related party, we are required to invite, pursuant to the bylaws, at

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least three
contractors to bid on the transaction and, in the case that a third-party
contractors bid is equal to or less than AMPs bid, the transaction is awarded
to the third-party contractor.

Nominations and Compensation Committee

The
Nominations and Compensation Committee is responsible for nominating candidates
for election to our board of directors and making recommendations regarding the
compensation of our directors and officers. The committee also serves in a
corporate governance role within its subject-matter ambit. Our bylaws provide
that a stockholders meeting will determine the number of members of the
committee. The holders of the Series B and Series BB shares, each acting as a
class, are each entitled to name one member of the Nominations and Compensation
Committee. The remaining members of the committee, if any, are to be designated
by the two members who were selected by the Series B and Series BB
stockholders. If these two members are unable to reach agreement, the remaining
members of the committee will be designated by the majority of the votes in the
stockholders meeting, provided that, in such case, holders of the Series BB
Shares will be entitled to appoint 20% of the members. Members of the committee
each have a term of one year. At each annual stockholders meeting, the
Nominations and Compensation Committee is required to present a list of
candidates for election as directors for the vote of the Series B stockholders.
The members of the Nominations and Compensation Committee are Rodrigo Marabini
Ruíz and Francisco Glennie y Graue. Demetrio Ullastres Llorente serves as an
alternate member to Rodrigo Marabini Ruíz.

NYSE Corporate Governance Comparison

Pursuant
to Section 303A.11 of the Listed Company Manual of the New York Stock Exchange,
we are required to provide a summary of the significant ways in which our
corporate governance practices differ from those required for listed U.S.
companies under Section 303A of such manual. We are a Mexican corporation
with shares listed on the Mexican Stock Exchange. Our corporate governance
practices are governed by our bylaws, the Securities
Market Law and the regulations issued by the Mexican Banking and
Securities Commission (Comisión Nacional
Bancaria y de Valores). We also generally comply on a voluntary
basis with the Mexican Code of Best Corporate Practices (Codigo de Mejores Prácticas
Corporativas), which was created
in January 2001 by a group of Mexican business leaders and was endorsed by
the Mexican Banking and Securities Commission. On an annual basis, we file a
report with the Mexican Banking and Securities Commission and the Mexican
Stock Exchange regarding our compliance with the Mexican Code of Best Corporate
Practices.

On
December 30, 2005, the new Securities Market Law was published in the
Mexican Federal Gazette, and it became effective on June 28, 2006.

The table
below discloses the significant differences between our corporate governance
practices and the NYSE standards.

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|------------------------------------------------------------------------------------------------------------------------------------------------------------ | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | 
|NYSE Standards for
Domestic Listed Companies1                                                                                                                |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   |                                                                                                                                                                                                                                                                                                                                                            | Our Corporate Governance Practices                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|                                                                                                                                                             |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   |                                                                                                                                                                                                                                                                                                                                                            |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|                                                                                                                                                             |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   |                                                                                                                                                                                                                                                                                                                                                            |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|Director Independence.                                                                                                                                       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   |                                                                                                                                                                                                                                                                                                                                                            |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|                                                                                                                                                            
|§303A.01
  specifies that listed companies must have a majority of independent
  directors.                                                                  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   | Pursuant to the Securities
  Market Law and Article 15 of our bylaws, at least 25% of the members of our
  board of directors must be independent. Determinations regarding independence
  must be made by our stockholders applying the provisions of the Securities
  Market Law and our bylaws (which incorporate Section 10A-3 of the Exchange
  Act).
|                                                                                                                                                             |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|To
  qualify as independent, a director must satisfy the criteria set forth in
  §303A.02. In particular, a director is not independent if such director is: |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|                                                                                                                                                             |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   |                                                                                                                                                                                                                                                                                                                                                            |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|                                                                                                                                                             | (i) a
  person who the board determines has a material direct or indirect
  relationship with the company, its parent or a consolidated subsidiary;                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               |                                                                                                                                                                                                                                                                                                                                                            | The determination of
  independence under the Securities Market Law differs in certain respect from
  the provisions of §303A.02. Under Article 26 of the Securities Market Law, a
  director is not independent if such director is:                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|                                                                                                                                                             |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   |                                                                                                                                                                                                                                                                                                                                                           
|                                                                                                                                                             | (ii) an
  employee, or an immediate family member of an executive officer, of the
  company, its parent or a consolidated subsidiary, other than employment as
  interim chairman or CEO;
(iii) a
  person who receives, or whose immediate family member receives, more than
  $100,000 per year in direct compensation from the company, its parent or
  a consolidated subsidiary, other than director and committee fees or deferred
  compensation for prior services only (and other than compensation for service
  as interim chairman or CEO or received by an immediate family member for
  service as a non-executive employee);

(iv) a
  person who is affiliated with or employed, or whose immediate family member
  is affiliated with or employed in a professional capacity, by a present or
  former internal or external auditor of the company, its parent or a
  consolidated subsidiary;

(v) an
  executive officer, or an immediate family member of an executive officer, of
  another company whose compensation committees membership includes an
  executive officer of the listed company, its parent or a consolidated
  subsidiary; or

(vi) an
  executive officer or employee of a company, or an immediate family member of
  an executive officer of a company, that makes payments to, or receives
  payments from, the listed company, its |                                                                                                                                                                                                                                                                                                                                                            | (i) an employee or officer
  of the company or of another company that is a member of the same corporate
  group (consorcio o grupo empresarial)
  as the company (or a person who has been so within the prior year);
(ii) a person that, without
  being an employee or officer of the company, has influence or authority over
  the company or its officers, or over another company that is a member of the
  same corporate group as the company;

(iii) an important client,
  supplier, debtor or creditor (or a partner, director or employee thereof). (A
  client or supplier is considered important if its sales to or purchases from
  the company represent more than 10% of its total sales or purchases within
  the prior year. A debtor or creditor is considered important if the aggregate
  amount of the relevant loan represents more than 15% of its or the companys
  aggregate assets;
(iv) a stockholder that is
  a part of the control group of the company; or

(v) a family member, spouse
  or concubine of any of the persons mentioned in (i) through (iv) above.

Currently, our board of
  directors consists of 10 directors. Six of such directors have been qualified
  as



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1 References to sections are references to
sections of the New York Stock Exchange Listed Company Manual. Pursuant to
Section 303A.00 thereof, foreign private issuers, such as us, are exempt from
the corporate governance standards of the exchange, with certain exceptions.


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|                                                                                                                                                        |                                                                                                                                                                                                                                                                                                                                                                             |  |                                                                                                                                                                                                                                                                                                                                                                                           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|------------------------------------------------------------------------------------------------------------------------------------------------------- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|NYSE Standards for
Domestic Listed Companies1                                                                                                           |                                                                                                                                                                                                                                                                                                                                                                             |  | Our Corporate Governance Practices                                                                                                                                                                                                                                                                                                                                                       
|                                                                                                                                                        |                                                                                                                                                                                                                                                                                                                                                                             |  |                                                                                                                                                                                                                                                                                                                                                                                          
|                                                                                                                                                       
|                                                                                                                                                        | parent or
  a consolidated subsidiary for property or services in an amount which, in any
  single fiscal year, exceeds the greater of $1 million or 2% of such
  other companys consolidated gross revenues (charities are not included, but
  any such payments must be disclosed in the companys proxy (or, if no proxy
  is prepared, its Form 10-K / annual report)) |  |                                                                                                                                                                                                                                                                                                                                                                                           | independent by our
  stockholders in accordance with the Securities Market Law and our bylaws.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|                                                                                                                                                        |                                                                                                                                                                                                                                                                                                                                                                             |  |                                                                                                                                                                                                                                                                                                                                                                                           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|Executive Sessions.                                                                                                                                     |                                                                                                                                                                                                                                                                                                                                                                             |  |                                                                                                                                                                                                                                                                                                                                                                                          
|                                                                                                                                                        |                                                                                                                                                                                                                                                                                                                                                                             |  |                                                                                                                                                                                                                                                                                                                                                                                           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|§303A.03
  specifies that the non-management directors of each listed company must meet
  at regularly scheduled executive sessions without management. |                                                                                                                                                                                                                                                                                                                                                                             |  | Mexican law, our bylaws and
  the Mexican Code of Best Corporate Practices, which we adhere to, do not
  provide for non-management executive sessions. None of our managers are
  members of either our board of directors or our other committees, except that
  our chief executive officer is the chairman of our Operating Committee, as
  provided for in Article 27 of our bylaws.
|                                                                                                                                                        |                                                                                                                                                                                                                                                                                                                                                                             |  |                                                                                                                                                                                                                                                                                                                                                                                           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|Committees for Director Nominations and Compensation and for
  Corporate Governance.                                                                    |                                                                                                                                                                                                                                                                                                                                                                             |  |                                                                                                                                                                                                                                                                                                                                                                                          
|                                                                                                                                                        |                                                                                                                                                                                                                                                                                                                                                                             |  |                                                                                                                                                                                                                                                                                                                                                                                           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|§303A.04(a)
  specifies that listed companies must have a nominating/corporate governance
  committee composed entirely of independent directors.       |                                                                                                                                                                                                                                                                                                                                                                             |  | We have a Nominations and
  Compensation Committee. We also have an Audit Committee, which, pursuant to
  Article 31 of our bylaws, has been assigned certain corporate governance (prácticas societarias) oversight
  obligations mandated by the Securities Market Law.                                                                                                              
|                                                                                                                                                        |                                                                                                                                                                                                                                                                                                                                                                             |  |                                                                                                                                                                                                                                                                                                                                                                                          
|§303A.05(a)
  specifies that listed companies must have a compensation committee composed
  entirely of independent directors.                          |                                                                                                                                                                                                                                                                                                                                                                             | 
|                                                                                                                                                        |                                                                                                                                                                                                                                                                                                                                                                             |  |                                                                                                                                                                                                                                                                                                                                                                                          
|                                                                                                                                                        |                                                                                                                                                                                                                                                                                                                                                                             |  |                                                                                                                                                                                                                                                                                                                                                                                           | Under Mexican corporate law,
  a corporations board committees, except for audit and corporate governance
  committees, need not be composed only of members of the corporations board
  of directors. Article 28 of our bylaws provides that at least a majority of
  the members of our Nominations and Compensation Committee must be members of
  our board of directors. No express independence requirements apply to this
  committee. Currently, the committee consists of 2 members, both of whom are
  members of our board of directors, and one of whom is independent as defined
  under the Securities Market Law and Section 10A-3 of the Exchange Act.
|                                                                                                                                                        |                                                                                                                                                                                                                                                                                                                                                                             |  |                                                                                                                                                                                                                                                                                                                                                                                           | See below for a description
  of the composition of our Audit Committee.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|                                                                                                                                                        |                                                                                                                                                                                                                                                                                                                                                                             |  |                                                                                                                                                                                                                                                                                                                                                                                           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|Audit Committee.                                                                                                                                        |                                                                                                                                                                                                                                                                                                                                                                             |  |                                                                                                                                                                                                                                                                                                                                                                                          
|                                                                                                                                                        |                                                                                                                                                                                                                                                                                                                                                                             |  |                                                                                                                                                                                                                                                                                                                                                                                           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|§303A.06
  specifies that listed companies must have an audit committee that satisfies
  the requirements of Rule 10A-3 under the Exchange Act.         |                                                                                                                                                                                                                                                                                                                                                                             |  | Foreign private issuers,
  such as us, are subject to §303A.06 and thus must comply with Rule 10A-3. We
  are in compliance with Rule 10A-3 and, as such, our Audit Committee consists
  entirely of members of our board of directors who meet the independence                                                                                                                         
|§303A.07
  specifies other requirements for audit                                                                                                       |                                                                                                                                                                                                                                                                                                                                                                             |  |                                                                                                                                                                                                                                                                                                                                                                                          

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|                                                                                                      |  |  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         |                                                                                                                                                                                                      
|----------------------------------------------------------------------------------------------------- |  |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|NYSE Standards for
Domestic Listed Companies1                                                         |  |  | Our Corporate Governance Practices                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|                                                                                                      |  |  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|                                                                                                      |  |  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         |                                                                                                                                                                                                      
|committees.                                                                                           |  |  | requirements prescribed in
  that rule. (The Securities Market Law likewise contains a requirement that
  our Audit Committee be entirely independent.)                                                                                                                                                                                                                                                                                                                                                                                                                
|                                                                                                      |  |  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         |                                                                                                                                                                                                      
|                                                                                                      |  |  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         | We are not subject to
  §303A.07. As such, our Audit Committee charter (contained in Article 32 of
  our bylaws) does not make provision for every one of the specific duties
  required by §303A.07.
|                                                                                                      |  |  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         |                                                                                                                                                                                                      
|Corporate Governance Guidelines.                                                                      |  |  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|                                                                                                      |  |  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         |                                                                                                                                                                                                      
|§303A.09
  specifies that listed companies must adopt and disclose corporate governance
  guidelines. |  |  | Mexican law does not
  require us to disclose corporate governance guidelines and we have not done
  so. However, pursuant to the Securities Market Law, we have adopted board
  guidelines covering corporate governance matters such as the use of corporate
  assets, certain transactions with related parties (including loans to
  officers), repurchases of shares, communications with stockholders, managers
  and directors, and other matters. In addition, we have adopted a corporate
  code of ethics, which is available on our corporate Internet site.

Employees

The
following table sets forth the number of employees and a breakdown of employees
by main category of activity and geographic location as of the end of each year
indicated.

Employees

|                        |  |              |       |      |  |       |  |  |       | 
|----------------------- |  | ------------ | ----- | ---- |  | ----- |  |  | ----- | 
|                        |  | December 31, |      
|                        |  |              |      
|                        |  | 2004         |       | 2005 |  | 2006  | 
|                        |  |              |       |      |  |       | 
|Categories of activity: |  |              |       |      |  |       |  |  |       | 
|Airport operations      |  |              | 741   |      |  | 749   |  |  | 757   | 
|Airport maintenance     |  |              | 145   |      |  | 141   |  |  | 145   | 
|Administration(1)       |  |              | 178   |      |  | 182   |  |  | 174   | 
|Geographic location:    |  |              |       |      |  |       |  |  |       | 
|Guadalajara             |  |              | 225   |      |  | 227   |  |  | 230   | 
|Tijuana                 |  |              | 116   |      |  | 118   |  |  | 116   | 
|Puerto Vallarta         |  |              | 114   |      |  | 107   |  |  | 112   | 
|Los Cabos               |  |              | 77    |      |  | 81    |  |  | 82    | 
|Hermosillo              |  |              | 70    |      |  | 72    |  |  | 72    | 
|Bajío                   |  |              | 78    |      |  | 79    |  |  | 79    | 
|Morelia                 |  |              | 64    |      |  | 63    |  |  | 63    | 
|La Paz                  |  |              | 48    |      |  | 48    |  |  | 49    | 
|Aguascalientes          |  |              | 52    |      |  | 52    |  |  | 52    | 
|Mexicali                |  |              | 48    |      |  | 47    |  |  | 47    | 
|Los Mochis              |  |              | 38    |      |  | 40    |  |  | 39    | 
|Manzanillo              |  |              | 38    |      |  | 38    |  |  | 38    | 
|                        |  |              |       |      |  |       |  |  |       | 
|Total(1)                |  |              | 1,064 |      |  | 1,072 |  |  | 1,076 | 
|                        |  |              |       |      |  |       |  |  |       | 

119

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|    |                                                                                                                                                                                                        
|--- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|(1) | At
  December 31, 2004, 2005 and 2006, includes 96, 100 and 97 persons employed by
  Servicios a la Infraestructura Aeroportuaria del Pacifico, S.A. de C.V., our
  administrative services subsidiary.

All
of our unionized employees are members of local chapters of the Mexican
National Union of Airport Workers (Sindicato
Nacional de Trabajadores de la Industria Aeroportuaria y Servicios Similares y
Conexos de la República Mexicana), an organization formed in
1998 whose members include employees of the Mexican Airport and Auxiliary
Services Agency as well as of the three other airport groups (the Southeast
Group, the Mexico City Group and the Central-North Group) operating in Mexico.
Labor relations with our employees are governed by 12 separate collective
bargaining agreements, each relating to one of our 12 airport subsidiaries, and
negotiated by the local chapter of the union. As is typical in Mexico, wages
are renegotiated every year, while other terms and conditions of employment are
renegotiated every two years. We will next renegotiate our collective
bargaining agreements with our unionized employees in 2007. We believe that our relations with
our employees are good. We believe the wages we pay our employees are similar
to those paid to employees of similar airport operating companies in Mexico.

We
maintain a savings plan available to all of our employees pursuant to which our
employees may make bi-weekly contributions of up to 13% of their pre-tax
salaries. We make bi-weekly contributions matching each employees
contribution. Employees are entitled to withdraw the funds in their accounts on
an annual basis. In 2005 and 2006, we made a total of Ps. 12.1 million and
Ps. 13.6 million,
respectively, in payments to employees accounts pursuant to the savings plan.

Funds
in the savings plan may be used to make loans to employees and are otherwise
invested in securities listed on the Mexican Stock Exchange or in treasury
bills issued by the Mexican Treasury Department.

|        |                                                  
|------- | -------------------------------------------------
|Item 7. | Major Shareholders and Related Party Transactions

MAJOR STOCKHOLDERS

Prior
to our initial public offering in 2006, the Mexican government owned
476,850,000 Series B shares, representing 85% of our issued and outstanding
capital stock. After the offering, the Mexican government ceased to be a
stockholder.

The
following table sets forth information with respect to beneficial ownership of
our capital stock as of December 31, 2006.

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|                                                                                                       |  |                  |  |                                      |            |          |  |           |   |  |      |   |  
|------------------------------------------------------------------------------------------------------ |  | ---------------- |  | ------------------------------------ | ---------- | -------- |  | --------- | - |  | ---- | - | -
|                                                                                                       |  |                  | 
|                                                                                                       |  | Number of Shares |  | Percentage of total 
  share capital |           
|                                                                                                       |  |                  |  |                                      |           
|Identity
  of stockholder                                                                              |  | B Shares         |  | BB Shares                            |            | B Shares |  | BB Shares |  
|                                                                                                       |  |                  |  |                                      |            |          |  |           |  
|AMP                                                                                                    |  |                 |  |                                      | 84,150,000 |          |  |          |   |  | 15.0 | % |  
|Atticus Capital LP(1)                                                                                  |  | 43,333,370       |  |                                      |           |          |  | 7.7       | % |  |     |   |  
|Jana Partners LLC(2)                                                                                   |  | 29,573,000       |  |                                      |           |          |  | 5.3       | % |  |     |   |  
|Glenview Capital Management,
  LLC(3)                                                                  |  | 24,982,000       |  |                                      |           |          |  | 4.5       | % |  |     |   |  
|John A. Griffin / Blue
  Ridge Limited Partnership / Blue Ridge Offshore Master Limited Partnership(4) |  | 23,243,000       |  |                                      |           |          |  | 4.1       | % |  |     |   |  
|Public                                                                                                 |  | 355,718,630      |  |                                      |           |          |  | 63.4      | % |  |     |   | .



---

|    |                                                        
|--- | -------------------------------------------------------
|(1) | Based on
  amended Schedule 13G filed February 14, 2007
|    |                                                        
|(2) | Based on
  amended Schedule 13G filed February 13, 2007
|    |                                                        
|(3) | Based on
  Schedule 13G filed April 27, 2007           
|    |                                                        
|(4) | Based on
  amended Schedule 13G filed June 20, 2007    

AMP
holds all of our Series BB shares. Special rights and restrictions attach to
our Series BB shares as described under Item 4, Information on the
CompanyHistory and Development of the Company and Item, Additional
InformationCorporate Governance. As of March 6, 2007, approximately 87.3% of our Series B shares were
held in the form of ADSs.

AMP Trust, Bylaws and Stockholders Agreement

The
rules governing the sale of our Series BB shares to AMP required that AMP place
all of its Series BB shares in trust in order to guarantee AMPs performance of
its obligations under the technical assistance agreement and AMPs commitment
to maintain its interest in us for a specified period. Accordingly, AMP has
placed its shares in trust with Bancomext. This trust provides that AMP may instruct
Bancomext with respect to the voting of the shares held in trust that represent
up to 10% of our capital stock; the remaining 5% is required to be voted in the
same manner as the majority of all shares voted at the relevant stockholders
meeting. Under our bylaws and the trust, AMP could not sell any of its Series
BB shares before August 25, 2004. Since the end of this no-sale period,
AMP has been permitted to transfer up to 49% of its Series BB shares without
restriction. After August 25, 2009, AMP may additionally sell in any year up to
20% of its remaining 51% ownership interest in us represented by Series BB
shares. The terms of the trust will be extended for an additional 15 years if,
at the end of the initial 15 year term, AMP holds shares representing more
than 10% of our capital stock. AMP may terminate the trust before the second
15-year term begins if: (i) AMP holds less than 10% of our capital stock at the
end of the initial term; and (ii) the technical services agreement has been
terminated. AMP is required to deposit in the trust any additional shares of
our capital stock that it acquires.

AMPs
stockholders have entered into a stockholders agreement that provides that
their right to appoint certain of our executive officers is to be allocated as
follows: Controladora Mexicana will have the right to appoint our chief
executive officer, AENA will have the right to appoint our director of
technical operations, and the appointment of our chief financial officer,
director of investor relations, general counsel, director of human resources,
director of commercial activities and the secretary of our board of directors
will be determined by a simple majority vote of AMPs stockholders. All other
officers, directors or committee members to be appointed by AMP, and most other
matters relating to AMPs participation in us, must be agreed upon by holders
of 60% in aggregate of the equity of AMP.

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Under
the terms of the participation agreement and the trust agreement, AMPs key
partners are required to maintain their current 25.5% ownership interest in AMP
until August 25, 2014. To the extent that a key partner acquires shares of
AMP in excess of its current 25.5% interest, this additional interest may be
sold without restriction. There can be no assurance that the terms of the
participation agreement or the trust would not be amended to reduce or
eliminate these ownership commitments. If AMP or any of its stockholders
defaults on any obligation contained in the trust agreement, or if AMP defaults
on any obligation contained in the participation agreement or the technical
assistance agreement, after specified notice and cure provisions, the trust
agreement provides that the trustee may sell 5% of the shares held in the trust
and pay the proceeds of such sale to us as liquidated damages.

RELATED PARTY TRANSACTIONS

Arrangements with AMP and its Affiliates

The
rules for the sale of the Series BB shares required AMP, us and the SCT to
enter into a participation agreement, which established the framework for the
technical assistance agreement and the Banco Nacional de Comercio Exterior,
S.N.C., or Bancomext, trust agreement.

Pursuant
to the technical assistance agreement and the participation agreement, AMP and
its stockholders agreed to provide management and consulting services and
transfer to us technical assistance and technical and industry expertise
related to the operation of airports. The agreements have initial terms of
approximately 15 years, expiring on August 25, 2014. The technical
assistance agreement automatically renews for successive five-year terms unless
one party provides the other a notice of termination at least 60 days prior to
a scheduled expiration date. A decision by us not to renew the technical
assistance agreement is subject to the approval of 51% of Series B stockholders
other than AMP or any related party of AMP (to the extent that AMP or any such
related party holds Series B shares). The agreement will only remain in effect
if AMP continues to hold at least 7.65% of our capital stock.

The
technical assistance fee for each of 2000 and 2001 was U.S.$7.0 million
(adjusted annually for U.S. inflation since August 25, 2000). Subsequent to
January 1, 2002, the technical assistance fee has been required to equal the
greater of U.S.$4.0 million adjusted annually for inflation (measured by the
U.S. consumer price index) or 5% of our annual consolidated income from
operations (calculated prior to deducting the technical assistance fee and
depreciation and amortization and in each case determined in accordance with
MFRS). We believe that this structure creates an incentive for AMP to increase
our annual consolidated earnings.

The
technical assistance agreement allows AMP, its stockholders and their
affiliates to render additional services to us only if our Acquisitions
Committee determines that these related persons have submitted the most
favorable bid in a bidding process. This process is described in Item 6,
Directors, Senior Management and EmployeesCommittees.

In
2004, 2005 and 2006, we recognized expenses of U.S.$7.0 million, U.S.$8.7 million
and U.S.$9.8 million, respectively, pursuant to the technical assistance
agreement plus

122

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additional
expenses paid to AMP and its affiliates of approximately U.S.$30,000,
U.S.$5,750 and U.S.$28,950, respectively.

In
2005we settled a claim asserted
against us by Soluziona S.A. de C.V., an affiliate of AMP that provided
construction services at our Guadalajara International Airport for a total
amount of Ps. 5.8 million.

|        |                      
|------- | ---------------------
|Item 8. | Financial
Information

See
Item 18, Financial Statements.

LEGAL PROCEEDINGS

General

We
are involved in certain legal proceedings from time to time that are incidental
to the normal conduct of our business. In addition, the Mexican Airport and
Auxiliary Services Agency is currently engaged in several legal proceedings
related to our airports, none of which is expected to have a material adverse
effect on our business.

Ejido participants at Tijuana Airport

A
portion of the land comprising the Tijuana International Airport was
expropriated by the Mexican government in 1970 pursuant to its power of eminent
domain. Prior to its expropriation, the land had been held by a group of
individuals through a system of communal ownership of rural land known as an ejido. The former ejidoparticipants have
asserted claims
against the Mexican government challenging the 1970 expropriation decree. Our
Tijuana airport subsidiary has been joined in the proceedings, but only as an
interested third party. Although, a judgment in favor of the former ejidoparticipants could materially
disrupt the airports current operations, the terms of our concession require
the Mexican government to provide restitution to us for any loss of our use of
the land subject to our concessions.

Certain
of the former ejidoparticipants
are currently occupying portions of the real property on which we operate
Tijuana International Airport that are not currently essential to the airports
operations. Although these persons are not currently interfering with the
airports operations, their presence could limit our ability to expand the
airport into the areas they currently occupy. In addition, there can be no
assurance that the former ejidoparticipants
will not seek to disrupt the airports operations if their legal claims against
the Mexican government are not resolved to their satisfaction.

Deductibility of certain payments to the
Mexican Airport and Auxiliary Services Agency

Pursuant
to a management services agreement, our predecessor, the Mexican Airport and
Auxiliary Services Agency agreed to provide certain services to our airports
for a temporary transition period in exchange for a management fee of 26.5% of
the gross monthly revenues of each of our subsidiary concession holders.
Pursuant to the terms of this agreement, the Mexican

123

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Airport and Auxiliary
Services Agency was only to provide these services until the date on which our
strategic stockholder (AMP) acquired its 15% equity interest in our capital
stock on August 25, 1999. However, AMP was unable to provide these services
starting on August 25, 1999 and, as a result, the Mexican  Airport and
Auxiliary Services Agency continued to provide these services after August 25,
1999 through November 15, 1999 without an agreed management fee for this
period.

An
agreement with respect to the management fee owed for the period from August
25, 1999 to November 15, 1999 was not reached between us and the Mexican
Airport and Auxiliary Services Agency until early in 2003. Upon reaching this
agreement, we paid a total fee of Ps. 68.4 million (including value-added
tax (IVA)) for these services. A deduction for this expense was taken in 2003.

One
of the requirements under Mexican income tax law to deduct an expense in a
fiscal period is that the service be rendered in the same period in which it is
deducted. In light of this requirement, we requested confirmation from the
Mexican Treasury Department that a deduction for the management fee for the
period from August 25, 1999 through November 15, 1999 could be claimed in 2003,
since an agreement with respect to the amount of this fee was not reached until
2003. During 2004, the Mexican Treasury Department responded to the request
rejecting the criteria for deduction in 2003 proposed by us. In 2004, we
initiated an annulment proceeding. In 2005, we received a favorable ruling with
respect to the claim relating to our Aguascalientes airport, but received an unfavorable
ruling in a first instance on the claims with respect to the Bajío,
Guadalajara, Tijuana, Puerto Vallarta and Los Cabos airports. Subsequently,
during 2006, we received a favorable sentence in the ultimate instance at the
La Paz airport and unfavorable sentences in the ultimate instance at the
Aguascalientes, Hermosillo, Mexicali and Los Mochis airports. In April 2007, we
received a favorable sentence in the ultimate instance at the Manzanillo
airport, and, in June 2007, we received an unfavorable sentence in the ultimate
instance in Morelia airport. However, only the unfavorable sentences at the
Aguascalientes and Morelia airports were decisions on the merits; those at the
Hermosillo, Mexicali and Los Mochis airports were based on deficiencies in form.
In respect of the Morelia airport, we presented an appeal against an
unfavorable sentence, but, in June 2007, the higher court the denied our appeal
and confirmed the sentence of the lower court. With respect to the Bajio,
Guadalajara, Puerto Vallarta, Los Cabos and Tijuana airports, a higher court
has issued a sentence requiring the Mexican Tax Court to issue a new ruling,
considering the arguments presented in respect of these airports. If we are
unsuccessful in our challenge, we estimate that we would be required to pay
approximately Ps. 21.5 million plus accrued surcharges and penalties.

Refund of Income Tax

As
part of a tax planning strategy that we implemented in 2002 following the
recommendation of our tax advisors, we recorded in our audited consolidated
financial statements a recoverable income tax asset of Ps. 76.9 million
(nominal pesos) as of December 31, 2002. This asset related to the
expected recovery of income taxes paid on the distribution of dividends. In
July 2003, we requested that the Mexican Treasury Department confirm the
criteria under which we were claiming this refund. This request was rejected.
Subsequently, we initiated proceedings before the Mexican Tax Court (Tribunal

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Federal de Justicia Fiscal y Administrativa)
seeking to have our refund claims adjudicated in our favor. For a further
discussion of this asset, see Note 15.a to our audited consolidated financial
statements. Although this receivable may be recognized under MFRS, under U.S.
GAAP, the recoverable income tax asset is considered a gain contingency, the
recognition of which is not permitted until recovery is assured beyond a
reasonable doubt.

In
the case of the Tijuana International Airport, in May 2005, after we initiated
proceedings before the Mexican Tax Court seeking to have our refund claims
adjudicated in our favor, the Mexican Treasury Department fined us
Ps. 19.1 million (nominal pesos) based on a finding that our refund
request relating to this airport was unfounded. We paid the fine in order to
obtain a discount on the fine (which was reduced to Ps. 11.4 million
nominal pesos) and to avoid accruing interest and inflation adjustments while
we contest the fine before the Mexican Tax Court. On April 24, 2007, the
Mexican Tax Court found (i) that our claim for the refund we were requesting
was unfounded and (ii) that the fine was incorrectly requested by the Mexican
Treasury Department based on procedural reasons, thereby declaring the fine
null and void. However, the Mexican Tax Court left open the possibility that
the Mexican Treasury Department could, in the future, overcome its procedural
error and correctly request the fine in the manner it originally sought. Giving
these holdings, the Company has continued its litigation through an appeal to
seek (i) an ultimate declaration of the inapplicability of the fine and (ii)
confirmation of the criteria for the recoverability of income tax on dividends.

If
we are successful in having the fine annulled, we will recover the amount of the
fine plus interest and inflation adjustments. We have recorded the expected
refund of the fine as an asset in our audited consolidated financial statements
for the years ended December 31, 2005 and 2006, as we do not believe there is
any legal basis for the fine. For U.S. GAAP purposes, such refund is considered
a gain contingency, the recognition of which is not permitted until recovery is
assured beyond a reasonable doubt.

There
can be no assurance that we will be successful in our claims with respect to
the tax refunds at our remaining airports. If these claims are not decided in
our favor, we may be required to write off the remaining asset we have recorded
in respect of the anticipated refund as well as any related fines we have paid.
As of December 31, 2006, the aggregate amount of these assets was approximately
Ps. 78.4 million (nominal pesos).

Proceedings before the Mexican Treasury
Department regarding asset tax

During 2003, we commenced two administrative proceedings before the
Mexican Treasury Department seeking (i) a reduction of the asset basis of, or
the applicable rate for purposes of calculating asset tax liability on, our
airport concessions, so that such base only includes 15% of the concession
value and (ii) an increase of the recovery period of any asset tax paid. Both
proceedings seek to reduce our effective tax rate. During the fiscal years
2004, 2005, and 2006, our effective tax rates were 56%, 41% and 29%, respectively.
Based on the advice of our tax advisors, our board of directors agreed during
its meeting on April 29, 2004 to commence legal proceedings if the Mexican
Treasury Department rejected our position. The Mexican Treasury Department did
so and we commenced such proceedings in the Mexican Tax Court

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In
2005, the Mexican Tax Court reached the decision to obligate the Mexican
Treasury Department to accept our method of calculating the asset tax base or
grant us a specific tax benefit. The Mexican Treasury Department appealed this
decision in federal court.

On
May 12, 2006, the federal court with jurisdiction over six of our airports
declared the appeal by the Mexican Treasury Department unfounded, finding that
it was correct to base the asset tax applicable with respect to the
Aguascalientes, Hermosillo, La Paz, Los Mochis, Morelia and Manzanillo airports
only on 15% of the value of the concessions at those airports as requested by
us (equivalent to AMPs pro rata interest in those concessions as a result of
AMPs 15% interest in us). As a result of this resolution, on August 29, 2006,
the Mexican Treasury Department issued a notice confirming this methodology for
those airports. On September 1, 2006, the federal court with jurisdiction over
our remaining airports reached the same decision as that reached for the
aforementioned six airports. The Mexican Treasury Department has appealed that
decision. Currently, we are awaiting the final resolution of the federal court
hearing such appeal.

Property tax claims by certain municipalities

Claims
have been asserted against us by the municipalities of Mexicali, Los Mochis,
Tijuana, Los Cabos and Aguascalientes for the payment of property taxes with
respect to the real property on which we operate our airports in those cities, and
similar claims may be asserted by other municipalities where we operate our
airports. The claims in respect of the Los Mochis International Airport have
been dismissed. In the case of Aguascalientes, although we have received a
memorandum from the Aguascalientes ministry of finance stating that the
Aguascalientes International Airport is exempt from property taxes, we continue
to defend the claim in order to obtain a definitive judicial resolution, which
we expect will be in our favor. In the case of Los Cabos, we filed for a
judicial annulment, after which, in 2006, the municipal authorities retracted
their tax claim. We are also seeking the dismissal of remaining claims pending
in Mexicali and Tijuana. The total amount of the property-tax claims outstanding
in each of Mexicali and Tijuana are Ps. 89.0 million and Ps. 104.8
million, respectively, although either of these amounts could increase if the
underlying claims are not resolved in our favor as a result of penalty and
interest surcharges.

In
Tijuana, the court had ordered the temporary encumbrance of certain of our
assets, including our concession to operate the Tijuana International Airport,
pending our deposit of a bond with the court as provisional security, in
accordance with Mexican judicial procedures, pending the final resolution of
the underlying claims. Although the encumbered assets did not affect the
operation of the airport, on February 9, 2006, an irrevocable standby letter of
credit was issued by a financial institution on behalf of the Tijuana airport
for Ps. 141.8 million in order to release the encumbrance. This amount differs
from the original amount of the tax claim because it was an estimate intended
to guarantee payment of both the tax and penalties for late payment.

In
order to secure this surety bond, or any other future surety bond to challenge
any property-tax claims by any other municipality, our airport subsidiaries
have entered into a committed credit line with a financial institution. This
credit line provides for the issuance of letters of credit up to an aggregate
amount of Ps. 300 million. In the event a letter of credit is

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drawn down and
the amount drawn down remains unpaid for more than one business day, the
outstanding balance will accrue interest at two times the Mexican interbank
rate. Until the credit line expires in 2009, our airport subsidiaries are
subject to certain financial covenants, including the requirement to
(i) maintain a consolidated tangible net worth (defined as stockholders
equity less intangible assets (including our concessions) and reserves for
inflationary effects, in each case under MFRS) of at least Ps. 2.1
billion, (ii) maintain a free and unencumbered cash reserve equal to the
amount due on any outstanding letters of credit and (iii) earn
consolidated annual EBITDA of at least Ps. 1.0 billion.

A
court has also ordered the temporary encumbrance of a portion of the revenues
from the parking garage that we operate at the Mexicali airport to guarantee
the property-tax claims of the Mexicali municipal government. The cumulative
amount of such encumbrances is Ps. 3.5 million (nominal pesos). In the event of
a decision in our favor in the annulment proceeding that we have initiated with
respect to each of those claims, we expect to recover such encumbered revenues
in full.

We
do not believe that liabilities related to any claims or proceedings against us
are likely to have, individually or in the aggregate, a material adverse effect
on our consolidated financial condition or results of operations because,
should a court determine that these taxes must be paid in response to any
future proceedings, we believe that the Mexican government, as the owner of the
real property upon which we operate our airports, would be responsible for
paying these taxes directly, and the obligation to pay these taxes is not
otherwise contemplated in the terms of our concessions. Nonetheless, the
Mexican government has indicated publicly that it may propose an amendment to
the Mexican Constitution and other laws pursuant to which we could be liable to
municipalities for property taxes in the future. If such a change were to occur
and any amounts owed were substantial, these tax liabilities could therefore
have a materially adverse effect on our consolidated financial condition or
results of operations.

Other claims by certain municipalities

In
Guadalajara we are subject to claims by the municipality regarding our failure
to obtain certain municipal licenses. We do not believe that we are subject to
the license requirements at issue, and we have initiated proceedings to
challenge the municipalitys claims. In Tijuana, the municipal government
adopted certain environmental regulations, which could materially affect our
operation of the airport. We initiated proceedings to challenge the authority
of the municipal government to adopt such regulations. In response to our
challenge the municipal government voluntarily abandoned its regulations.
Judicial proceedings were thus concluded in our favor.

Changes to the Mexican Customs Law

On
January 1, 2002, the Mexican government amended the Mexican Customs Law (Ley de Aduanas), requiring Mexican airport
operators, at their cost, to provide adequate facilities to customs authorities
as well as to acquire, install and maintain equipment to be used by these
authorities. Such equipment includes X-ray, gamma or other similar machinery to
inspect cargo, weighing equipment, closed circuit cameras, and other items
required to maintain the continuous operation of the customs computer system
(including electricity, security and

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telecommunications
equipment). Each of our airports filed an amparo (a legal proceeding similar to an
injunction or a habeas corpus action) against the Mexican government
challenging the legal validity of the amendment to the Mexican Customs Law and
the applicable court ruled in our favor in each case. On December 30, 2002, the
Mexican government further amended the Mexican Customs Law, providing for
certain additional requirements with respect to security equipment to be
maintained at all Mexican airports. We have been advised by our Mexican counsel
that the judgments with respect to the amparos filed by each of our airports in
2002 should apply to this additional amendment to the customs law; however,
there can be no assurance that the Mexican government will agree with our
analysis. If the Mexican government were to require us to comply, or, should
the outcome of the amparos be adverse to us, we would be
required to make the necessary expenditures. If we were required to make these
expenditures, we do not believe that they would be material.

Modification of the operating schedules of
the Morelia and Los Cabos airports

The
Mexican Bureau of Civil Aviation has issued a decree extending the official
operating schedules of the Morelia and Los Cabos airports to 24 hours per day.
Pursuant to the decree, we can no longer double our charges for airport
services provided outside of our official hours of operation. Any resulting
reduction in revenues will reduce our ability to offset the increased operating
costs associated with an extended operating schedule. As a result, and also
because the modification decree was issued without any input from us, we have
initiated legal proceedings to challenge the decree. Pending the resolution of
these proceedings, the Los Cabos airport has remained non-compliant with the
decree pursuant to a temporary judicial stay of the decree. We continue to
double our charges for services provided outside of this airports standard
operating hours of 7:00 a.m. to 6:00 p.m. Although the Morelia
airport has not been granted such relief, we continue to double our charges for
services during off hours; however, our airline customers currently pay us
amounts corresponding to our standard charges in connection with services
provided during off hours. In the event that these proceedings are not resolved
in our favor, the schedule modifications and the resulting increases in
expenses could have a material adverse effect on our financial condition and
results of our operations.

Claim against our
Guadalajara airport subsidiary

In
August 2005, we entered into a construction contract with Grupo de Ingenieria
Universal, S.A. de C.V., or GIUSA, for the development of a new segment of the
Guadalajara International Airports apron. GIUSA delayed the project and we
therefore executed the performance bond posted by GIUSA in an amount equal to
20% of the total contract value. However, we were not able to obtain such
execution because, in September 2006, GIUSA initiated legal proceedings against
us, claiming breach of contract by us and seeking the full contract amount and
additional damages, together totaling Ps. 43 million. If we are unsuccessful in
the case against us, we could be required to pay the amount claimed by GIUSA.

DIVIDENDS

The
declaration, amount and payment of dividends are determined by a majority vote
of our stockholders present at a stockholders meeting and generally, but not
necessarily, on the recommendation of the board of directors, which is
empowered by Article 18 of our bylaws to

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set our
dividend policies. So long as the Series BB shares represent at least 7.65% of
our outstanding capital stock, the declaration and payment of dividends will
require the approval of the holders of a majority of the Series BB shares.

Mexican
law requires that at least 5% of a companys net income each year (after profit
sharing and other deductions required by Mexican law) be allocated to a legal
reserve fund until such fund reaches an amount equal to at least 20% of the
companys capital stock from time to time (without adjustment for inflation).
Our legal reserve fund was Ps. 172.6 million at December 31,
2006 (excluding reserve amounts corresponding to 2006 net income).

Mexican
companies may pay dividends only out of earnings (including retained earnings
after all losses have been absorbed or paid up) and only after such allocation
to the legal reserve fund. The reserve fund is required to be funded on a
stand-alone basis for each company, rather than on a consolidated basis. The
level of earnings available for the payment of dividends is determined under
MFRS. Our subsidiaries are required to allocate earnings to their respective
legal reserve funds prior to paying dividends to Grupo Aeroportuario del
Pacifico, S.A.B. de C.V. We are also required to allocate earnings to our legal
reserve fund prior to distributing any dividend payments to our stockholders.

Dividends
paid to non-resident holders with respect to our Series B shares and ADSs are
currently not subject to Mexican withholding tax. Dividends that are paid from
a companys distributable earnings that have not been subject to corporate
income tax will be subject to a corporate-level dividend tax (retained against
cumulative net income and payable by us) calculated on a gross-up basis by
applying a factor of 1.4925 in 2004, 1.4286 in 2005, 1.4085 in 2006 and 1.3889
thereafter. Corporate tax rates of 33% in 2004, 30% in 2005, 29% in 2006 and
28% thereafter are applied to the result. This corporate-level dividend income
tax on the distribution of earnings may be applied as a credit against Mexican
corporate income tax corresponding to the fiscal year in which the dividend was
paid or against the Mexican corporate income tax of the two fiscal years
following the date in which the dividend was paid

Distributions
made by us to our stockholders other than as dividends (in the manner described
above), including capital reductions, amortization of shares or otherwise,
would be subject to taxation in Mexico, including withholding taxes. The tax
rates applicable and the method of assessing and paying taxes applicable to any
such non-dividend distributions will vary depending on the nature of the
distributions.

We
paid aggregate dividends of Ps. 305.2 million in 2004,
Ps. 1,094.8 million in 2005 and Ps. 746.3 million in 2006.

Our
stockholders adopted a new dividend policy at the general extraordinary
stockholders meeting held on April 15, 2005. Under the policy our annual
dividend is expected to consist of two components. The first component is a
fixed amount, which was Ps. 450 million for 2005 (for the dividend
paid in 2006) and is intended to increase gradually in future years. Second,
the dividend policy contemplates that our annual dividend will include any cash
and cash equivalents we hold (as reflected in our balance sheet as of the
month-end prior to the dividend payment, after deducting the fixed component)
in excess of our minimum cash balance. For purposes of our policy, the
minimum cash balance is the amount of cash

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and cash
equivalents that our board of directors determines is necessary to cover the
minimum amount of expenses and investments expected to be incurred in the
fiscal year during which the dividend payment is made and the subsequent fiscal
year. Dividends are expected to be made payable in cash and in one or more
payments as determined in the relevant general ordinary stockholders meeting
approving dividends.

The
declaration, amount and payment of dividends pursuant to the policy described
above are subject to (i) compliance with applicable law regarding the
declaration and payment of dividends with respect to any year including the
establishment of the statutory legal reserve fund, and (ii) the absence of any
adverse effect on our business plan for the current or subsequent fiscal year
as a result of the payment of any dividend. We cannot assure you that we will
continue to pay dividends or that future dividends will be comparable to our
previous dividends. Our ability to pay dividends may be restricted under a
credit agreement with Scotiabank Inverlat, S.A., to which several of our
operating subsidiaries are parties. See Item 5, Operating and Financial Review
and ProspectsLiquidity and Capital Resources. Our dividend policy may also be
amended at any time by our stockholders.

As
of December 31, 2006, we had accumulated approximately Ps. 1,080.4 million of
distributable earnings that had been subject to the corporate income tax and
that could be declared at the relevant stockholders meeting and paid to
stockholders free of the corporate level dividend tax.

We
pay dividends in pesos. In the case of Series B shares represented by ADSs, the
cash dividends are paid to the depositary and, subject to the terms of the
Deposit Agreement, converted into and paid in U.S. dollars at the prevailing
rate of exchange, net of conversion expenses of the depositary and applicable
Mexican withholding tax. Fluctuations in exchange rates will affect the amount
of dividends that ADS holders receive.

|        |                      
|------- | ---------------------
|Item 9. | The Offer
and Listing

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STOCK PRICE HISTORY

The
following table sets forth, for the periods indicated, the high and low closing
prices for (i) the ADSs on the New York Stock Exchange in U.S. dollars and
(ii) our common shares on the Mexican Stock Exchange in pesos. See Item
3, Key InformationExchange Rates for the exchange rates applicable during the
periods set forth below. The information set forth in the table below reflects
actual historical amounts at the trade dates and has not been restated in
constant pesos.

|                          |  |                    |       |                            |  |       |  |      |       |  |  |       | 
|------------------------- |  | ------------------ | ----- | -------------------------- |  | ----- |  | ---- | ----- |  |  | ----- | 
|Years
  endedDecember 31, |  | U.S.$ per
  ADR(1) |       | Pesos per
  Series B Share | 
|                          |  |                    |       |                            | 
|                          |  | Low                |       | High                       |  | Low   |  | High |      
|                          |  |                    |       |                            |  |       |  |      |      
|2006(2)                   |  |                    | 28.26 |                            |  | 33.95 |  |      | 28.58 |  |  | 35.70 | 
|First Quarter(2)          |  |                    | 28.26 |                            |  | 34.00 |  |      | 28.58 |  |  | 35.70 | 
|Second Quarter            |  |                    | 28.30 |                            |  | 38.30 |  |      | 31.32 |  |  | 41.35 | 
|Third Quarter             |  |                    | 29.05 |                            |  | 33.95 |  |      | 31.99 |  |  | 38.80 | 
|Fourth Quarter            |  |                    | 29.96 |                            |  | 39.65 |  |      | 37.12 |  |  | 43.60 | 

|               |  |                    |       |      |                            |       |  |      |       |  |  |       | 
|-------------- |  | ------------------ | ----- | ---- | -------------------------- | ----- |  | ---- | ----- |  |  | ----- | 
|               |  | U.S.$ per
  ADR(1) |       |      | Pesos per
  Series B Share |      
|               |  |                    |       |      |                            |      
|               |  | Low                |       | High |                            | Low   |  | High |      
|               |  |                    |       |      |                            |       |  |      |      
|Monthly Prices |  |                    |       |      |                            |       |  |      |      
|December, 2006 |  |                    | 29.96 |      |                            | 37.71 |  |      | 40.90 |  |  | 43.25 | 
|January, 2007  |  |                    | 38.00 |      |                            | 42.01 |  |      | 41.66 |  |  | 46.09 | 
|February, 2007 |  |                    | 40.94 |      |                            | 44.92 |  |      | 44.89 |  |  | 49.55 | 
|March, 2007    |  |                    | 39.38 |      |                            | 43.37 |  |      | 43.83 |  |  | 47.97 | 
|April, 2007    |  |                    | 42.74 |      |                            | 46.06 |  |      | 45.69 |  |  | 48.79 | 
|May, 2007      |  |                    | 45.71 |      |                            | 50.88 |  |      | 49.26 |  |  | 54.79 | 



---

|                                                               |                                                                                                                 
|-------------------------------------------------------------- | ----------------------------------------------------------------------------------------------------------------
|(1)                                                            | 10 Series B
  shares per ADR.                                                                                   
|                                                               |                                                                                                                 
|(2)                                                            | As of
  listing on February 24, 2006 (New York Stock Exchange) and February 24, 2006 (Mexican
  Stock Exchange).
|                                                               |                                                                                                                 
|Sources: New
  York Stock Exchange and Mexican Stock Exchange.

TRADING ON THE MEXICAN STOCK EXCHANGE

The
Mexican Stock Exchange, located in Mexico City, is the only stock exchange in
Mexico. Operating continuously since 1907, the Mexican Stock Exchange is
organized as a corporation (sociedad anónima
de capital variable). Securities trading on the Mexican Stock
Exchange occurs each business day from 8:30 a.m. to 3:00 p.m., Mexico
City time.

Since
January 1999, all trading on the Mexican Stock Exchange has been effected
electronically. The Mexican Stock Exchange may impose a number of measures to
promote orderly and transparent trading in securities, including the operation
of a system of automatic suspension of trading in shares of a particular issuer
when price fluctuation exceeds certain limits. The Mexican Stock Exchange may
also suspend trading in shares of a particular issuer as a result of:

|  |                                                                                                                                                                                                             
|- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | non-disclosure
  of material events; or                                                                                                                                                                     
|  |                                                                                                                                                                                                             
| | changes in
  the offer or demand, volume traded, or prevailing share price that are
  inconsistent with the shares historical performance and cannot be explained
  through publicly available information.

The
Mexican Stock Exchange may reinstate trading in suspended shares when it deems
that the material events have been adequately disclosed to public investors or
when it deems that the issuer has adequately explained the reasons for the
changes in offer and demand, volume traded, or prevailing share price. Under
current regulations, the Mexican Stock Exchange may consider the measures
adopted by the other stock exchanges in order to suspend and/or resume trading
in an issuers shares in cases where the relevant securities are simultaneously
traded on a stock exchange outside of Mexico.

Settlement
on the Mexican Stock Exchange is effected three business days after a share
transaction. Deferred settlement is not permitted without the approval of the
Mexican National Banking and Securities Commission, even where mutually agreed.
Most securities traded on the Mexican Stock Exchange are on deposit with the S.D. Indeval, S.A. de C.V. Institución para el
Deposito de Valores, or INDEVAL, a privately owned securities
depositary that acts as a clearinghouse, depositary, and custodian, as well as
a settlement, transfer, and registration agent

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for Mexican
Stock Exchange transactions, eliminating the need for physical transfer of
securities.

Although
the Securities Market Law provides for the existence of an over-the-counter
market, no such market for securities in Mexico has developed.

The
market value of securities of Mexican companies is, to varying degrees,
affected by economic and market conditions in other emerging market countries
and in the United States. In late October 1997, for example, prices of
both Mexican debt securities and Mexican equity securities dropped
substantially following declines earlier in the year in the Asian and Brazilian
securities markets.

On
December 30, 2005, a new Securities Market Law was enacted and published
in the Mexican Federal Gazette. The new Securities Market Law became effective
on June 28, 2006; however, in some cases an additional period of
180 days (until late December 2006) was made available for issuers
(including us) to incorporate the new corporate governance and other
requirements derived from the new law into their bylaws. The new Securities
Market Law changed Mexican securities regulation in various material respects.
The reforms were intended to update the Mexican regulatory framework applicable
to the securities market and publicly traded companies in accordance with
international standards.

In
particular, the new Securities Market Law (i) establishes that public
entities and the entities controlled by them will be considered a single
economic unit (e.g., holding companies and wholly owned subsidiaries),
(ii) clarifies the rules for tender offers, dividing them into voluntary
and mandatory categories, (iii) clarifies standards for disclosure of
holdings of stockholders of public companies, (iv) clarifies the role of
the board of directors of public companies and redistributes responsibilities
between the board of directors and the chief executive officer,
(v) defines the standards applicable to the board of directors and the
duties of the board, each director, its secretary, the general director and
executive officers (introducing concepts such as the duty of care, duty of
loyalty and safe harbors), (vi) replaces the statutory auditor (comisario) and its duties with an audit
committee, corporate governance requirements and external auditors, (vii)
defines the roles and responsibilities of executive officers,
(viii) improves the rights of minority stockholders relating to legal
remedies and access to company information, (ix) introduces concepts such
as consortiums, groups of related persons or entities, control, related parties
and decision-making power, and (x) expands the definition of applicable
sanctions for violations of the Securities Market Law, including damages, fines
and criminal penalties.

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|         |                       
|-------- | ----------------------
|Item 10. | Additional Information
|         |                       

CORPORATE
GOVERNANCE

Bylaws

This
section summarizes certain provisions of Mexican law and our estatutos
sociales(bylaws).

At
our extraordinary stockholders meeting held on October 27, 2006, our stockholders
adopted resolutions amending and restating of our bylaws to organize the
company as a sociedad anónima bursátil(a
form newly required by law for publicly traded companies in Mexico), and conform our bylaws to the
provisions of the new Securities Market Law. Many of the changes related to the
enhancement of our corporate governance.

Board of Directors

Our
bylaws provide that our board of directors will generally have 11 members
(increasing to 12 or 13 members only when necessary to preserve minority
stockholders voting rights in cases of multiple appointments by persons with
10% interests (as described below)).

At
each stockholders meeting for the election of directors, the holders of Series
BB shares are entitled to elect four directors. The remaining members of the
board of directors are to be elected by the holders of the Series B shares.

Each
person (or group of persons acting together) holding 10% of our capital stock
in the form of Series B shares is entitled to appoint one director. The
remaining positions on the board of directors will be filled based on the vote
of all holders of Series B shares that have not elected to appoint a director
by virtue of owning 10% of our capital stock. The candidates to be considered
for election as directors by the Series B stockholders are proposed to the
stockholders by the Nominations and Compensation Committee. All directors are
elected based on a simple majority of the votes cast at the relevant
stockholders meeting. Our bylaws do not currently require mandatory retirement
of directors after they reach a certain age. The compensation of our directors
is proposed by the Nominations and Compensation Committee to all of our
stockholders at stockholders meetings for their approval.

Pursuant
to the Securities Market Law, 25% of our directors must be independent within
the definition of that term specified therein.

Authority of the Board of Directors

The
board of directors is our legal representative. The powers of the board
include, among others, the following:

|  |                                                                                                                                                                                                                                                                           
|- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | to define
  our strategic planning decisions and approve our annual business plans and
  investment budgets,                                                                                                                                                              
|  |                                                                                                                                                                                                                                                                           
| | to approve
  our master development programs and modifications thereto,                                                                                                                                                                                                   
|  |                                                                                                                                                                                                                                                                           
| | to call
  stockholders meetings and act upon stockholders resolutions; and                                                                                                                                                                                              
|  |                                                                                                                                                                                                                                                                           
| | to create
  special committees and grant them the powers and authority as it sees fit,
  provided that said committees will not be vested with the authorities which
  by law or under our bylaws are expressly reserved for the stockholders or the
  board of directors.

Meetings
of the board of directors will be validly convened and held if a majority of
the members are present. Resolutions at said meetings will be valid if approved
by a majority of the

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members of the
board of directors, unless our bylaws require a higher number. Notwithstanding
the boards authority, under general principles of Mexican law, our
stockholders, pursuant to a decision validly taken at a stockholders meeting,
may at any time override the board.

Powers of Series BB Directors

The
Series BB directors are entitled to: (i) appoint and remove our chief executive
officer and our other top-level executive officers (upon consultation with our
Nominations and Compensation Committee); (ii) appoint three members of the
Operating Committee and their respective alternates; (iii) appoint 20% of the
total members of the Audit Committee, the Acquisitions Committee and the
Nominations and Compensation Committee (a minimum of one member per committee),
and their respective alternatives; and (iv) consent to the appointment of
individuals appointed to the Operating Committee who are not members of our
board of directors or our officers.

In
addition to the foregoing, each of the following actions of our board of
directors, among certain others, may only occur with the approval of the Series
BB directors:

| |  |   |                                                                                                                                        
| |  | - | ---------------------------------------------------------------------------------------------------------------------------------------
| |  |  | approval of
  our airports five-five year master development programs or amendments
  thereto;                                        
| |  |   |                                                                                                                                        
| |  |  | approval of
  our annual business and investment plans;                                                                                
| |  |   |                                                                                                                                        
| |  |  | approval of
  capital expenditures outside of our annual investment plans;                                                             
| |  |   |                                                                                                                                        
| |  |  | approval of
  any sale of our fixed assets, individually or jointly, in an amount exceeding
  U.S$3.0 million;                         
| |  |   |                                                                                                                                        
| |  |  | approval for
  us to enter into any type of loan or credit agreement, other than for certain
  loans granted by us to our subsidiaries;
| |  |   |                                                                                                                                        
| |  |  | approval of
  the granting by us of guarantees (avales)
  or other security interests other than for the benefit of our subsidiaries;  
| |  |   |                                                                                                                                        
| |  |  | proposing to
  increase our capital stock or that of our subsidiaries;                                                                 
| |  |   |                                                                                                                                        
| |  |  | approval of
  sales of shares in our subsidiaries;                                                                                     
| |  |   |                                                                                                                                        
| |  |  | approval of
  our dividend policies; and                                                                                               
| |  |   |                                                                                                                                        
| |  |  | proposing
  individuals to join our Audit Committee or our Nominations and Compensation
  Committee.                                   

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Our Capital Stock

The
following table sets forth our authorized capital stock and our issued and
outstanding capital stock as of December 31, 2006:

Capital Stock

|                 |  |  |             |  |  |                          | 
|---------------- |  |  | ----------- |  |  | ------------------------ | 
|                 |  |  | Authorized  |  |  | Issued and
  outstanding | 
|                 |  |  |             |  |  |                          | 
|                
|Capital stock:   |  |  |             |  |  |                          | 
|Series B shares  |  |  | 476,850,000 |  |  | 476,850,000              | 
|Series BB shares |  |  | 84,150,000  |  |  | 84,150,000               | 

All ordinary
shares confer equal rights and obligations to holders within each series. The
Series BB shares have the voting and other rights described below.

Our
bylaws provide that our shares have the following characteristics:

|  |                                                                                                                                                                                                                                                                                                                                                 
|- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | Series B.Series
  B shares currently represent 85% of our capital, and may represent up to 100%
  of our share capital. Series B shares may be held by any Mexican or foreign
  natural person, company or entity, except for foreign governments.                                                                                              
|  |                                                                                                                                                                                                                                                                                                                                                 
| | Series BB.Series
  BB shares currently represent 15% of our capital and may not represent a
  greater percentage of our share capital. Like Series B shares, Series BB
  shares may be held by any Mexican or foreign natural person, company or
  entity, except for foreign governments and subject to the other requirements
  of our bylaws.

(Under
the Mexican Airport Law and the Mexican Foreign Investments Law (Ley de Inversión
Extranjera), foreign persons may not directly or indirectly own more
than 49% of the capital stock of a holder of an airport concession unless an
authorization from the Mexican Commission of Foreign Investments is obtained.
We have obtained this authorization and as a consequence these restrictions do
not apply to our Series B or Series BB shares.)

Series
BB shares are subject to transfer restrictions under our bylaws and generally must
be converted to Series B shares before they can be transferred. Up to 49% of
the Series BB shares can be converted into Series B shares at any time. The
remaining 51% of Series BB shares cannot be converted into Series B shares
before August 25, 2009 absent prior approval by the SCT. Thereafter and
until August 25, 2014, one fifth of such 51% may be converted each year. On or
after August 25, 2014, all of the Series BB shares may be converted into Series
B shares if (i) the technical assistance agreement between AMP and us has not
been renewed and (ii) the Series BB stockholders so request. Notwithstanding
the foregoing, if at any time after August 25, 2014, Series BB shares
represent less than 7.65% of our share capital, those shares will be mandatorily
converted into Series B shares and the Technical Assistance Agreement will be
terminated.

Voting Rights and Stockholders Meetings

Each
Series B share and Series BB share entitles the holder to one vote at any
general meeting of our stockholders. Holders of Series BB shares are entitled
to elect four members of our board of directors and holders of Series B shares
are entitled to elect the remaining members of the board of directors.

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Under
Mexican law and our bylaws, we may hold three types of stockholders meetings:
ordinary, extraordinary, and special. Ordinary stockholders meetings are those
called to discuss any issue not reserved for extraordinary stockholders
meeting. An annual ordinary stockholders meeting (our annual general meeting)
must be convened and held within the first four months following the end of
each fiscal year to discuss, among other things, the report prepared by the
board on our financial statements, the appointment of members of the board of
directors, the declaration of dividends and the determination of compensation
for members of the board.

Extraordinary
stockholders meetings are those called to consider any of the following
matters:

|  |                                                                                                                    
|- | -------------------------------------------------------------------------------------------------------------------
| | the
  extension of our duration or our voluntary dissolution;                                                      
|  |                                                                                                                    
| | an increase
  or decrease in our minimum fixed capital;                                                            
|  |                                                                                                                    
| | a change in
  corporate purpose or nationality;                                                                    
|  |                                                                                                                    
| | any
  transformation, merger or spin-off involving the company;                                                    
|  |                                                                                                                    
| | any stock
  redemption or issuance of preferred stock or bonds;                                                    
|  |                                                                                                                    
| | the
  cancellation of the listing of our shares with the National Securities
  Registry or on any stock exchange;  
|  |                                                                                                                    
| | amendments
  to our companys bylaws; and                                                                          
|  |                                                                                                                    
| | any other
  matters for which applicable Mexican law or the bylaws specifically require
  an extraordinary meeting.

Special
stockholders meetings are those called and held by stockholders of the same
series or class to consider any matter particularly affecting the relevant
series or class of shares.

Stockholders
meetings are required to be held in our corporate domicile, which is Mexico
City. Calls for stockholders meetings must be made by the board of directors
or the audit committee. Any stockholder or group of stockholders representing
at least 10% of our capital stock has the right to request that the board of
directors or the audit committee call a stockholders meeting to discuss the
matters indicated in the relevant request. In certain circumstances specified
in Mexican law, any individual stockholder may also make such a request. If the
board of directors or the audit committee fails to call a meeting within 15
calendar days following receipt of the request, the stockholder or group of
stockholders may request that the call be made by a competent court.

Calls
for stockholders meetings must be published in the Mexican Federal Gazette or
in one newspaper of general circulation in Mexico at least 15 calendar days
prior to the date of the meeting. Each call must set forth the place, date and
time of the meeting and the matters to be addressed. Stockholders meetings
will be validly held and convened without the need for a prior call or
publication whenever all the shares representing our capital are duly
represented

136

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To
be admitted to any stockholders meeting, stockholders must be registered in
our share registry and comply with the requirements set forth in our bylaws.
Stockholders may be represented at any stockholders meeting by one or more
attorneys-in-fact who may not be our directors.

At
or prior to the time of the publication of any call for a stockholders
meeting, we will provide copies of the publication to the depositary for
distribution to the holders of ADSs. Holders of ADSs are entitled to instruct
the depositary as to the exercise of voting rights pertaining to the Series B
shares.

Quorums

Ordinary
meetings are regarded as legally convened pursuant to a first call when more
than 50% of the shares representing our capital are present or duly
represented. Resolutions at ordinary meetings of stockholders are valid when
approved by a majority of the shares present or duly represented at the
meeting. Any number of shares represented at an ordinary meeting of
stockholders convened pursuant to a second or subsequent call constitutes a
quorum. Resolutions at ordinary meetings of stockholders convened in this
manner are valid when approved by a majority of the shares represented at the
meeting.

Extraordinary
and special stockholders meetings are regarded as legally convened pursuant to
a first or subsequent call when at least 75% of the shares representing our
capital (or 75% of the relevant series) are present or duly represented.
Resolutions at extraordinary meetings of stockholders are valid if taken by the
favorable vote of shares representing more that 50% of our capital (or 50% of
the relevant series).

Notwithstanding
the foregoing, resolutions at extraordinary meetings of stockholders called to
discuss any of the issues listed below are valid only if approved by a vote of
shares representing at least 75% of our capital:

|  |                                                                                                                                                                              
|- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | any
  amendment to our bylaws which: (i) changes or deletes the authorities of our
  committees; or (ii) changes or deletes the rights of minority
  stockholders,           
|  |                                                                                                                                                                              
| | any actions
  resulting in the cancellation of the concessions granted to us or our
  subsidiaries by the Mexican government or any assignment of rights arising
  therefrom,
|  |                                                                                                                                                                              
| | termination
  of the participation agreement between us and AMP,                                                                                                             
|  |                                                                                                                                                                              
| | a merger by
  us with an entity the business of which is not directly related to the
  business of us or our subsidiaries, or                                                
|  |                                                                                                                                                                              
| | a spin-off,
  dissolution or liquidation of us.                                                                                                                              

Our
bylaws also establish the following voting requirements:

|  |                                                                                                                                                          
|- | ---------------------------------------------------------------------------------------------------------------------------------------------------------
| | the
  amendment of the restrictions in our bylaws on ownership of shares of our
  capital stock requires the vote of holders of 85% of our capital stock,

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|  |                                                                                                                                                                                                                           
|- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | a delisting
  of our shares requires the vote of holders of 95% of our capital stock, and                                                                                                                                 
|  |                                                                                                                                                                                                                           
| | the
  amendment of the provisions in our bylaws requiring that a stockholder
  exceeding our share ownership limits conduct a public sale of his excess
  shares requires the vote of holders of 85% of our capital stock.

Veto Rights of
Holders of Series BB Shares

So
long as the Series BB shares represent at least 7.65% of our capital stock,
resolutions adopted at stockholders meetings with respect to any of the issues
listed below will only be valid if approved by a vote of a majority of the Series
BB shares:

|  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | approval of
  our financial statements;                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
| | liquidation or dissolution;                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
| | capital
  increases or decreases;                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
| | declaration
  and payment of dividends;                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
| | amendment to
  our bylaws;                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
| | mergers,
  spin-offs or share-splits;                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
| | grant or
  amendment of special rights to any series of shares; and                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
| | any decision
  amending or nullifying a resolution validly taken by the board of directors
  with respect to (i) appointment of our top-level executive officers,
  (ii) appointment of the three members of our Operating Committee and of
  the members of the Audit, Acquisitions and Nominations and Compensation
  committees to be designated by the directors elected by the holders of the
  Series BB shares, and (iii) appointment of the members of the Operating
  Committee whose appointment requires the consent of the directors elected by
  the holders of the Series BB shares, and decisions of the board of directors
  that require the affirmative vote of the directors elected by the holders of
  our Series BB shares.

Dividends and Distributions

At
our annual ordinary general stockholders meeting, the board of directors will
submit to the stockholders for their approval our audited consolidated
financial statements for the preceding fiscal year. Five percent of our net
income (after profit sharing and other deductions required by Mexican law) must
be allocated to a legal reserve fund until the legal reserve fund reaches an
amount equal to at least 20% of our capital stock (without adjustment for
inflation). Additional amounts may be allocated to other reserve funds as the
stockholders may from time to time determine including a reserve to repurchase
shares. The remaining balance, if any, of net earnings may be distributed as
dividends on the shares of common stock. A full discussion of our dividend
policy may be found in Item 8, Financial InformationDividends. On May 8,
2006, we made a dividend payment of Ps. 746.3 million.

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Registration

Our
shares have been registered with the National Securities Registry, as required
under the Securities Market Law and regulations issued by the Mexican National
Banking and Securities Commission. If we wish to cancel our registration, or if
it is cancelled by the Mexican National Banking and Securities Commission, we
will be required to make a public offer to purchase all outstanding shares,
prior to such cancellation. Unless the Mexican National Banking and Securities
Commission authorizes otherwise, the price of the offer to purchase will be the
higher of: (i) the average of the trading price of our shares during the prior
thirty trading days (during a period of no more than six months); or (ii) the
book value of the shares in accordance with the most recent quarterly report
submitted to the Mexican National Banking and Securities Commission and to the
Mexican Stock Exchange. Any waiver to the foregoing provisions included in our
bylaws requires the prior approval of the Mexican National Banking and
Securities Commission and the approval, at an extraordinary stockholders
meeting, of 95% of our outstanding capital stock.

Stockholder Ownership Restrictions and
Antitakeover Protection

Holders
of our shares are subject to the following restrictions:

|  |                                                                                                                                                                     
|- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | holders of
  Series B shares, either individually or together with their related persons,
  may not directly or indirectly own more than 10% of our Series B shares,
|  |                                                                                                                                                                     
| | Although
  there is no limit on individual holdings of Series BB shares, Series BB
  shares may represent no more than 15% of our outstanding capital stock,        
|  |                                                                                                                                                                     
| | holders of
  Series BB shares may also own Series B shares, and                                                                                                     
|  |                                                                                                                                                                     
| | no
  stockholder may vote more than 10% of our capital stock. Shares in excess of
  this threshold will be voted in the same manner as the majority of our
  shares.
|  |                                                                                                                                                                     
| | foreign
  governments acting in a sovereign capacity may not directly or indirectly own
  any portion of our capital stock.                                         

A
person exceeding the 10% threshold described above with respect to our Series B
shares must conduct a public offer of his excess shares.

Any
amendment to the ownership restrictions described above requires the vote of
shares representing 85% of our capital stock.

Changes in Capital Stock

Increases
and reductions of our minimum fixed capital must be approved at an
extraordinary stockholders meeting, subject to the provisions of our bylaws
and the Mexican General Law of Business Corporations. Increases or reductions
of the variable capital must be approved at an ordinary stockholders meeting
in compliance with the voting requirements of our bylaws.

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Pursuant
to Article 53 of the Securities Market Law, we may issue unsubscribed shares
that will be kept in treasury, to be subsequently subscribed by the investing
public, provided that

| |  |   |                                                                                                                                                                                                                               
| |  | - | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |  |  | the general
  extraordinary stockholders meeting approves the maximum amount of the
  capital increase and the conditions upon which the corresponding placement of
  shares shall be made,                                  
| |  |   |                                                                                                                                                                                                                               
| |  |  | the
  subscription of issued shares is made through a public offer following
  registration in the National Securities Registry and complying with the
  provisions of the Securities Market Law and other applicable law, and
| |  |   |                                                                                                                                                                                                                               
| |  |  | the amount
  of the subscribed and paid-in capital of the company is announced when the
  company makes the authorized capital increase public.                                                                               

The
preferential subscription right provided under Article 132 of the General Law
of Business Entities (Ley General de
Sociedades Mercantiles) is not applicable to capital increases
through public offers.

Subject
to the individual ownership limitations set forth in our bylaws, in the event
of an increase of our capital stock our stockholders will have a preemptive
right to subscribe and pay for new stock issued as a result of such increase in
proportion to their stockholder interest at that time, unless: the capital
increase is made under the provisions of Article 53 of the Securities Market
Law. Said preemptive right shall be exercised by any method provided in Section
132 of the Mexican General Corporations Law, by subscription and payment of the
relevant stock within fifteen business days after the date of publication of
the corresponding notice to our stockholders in the Mexican Federal Gazette and
in one of the newspapers of greater circulation in Mexico, provided that if at
the corresponding meeting all of our shares are duly represented, the fifteen
business day period shall commence on the date of the meeting.

Our
capital stock may be reduced by resolution of a stockholders meeting taken
generally pursuant to the rules applicable to capital increases. Our capital
stock may also be reduced upon repurchase of our own stock in accordance with
the Securities Market Law (See Share Repurchases below).

Share Repurchases

We
may choose to acquire our own shares or negotiable instruments representing
such shares through the Mexican Stock Exchange on the following terms and
conditions:

|  |                                                                                                                                                                                                                                                                                                                                                                                   
|- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | The
  acquisition and sale on the Mexican Stock Exchange is made at market price
  (except when dealing with public offerings or auctions authorized by the
  National Banking and Securities Commission).                                                                                                                                                                        
|  |                                                                                                                                                                                                                                                                                                                                                                                   
| | If the
  acquisition is charged against working capital, the shares may be kept by us
  without need to make a reduction in our capital stock. Otherwise, if the
  acquisition is charged against ourcapital stock, the shares will be converted
  into unsubscribed shares kept in our treasury, without need for a resolution
  by our stockholders at a stockholders meeting.

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|  |                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | The company
  must announce the amount of the subscribed and paid-in capital when the
  amount of the authorized capital represented by the issued and unsubscribed
  shares is publicly announced.                                                                                                                                                                                                                                                  
|  |                                                                                                                                                                                                                                                                                                                                                                                                                                                      
| | The general
  ordinary stockholders meeting will expressly determine for each fiscal year
  the maximum amount of resources that we may use to purchase our own shares or
  negotiable instruments that represent such shares, with the only limitation
  that the sum or total of the resources that may be used for such purpose may
  not exceed, at any time, the total balance of the net profits of the company,
  including retained profits.
|  |                                                                                                                                                                                                                                                                                                                                                                                                                                                      
| | We must be
  up to date in the payment of obligations under debt instruments issued and
  registered in the National Securities Registry that we may have issued.                                                                                                                                                                                                                                                                                    

Shares
of the company belonging to us may not be represented or voted in stockholders
meetings, nor may corporate or economic rights of any kind be exercised, nor
will the shares be considered as outstanding for the purpose of determining the
quorum or voting in stockholders meetings.

Ownership of Capital
Stock by Subsidiaries

Our
subsidiaries may not, directly or indirectly, invest in our shares, except for
shares of our capital stock acquired as part of any employee stock option plan,
which may not exceed 25% of our capital stock, or through asset managers (sociedades de inversión).

Liquidation

Upon
our dissolution, one or more liquidators must be appointed at an extraordinary
stockholders meeting to wind up our affairs. All fully paid and outstanding
shares will be entitled to participate equally in any distribution upon
liquidation. Partially paid shares participate in any distribution in the same
proportion that such shares have been paid at the time of the distribution.

Other Provisions

Liabilities of the
members of the Board of Directors

As
in any other Mexican corporation, and due to the provisions contained in
Article 38 of the Securities Market Law, any stockholder or group of
stockholders holding at least 5% of our capital stock may directly exercise a
civil liability action under Mexican law against the members of the board of
directors.

In
addition to the foregoing, our bylaws provide that, a member of the board of
directors will be liable to us and our stockholders for breaching his or her
duties, as provided under articles 29 to 37 of the Securities Market Law.

Our
by-laws provide that the members of the board of directors, or the board
committees, and the secretary shall be indemnified by us in case of violations
of their duty of care (deber de diligencia), as long as they did
not act in bad faith, violate their duty of loyalty or

141

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committed an
illicit act under the Securities Market Law or other applicable law.
Additionally, our bylaws provide that we shall indemnify the members of the
board of directors and the secretary for any indemnification liability which
they may incur as long as they have not acted in bad faith, violated their duty
of loyalty or committed an illicit act under the Securities Market Law or other
applicable law.

Information to
Stockholders

The
Securities Market Law establishes that we, acting through our boards of
directors, must annually present a report at a stockholders meeting that
includes the following:

| |  |   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
| |  | - | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |  |  | A report
  prepared by the chairman of our Audit Committee, as required by Article 43 of
  the Securities Market Law, which must cover, among other things: (i) the
  performance of our top-level officers, (ii) transactions with related persons,
  (iii) the compensation packages for our directors and officers, (iv) waivers
  granted by the board of directors regarding corporate opportunities, (v) the
  situation of our, and our subsidiaries internal controls and internal
  auditing, (vi) preventive and corrective measures adopted in connection with
  non-compliance with operational and accounting guidelines, (vii) the
  performance of our external auditor, (viii) additional services provided by
  our external auditor and independent experts, (ix) the main results of the
  review of our, and our subsidiaries, financial statements, and (x) the
  effects of changes to our accounting policies.
| |  |   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
| |  |  | The report
  prepared by the chief executive officer under article 44, paragraph XI of the
  Securities Market Law. This report must be accompanied by the report (dictamen)
  of the external auditor, and should include, among other things: (i) a report
  of the directors on the operations of the company during the preceding year,
  as well as on the policies followed by the directors and on the principal
  existing projects of the company, (ii) a statement of the financial condition
  of the company at the end of the fiscal year, (iii) a statement regarding the
  results of operations of the company during the preceding year, as well as
  changes in the companys financial condition and capital stock during the
  preceding year, and (iv) the notes which are required to complete or clarify
  the foregoing information.                                                                           
| |  |   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
| |  |  | The boards
  opinion on the contents of the report prepared by the chief executive officer
  and mentioned in the preceding paragraph.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
| |  |   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
| |  |  | A report
  explaining the principal accounting and information policies and criteria
  followed in the preparation of the financial information.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
| |  |   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
| |  |  | A report
  regarding the operations and activities in which the board participated, as
  provided under the Securities Market Law.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     

In
addition to the foregoing, our bylaws specify additional information
obligations of the board of directors, including that the board of directors
should also prepare the information referred to in Article 172 of the General
Law on Business Entities with respect to any subsidiary

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that
represents at least 20% of our net worth (based on the financial statements
most recently available).

Duration

The
duration of our corporate existence has been set at 100 years, ending in the
year 2098.

Stockholders
Conflict of Interest

Under
Mexican law, any stockholder that has a conflict of interest with respect to
any transaction must abstain from voting thereon at the relevant stockholders
meeting. A stockholder that votes on a transaction in which its interest
conflicts with ours may be liable for damages in the event the relevant
transaction would not have been approved without such stockholders vote.

Directors Conflict
of Interest

Under
Mexican law, any director who has a conflict of interest in any transaction
must disclose such fact to the other directors and abstain from voting on such
transaction. Any director who violates such provision will be liable to us for
any resulting damages or losses. Additionally, under our bylaws, certain
conflicts of interest will have the effect of disqualifying a person from
serving on our board of directors.

MATERIAL
CONTRACTS

Our
subsidiaries are parties to the airport concessions granted by the SCT under
which we are required to construct, operate, maintain and develop the airports
in exchange for certain benefits. See Sources of Regulation and Scope of
Concessions and General Obligations of Concession Holders under Regulatory
Framework in Item 4.

We
are a party to a participation agreement with AMP and the SCT which establishes
the framework for several other agreements to which we are a party. See Item
7, Major Stockholders and Related Party TransactionsRelated Party
Transactions.

We
have entered into a technical assistance agreement with AMP providing for
management and consulting services. See Item 7, Major Stockholders and Related
Party TransactionsRelated Party Transactions.

EXCHANGE
CONTROLS

Mexico
has had free market for foreign exchange since 1991 and the government has
allowed the peso to float freely against the U.S. dollar since
December 1994. There can be no assurance that the government will maintain
its current foreign exchange policies. See Item 3, Key InformationExchange
Rates.

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TAXATION

The
following summary contains a description of the material U.S. and Mexican
federal income tax consequences of the purchase, ownership and disposition of
our Series B shares or ADSs by a beneficial holder that is a citizen or
resident of the United States or a U.S. domestic corporation or that otherwise
is subject to U.S. federal income tax on a net income basis in respect of our
Series B shares or ADSs and that is a non-Mexican holder (as defined below) (a
U.S. holder), but it does not purport to be a comprehensive description of
all of the tax considerations that may be relevant to a decision to purchase,
hold or dispose of our Series B shares or ADSs. In particular, the summary
deals only with U.S. holders that hold our Series B shares or ADSs as capital
assets and does not address the tax treatment of special classes of U.S.
holders such as dealers in securities or currencies, U.S. holders whose
functional currency is not the U.S. dollar, U.S. holders that own or are
treated as owning 10% or more of our outstanding voting shares, tax-exempt
organizations, financial institutions, U.S. holders liable for the alternative
minimum tax, securities traders who elect to account for their investment in
Series B shares or ADSs on a mark-to-market basis and persons holding Series B
shares or ADSs in a hedging transaction or as part of a straddle, conversion or
other integrated transaction for U.S. federal income tax purposes. In addition,
the summary does not address any U.S. or Mexican state or local tax
considerations that may be relevant to a U.S. holder.

The
summary is based upon the federal income tax laws of the United States and
Mexico as in effect on the date of this Form 20-F, including the provisions
of the income tax treaty between the United States and Mexico and protocol
thereto (the Tax Treaty), all of which are subject to change, possibly
with retroactive effect in the case of U.S. federal income tax law. Prospective
investors in our Series B shares or ADSs should consult their own tax advisors
as to the U.S., Mexican or other tax consequences of the purchase, ownership
and disposition of the Series B shares or ADSs, including, in particular, the
effect of any foreign, state or local tax laws and their entitlement to the
benefits, if any, afforded by the Tax Treaty.

For
purposes of this summary, the term non-Mexican holder shall mean a holder
that is not a resident of Mexico and that does not hold the Series B shares or
ADSs or a beneficial interest therein in connection with the conduct of a trade
or business through a permanent establishment or fixed base in Mexico.

For
purposes of Mexican taxation, the definition of residency is highly technical
and residency results in several situations. Generally an individual is a
resident of Mexico if he or she has established his or her home in Mexico, and
a corporation is a resident if it is incorporated under Mexican law or it has
its center of interests in Mexico. An individual who has a home in Mexico and
another country will be considered to be a resident of Mexico if Mexico is the
individuals significant center of interest. An individuals significant center
of interest will be considered Mexico in the following circumstances, among
others: (i) when more than 50% of such persons total yearly income originates
in Mexico, and (ii) when Mexico is the individuals principal place of
business. Additionally, Mexican officers and employees working for the Mexican
government but living outside of Mexico will be considered to be Mexican
residents even if their significant center of interest is not in Mexico.
However, any determination of residence should take into account the particular
situation or each person or legal entity.

144

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In
general, for U.S. federal income tax purposes, holders of ADSs are treated as
the beneficial owners of the Series B shares represented by those ADSs.

Taxation of Dividends

Mexican Tax
Considerations

Under
Mexican Income Tax Law provisions, dividends paid to non-Mexican holders with
respect to our Series B shares or ADSs are not subject to any Mexican
withholding tax.

U.S. Federal Income
Tax Considerations

The
gross amount of any distributions paid with respect to the Series B shares or
ADSs, to the extent paid out of our current or accumulated earnings and
profits, as determined for U.S. federal income tax purposes, generally are
includible in the gross income of a U.S. holder as ordinary income on the date
on which the distributions are received by the depositary and are not eligible
for the dividends received deduction allowed to certain corporations under the
U.S. Internal Revenue Code of 1986, as amended. To the extent that a
distribution exceeds our current and accumulated earnings and profits, it is
treated as a non-taxable return of basis to the extent thereof, and thereafter
as capital gain from the sale of Series B shares or ADSs. Distributions, which
are made in pesos, are includible in the income of a U.S. holder in a U.S.
dollar amount calculated by reference to the exchange rate in effect on the
date they are received by the depositary whether or not they are converted into
U.S. dollars. If such distributions are converted into U.S. dollars on the date
of receipt, a U.S. holder generally should not be required to recognize foreign
currency gain or loss in respect of the distributions.

Subject
to certain exceptions for short-term and hedged positions, the U.S. dollar
amount of dividends received by an individual U.S. holder prior to
January 1, 2011 with respect to the ADSs will be subject to taxation at a
maximum rate of 15% if the dividends are qualified dividends. Dividends paid
on the ADSs will be treated as qualified dividends if: (i) the ADSs are readily
tradable on an established securities market in the United States, and (ii) the
issuer was not, in the year prior to the year in which the dividend was paid,
and is not, in the years in which the dividend is paid, a passive foreign
investment company (PFIC). The ADSs are listed on the New York Stock Exchange,
and will qualify as readily tradable on an established securities market in the
United States so long as they are so listed. Based on our audited consolidated
financial statements and relevant market and stockholder data, we believe that
we were not treated as a PFIC for U.S. federal income tax purposes with respect
to our 2005 and 2006 taxable year. In addition, based on our audited consolidated
financial statements and our current expectations regarding the value and
nature of our assets, the sources and nature of our income, and relevant market
and stockholder data, we do not anticipate becoming a PFIC for our 2007 taxable
year.

The
U.S. Treasury Department has announced its intention to promulgate rules
pursuant to which holders of ADSs or common stock and intermediaries through
whom such securities are held will be permitted to rely on certifications from
issuers to establish that dividends are treated as qualified dividends. Because
such procedures have not yet been issued, it is not clear whether we will be
able to comply with them. Holders of ADSs and common shares should

145

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consult their
own tax advisors regarding the availability of the reduced dividend tax rate in
the light of their own particular circumstances.

Taxation of Dispositions of Shares or ADSs

Mexican Tax
Considerations

Gain
on the sale or other disposition of ADSs by a non-Mexican holder are not
subject to any Mexican tax. Deposits and withdrawals of our Series B shares in
exchange for ADSs do not give rise to Mexican tax or transfer duties.

Gain
on the sale of our Series B shares by a non-Mexican holder is not subject to
any Mexican tax if the transaction is carried out through the Mexican Stock
Exchange or other securities markets approved by the Mexican Treasury
Department, and provided certain requirements set forth by the Mexican Income
Tax Law (Ley del Impuesto sobre la Renta) are complied with. Sales or
other dispositions of Series B shares made in other circumstances generally are
subject to Mexican tax, except to the extent that a holder is eligible for
benefits under an income tax treaty to which Mexico is a party. Under the Tax
Treaty, a holder that is eligible to claim the benefits of the Tax Treaty is
exempt from Mexican tax on gains realized on a sale or other disposition of the
Series B shares in a transaction that is not carried out through the Mexican
Stock Exchange or such other approved securities markets, so long as the holder
did not own, directly or indirectly, 25% or more of our capital stock
(including ADSs) within the 12-month period preceding such sale or other
disposition.

For
non-Mexican holders that do not meet the requirements referred to above, gross
income realized on the sale of the Series B shares is subject to a 5% Mexican
withholding tax if the transaction is carried out through the Mexican Stock
Exchange. Alternatively, a non-Mexican holder can choose to be subject to a 20%
withholding rate on the net gain obtained, as calculated pursuant to Mexican
Income Tax Law provisions.

U.S. Tax
Considerations

Upon
the sale or other disposition of the Series B shares or ADSs, a U.S. holder
generally must recognize capital gain or loss in an amount equal to the
difference between the amount realized on the sale or other disposition and
such U.S. holders tax basis in the Series B shares or ADSs. Gain or loss
recognized by a U.S. holder on such sale or other disposition generally is
treated as long-term capital gain or loss if, at the time of the sale or other
disposition, the Series B shares or ADSs had been held for more than one year.
Long-term capital gain recognized by a U.S. holder that is an individual is
subject to lower rates of federal income taxation than ordinary income or
short-term capital gain. The deduction of a capital loss is subject to
limitations for U.S. federal income tax purposes. Deposits and withdrawals of
Series B shares by U.S. holders in exchange for ADSs will not result in the
realization of gain or loss for U.S. federal income tax purposes.

Gain,
if any, realized by a U.S. holder on the sale or other disposition of the
Series B shares or ADSs generally will be treated as U.S. source income for
U.S. foreign tax credit purposes. Consequently, if a Mexican withholding tax is
imposed on the sale or disposition of the Series B shares, a U.S. holder that
does not receive significant foreign source income from

146

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other sources
may not be able to derive effective U.S. foreign tax credit benefits in respect
of these Mexican taxes. U.S. holders should consult their own tax advisors
regarding the application of the foreign tax credit rules to their investment
in, and disposition of, Series B shares.

Other Mexican Taxes

There
are no Mexican inheritance, gift, succession or value added taxes applicable to
the ownership, transfer or disposition of the Series B shares or ADSs by
non-Mexican holders; provided, however, that gratuitous transfers of the Series
B shares or ADSs may in certain circumstances cause a Mexican federal tax to be
imposed upon the recipient. There are no Mexican stamp, issue, registration or
similar taxes or duties payable by non-Mexican holders of the Series B shares
or ADSs.

U.S. Backup Withholding Tax and Information
Reporting Requirements

In
general, information reporting requirements apply to payments by a paying agent
within the United States to a non-corporate (or other non-exempt) U.S. holder
of dividends in respect of the Series B shares or ADSs or the proceeds received
on the sale or other disposition of the Series B shares or ADSs, and a backup
withholding tax may apply to such amounts if the U.S. holder fails to provide
an accurate taxpayer identification number to the paying agent. Amounts
withheld as backup withholding tax are creditable against the U.S. holders
U.S. federal income tax liability, provided that the required information is
furnished to the U.S. Internal Revenue Service.

DOCUMENTS ON
DISPLAY

The
materials included in this Form 20-F, and exhibits hereto, may be viewed
at the U.S. Securities and Exchange Commissions public reference room in
Washington, D.C. Please call the Commission at 1-800-SEC-0330 for further
information regarding the public reference room. The Securities and Exchange
Commission maintains a World Wide Web site on the Internet at
http://www.sec.gov that contains reports and information statements and other
information regarding us. The reports and information statements and other
information about us can also be downloaded from this website.

|         |                                                           
|-------- | ----------------------------------------------------------
|Item 11. | Quantitative and Qualitative Disclosures About Market Risk

We
are principally exposed to market risks from fluctuations in foreign currency
exchange rates.

Our
principal exchange rate risk involves changes in the value of the peso relative
to the dollar. Historically, a significant portion of the revenues generated by
our airports (principally derived from passenger charges for international
passengers) has been denominated in or linked to the U.S. dollar, although such
revenues are collected in pesos based on the average exchange rate for the
prior month. In 2004, 2005, and 2006, approximately 29.3%, 32.5% and 31.5%,
respectively, of our consolidated revenues were derived from passenger charges
for international passengers. Substantially all of our other revenues are
denominated in pesos. We estimate that substantially all of our consolidated
costs and expenses are denominated in pesos (other than the

147

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salaries of
our executive officers and the technical assistance fee, to the extent paid
based on the fixed minimum annual payment). Based upon a 10% depreciation of
the peso compared to the U.S. dollar as of December 31, 2006, we estimate
that our revenues would have increased by Ps. 21.5 million.

As
of December 31, 2004, 2005, and 2006, 20.6%, 22.8% and 12.3%,
respectively, of our cash and marketable securities were denominated in
dollars. Based upon a 10% depreciation of the peso compared to the U.S. dollar
as of December 31, 2006, we estimate that the value of our cash and
marketable securities would have increased by Ps. 12.5 million.

We
did not have any foreign currency indebtedness at December 31, 2004, 2005,
and 2006. In the event that we incur foreign currency denominated indebtedness
in the future, decreases in the value of the peso relative to the dollar will
increase the cost in pesos of servicing such indebtedness.

At
December 31, 2004, 2005, and 2006, we did not have any outstanding forward
foreign exchange contracts.

|         |                                                       
|-------- | ------------------------------------------------------
|Item 12. | Description of Securities Other Than Equity Securities

Not
applicable.

148

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PART II

|         |                                                
|-------- | -----------------------------------------------
|Item 13. | Defaults, Dividend Arrearages and Delinquencies

Not
applicable.

|         |                                                                               
|-------- | ------------------------------------------------------------------------------
|Item 14. | Material Modifications to the Rights of Security Holders and Use of
  Proceeds

Not
applicable.

|         |                        
|-------- | -----------------------
|Item 15. | Controls and Procedures

We
have evaluated, with the participation of our chief executive officer and chief
financial officer, the effectiveness of our disclosure controls and procedures
as of December 31, 2006. There are inherent limitations to the
effectiveness of any system of disclosure controls and procedures, including
the possibility of human error and the circumvention or overriding of the
controls and procedures. Accordingly, even effective disclosure controls and procedures
can only provide reasonable assurance of achieving their control objectives.
Based upon our evaluation, our chief executive officer and chief financial
officer concluded that our disclosure controls and procedures were effective to
provide reasonable assurance that information required to be disclosed by us in
the reports that we file or submit under the Securities Exchange Act of 1934,
as amended, is recorded, processed, summarized and reported, within the time
periods specified in the applicable rules and forms, and that it is accumulated
and communicated to our management, including our chief executive officer and
chief financial officer, as appropriate to allow timely decisions regarding
required disclosure.

There
was no change in our internal control over financial reporting during 2006 that
materially affected, or would be reasonably likely to materially affect, our
internal control over financial reporting.

|         |           
|-------- | ----------
|Item 16. | [Reserved]

|          |                                 
|--------- | --------------------------------
|Item 16A. | Audit Committee Financial Expert

Jose
Manuel Rincón Gallardo Purón, an independent director under NYSE listing
standards, joined our board of directors and our Audit Committee in 2006, and
we believe that he is qualified to serve as our audit committee financial
expert as defined in Item 16A of Form 20-F under the Securities and Exchange
Act of 1934. We expect our board of directors will designate him at its next
scheduled meeting.

|          |               
|--------- | --------------
|Item 16B. | Code of Ethics

We
have adopted a code of ethics, as defined in Item 16B of Form 20-F under
the Securities Exchange Act of 1934, as amended. Our code of ethics applies to
our chief executive officer, chief financial officer, chief accounting officer
and persons performing similar functions as well as to our other officers and
employees. Our code of ethics is an exhibit to this Form 20-

149

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F and is
available on our website at www.aeropuertosgap.com.mx. If we amend the
provisions of our code of ethics that apply to our chief executive officer,
chief financial officer, chief accounting officer and persons performing
similar functions, or if we grant any waiver of such provisions, we will
disclose such amendment or waiver on our website at the same address.

|          |                                       
|--------- | --------------------------------------
|Item 16C. | Principal Accountant Fees and Services

Audit
and Non-Audit Fees

The
following table sets forth the fees billed to us by our independent auditors, Galaz,
Yamazaki, Ruíz Urquiza, S.C. (a member firm of Deloitte Touche Tohmatsu), during the fiscal years ended December 31,
2005 and 2006:

|                     |  |                         |       |      |     |        | 
|-------------------- |  | ----------------------- | ----- | ---- | --- | ------ | 
|                     |  | Year ended December 31, |      
|                     |  |                         |      
|                     |  | 2005                    |       | 2006 |    
|                     |  |                         |       |      |    
|                     |  | (thousands of pesos)    |      
|                    
|Audit fees           |  | Ps.                     | 2,028 |      | Ps. | 3,424  | 
|Audit-related
  fees |  |                         | 220   |      |     | 4,497  | 
|Tax fees             |  |                         | 1,845 |      |     | 1,400  | 
|Other fees           |  |                         | 260   |      |     | 867    | 
|                     |  |                         |       |      |     |        | 
|Total fees           |  | Ps.                     | 4,353 |      | Ps. | 10,188 | 
|                     |  |                         |       |      |     |        | 

Audit fees
in the above table are the aggregate fees billed by Galaz,
Yamazaki, Ruíz Urquiza, S.C. in connection
with the audit of our annual consolidated financial statements.

Audit-related
fees in the above table are fees billed by Galaz, Yamazaki, Ruíz
Urquiza, S.C. for services related to the
Sarbanes-Oxley Act of 2002 and
other audit related-services.

Tax fees in
the above table are fees billed by Galaz, Yamazaki, Ruíz Urquiza,
S.C. fora monthly review of our
tax calculations.

Other fees
in the above table are fees billed by Galaz, Yamazaki, Ruíz
Urquiza, S.C. for transfer pricing services
and other services.

Audit
Committee Pre-Approval Policies and Procedures

Our audit
committee has not established pre-approval policies and procedures for the
engagement of our independent auditors for services. Our audit committee
expressly approves on a case-by-case basis any engagement of our independent
auditors for audit and non-audit services provided to our subsidiaries or to
us.

|          |                                                           
|--------- | ----------------------------------------------------------
|Item 16D. | Exemptions from the Listing Standards for Audit Committees

Not
applicable.

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|          |                                                                         
|--------- | ------------------------------------------------------------------------
|Item 16E. | Purchases of Equity Securities by the Issuer and Affiliated
  Purchasers

None
of our shares were purchased by us or by any affiliated purchaser during 2005
and 2006.

PART III

|         |                     
|-------- | --------------------
|Item 17. | Financial Statements

Not
applicable.

|         |                     
|-------- | --------------------
|Item 18. | Financial Statements

See
pages F-1 through F-68, incorporated herein by reference. The following is an
index to the financial statements:

Consolidated Financial Statements for Grupo
Aeroportuario del Pacífico, S.A.B. de C.V. and Subsidiaries

|                                                                                                                     |     
|-------------------------------------------------------------------------------------------------------------------- | ----
|                                                                                                                     | Page
|                                                                                                                     |     
|                                                                                                                    
|Report of
  Independent Registered Public Accounting Firm                                                            | F-1 
|                                                                                                                     |     
|Consolidated
  Balance Sheets as of December 31, 2005 and 2006                                                       | F-2 
|                                                                                                                     |     
|Consolidated
  Statements of Income for the Years Ended December 31, 2004, 2005, and
  2006                          | F-4 
|                                                                                                                     |     
|Consolidated
  Statements of Changes in Stockholders Equity for the Years Ended
  December 31, 2004, 2005, and 2006 | F-6 
|                                                                                                                     |     
|Consolidated
  Statements of Changes in Financial Position for the Years Ended
  December 31, 2004, 2005, and 2006   | F-7 
|                                                                                                                     |     
|Notes to
  Consolidated Financial Statements                                                                         | F-9 

151

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|         |                                                     
|-------- | ----------------------------------------------------
|Item 19. | Exhibits                                            
|         |                                                     
|         | Documents
  filed as exhibits to this annual report:

|            |  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|----------- |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Exhibit
No. |  | Description                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|            |  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|1.1         |  | An English
  translation of the Amended and Restated Bylaws (Estatutos Sociales) of
  the Company (incorporated by reference to our annual report on Form 20-F for
  the year ended December 31, 2005, filed on May 10, 2007.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|            | 
|            |  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|2.1         |  | Deposit
  Agreement among the Company, The Bank of New York and all registered holders
  from time to time of any American Depositary Receipts, including the form of
  American Depositary Receipt (incorporated by reference to our registration
  statement on Form F-1 (File No. 333-131220) filed on January 23, 2006).                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|            | 
|            |  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|3.1         |  | Trust
  Agreement among the Company, AMP and Bancomext, together with an English
  translation (incorporated by reference to our registration statement on
  Form F-1 (File No. 333-131220) filed on January 23, 2006).                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|            | 
|            |  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|4.1         |  | Amended and
  Restated Guadalajara Airport Concession Agreement and annexes thereto,
  together with an English translation and a schedule highlighting the
  differences between this concession and the Companys other concessions
  (incorporated by reference to our registration statement on Form F-1
  (File No. 333-131220) filed on January 23, 2006).                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|            | 
|            |  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|4.2         |  | Participation Agreement and Amendment No. 1 thereto among the
  Registrant, the Mexican Federal Government through the SCT, Nacional
  Financiera, S.N.C., Grupo Aeroportuaria del Pacifico, S.A. de C.V., Servicios
  a la Infraestructura Aeroportuaria del Pacifico, S.A. de C.V., Aeropuerto de
  Aguascalientes, S.A. de C.V., Aeropuerto del Bajio, S.A. de C.V., Aeropuerto
  de Guadalajara, S.A. de C.V., Aeropuerto de Hermosillo, S.A. de C.V.,
  Aeropuerto de La Paz, S.A. de C.V., Aeropuerto de Los Mochis, S.A. de C.V.,
  Aeropuerto de Manzanillo, S.A. de C.V., Aeropuerto de Mexicali, S.A. de C.V.,
  Aeropuerto de Morelia, S.A. de C.V., Aeropuerto de Puerto Vallarta, S.A. de
  C.V., Aeropuerto de San Jose del Cabo, S.A. de C.V., Aeropuerto de Tijuana,
  S.A. de C.V., AMP, AENA, Aeropuerto del Pacifico Angeles, S.A. de C.V.,
  Inversora del Noroeste, S.A. de C.V., Grupo Dragados, S.A., Grupo Empresarial
  Angeles, S.A. de C.V., Bancomext, and the Mexican Airport and Auxiliary
  Services Agency, together with an English translation (incorporated by
  reference to our registration statement on Form F-1 (File No.
  333-131220) filed on January 23, 2006).
|            | 
|            |  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|4.3         |  | Technical Assistance and Transfer of Technology Agreement among the
  Registrant, Servicios a la Infraestructura Aeroportuaria del Pacifico, S.A.
  de C.V., Aeropuerto de Aguascalientes, S.A. de C.V., Aeropuerto del Bajio,
  S.A. de C.V., Aeropuerto de Guadalajara, S.A. de C.V., Aeropuerto de
  Hermosillo, S.A. de C.V., Aeropuerto de La Paz, S.A. de C.V., Aeropuerto de
  Los Mochis, S.A. de C.V., Aeropuerto de Manzanillo, S.A. de C.V., Aeropuerto
  de Mexicali, S.A. de C.V., Aeropuerto de Los Mochis, S.A. de C.V., Aeropuerto
  de Puerto Vallarta, S.A. de C.V., Aeropuerto de San Jose del Cabo, S.A. de
  C.V., Aeropuerto de Tijuana, S.A. de C.V., AMP, AENA, Aeropuerto del Pacifico
  Angeles, S.A. de C.V., Inversora del Noroeste, S.A. de C.V., Grupo Dragados,                                                                                                                                                                                                                                                                                                                                                                                                             
|            | 
|            |  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            

152

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|     |  |                                                                                                                                                                                                                   
|---- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|     |  | S.A., and Grupo Empresarial Angeles, S.A. de C.V., together with an
  English translation (incorporated by reference to our registration statement
  on Form F-1 (File No. 333-131220) filed on January 23, 2006).
|     |  |                                                                                                                                                                                                                   
|8.1  |  | List of
  subsidiaries of the Company (incorporated by reference to our registration
  statement on Form F-1 (File No. 333-131220) filed on January 23, 2006).                                                    
|     | 
|     |  |                                                                                                                                                                                                                   
|11.1 |  | Code of
  Ethics of the Company (incorporated by reference to our annual report on Form
  20-F for the year ended December 31, 2005, filed on May 10, 2007.                                                       
|     | 
|     |  |                                                                                                                                                                                                                   
|12.1 |  | Certification
  of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act
  of 2002.                                                                                                           
|     |  |                                                                                                                                                                                                                   
|12.2 |  | Certification
  of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act
  of 2002.                                                                                                           
|     |  |                                                                                                                                                                                                                   
|13.1 |  | Certifications
  of Chief Financial Officer and Chief Executive Officer pursuant to Section
  906 of the Sarbanes-Oxley Act of 2002.                                                                              
|     | 

153

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SIGNATURES

The
registrant hereby certifies that it meets all of the requirements for filing on
Form 20-F and that it has duly caused and authorized the undersigned to sign
this registration statement on its behalf.

| |                                                 
| | ------------------------------------------------
| | Grupo Aeroportuario del Pacífico, S.A.B. de C.V.

| |     |                           |                          
| | --- | ------------------------- | -------------------------
| | By: | /s/ RODRIGO
GUZMÁN PERERA
| |     |                          
| |     | Name:                     | Rodrigo
  Guzmán Perera  
| |     | Title:                    | Chief
  Financial Officer

Dated: June 29, 2007

154

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Report of Independent Registered Public
Accounting Firm
to the Board of Directors and Stockholders of Grupo Aeroportuario del Pacífico,
S.A.B. de
C.V.

We have
audited the accompanying consolidated balance sheet of Grupo Aeroportuario del
Pacífico, S.A.B. de C.V. and subsidiaries (the Company) as of December 31,
2006 and 2005, and the related consolidated statements of income, changes in
stockholders equity and changes in financial position for each of the three
years in the period ended December 31, 2006. These financial statements are the
responsibility of the Companys management. Our responsibility is to express an
opinion on these financial statements based on our audits.

We conducted
our audits in accordance with the standards of the Public Company Accounting
Oversight Board (United States).  Those
standards require that we plan and perform the audit to obtain reasonable
assurance about whether the financial statements are free of material
misstatement. The Company is not required to have, nor were we engaged to
perform, an audit of its internal control over financial reporting.  Our audits included consideration of
internal control over financial reporting as a basis for designing audit
procedures that are appropriate under the circumstances but not for the purpose
of expressing an opinion on the effectiveness of the Companys internal control
over financial reporting.  Accordingly,
we express no such opinion.  An audit
includes examining, on a test basis, evidence supporting the amounts and
disclosures in the financial statements, assessing the financial reporting
standards used and significant estimates made by the management, as well as
evaluating the overall financial statement presentation.  We believe that our audits provide a
reasonable basis for our opinion.

In our
opinion, such consolidated financial statements present fairly, in all material
respects, the financial position of Grupo Aeroportuario del Pacífico, S.A.B. de
C.V. and subsidiaries as of December 31, 2006 and 2005, and the results of their
operations, changes in their stockholders equity and changes in their
financial position for each of the three years in the period ended December 31,
2006, in conformity with the Mexican Financial Reporting Standards.

Mexican
Financial Reporting Standards vary in certain significant respects from
accounting principles generally accepted in the United States of America (U.S.
GAAP).  Information relating to the
nature and effect of such differences is presented in Note 23 to the
consolidated financial statements.

As discussed
in Note 23 to the accompanying consolidated financial statements, the
consolidated statement of cash flows for the years ended December 31, 2005 and
2004 prepared under U.S. GAAP have been restated.

The
accompanying consolidated financial statements have been translated into
English solely for the convenience of readers in the country of use.

Galaz, Yamazaki, Ruiz Urquiza, S. C.Member of Deloitte Touche Tohmatsu

|/s/ Salvador
  A. Sánchez Barragán 
|-----------------------------------
|                                   
|C.P.C. Salvador A. Sánchez Barragán
|June 21,
  2007                    

F-1

---



Grupo
Aeroportuario del Pacífico, S.A.B. de C.V. and Subsidiaries

Consolidated Balance SheetsAs of December 31, 2006 and 2005
(In thousands of Mexican Pesos of purchasing power of December 31, 2006)

|                                                                             |  |      |            |      |     |            | 
|---------------------------------------------------------------------------- |  | ---- | ---------- | ---- | --- | ---------- | 
|                                                                             |  | 2006 |            | 2005 |    
|                                                                             |  |      |            |      |     |            | 
|Assets                                                                       |  |      |            |      |     |            | 
|Current assets:                                                              |  |      |            |      |     |            | 
|Cash and cash equivalents (Note 4)                                           |  | Ps.  | 897,368    |      | Ps. | 815,066    | 
|Financial investments held for trading
  purposes (Note 5)                   |  |      | 124,960    |      |     | 120,705    | 
|Trade accounts receivable   net (Note
6)                                    |  |      | 392,330    |      |     | 376,531    | 
|Recoverable taxes, mainly recoverable tax
  on assets (Note 15.b)            |  |      | 225,795    |      |     |           | 
|Embedded derivatives                                                         |  |      | 42         |      |     | 79         | 
|Other accounts receivable                                                    |  |      | 5,555      |      |     | 20,012     | 
|                                                                             |  |      |            |      |     |            | 
|Total current assets                                                         |  |      | 1,646,050  |      |     | 1,332,393  | 
|                                                                             |  |      |            |      |     |            | 
|Buildings, building improvements, machinery
  and equipment    net (Note 7) |  |      | 2,361,574  |      |     | 1,915,511  | 
|                                                                             |  |      |            |      |     |            | 
|Airport concessions  net (Note 8)                                           |  |      | 17,397,363 |      |     | 17,813,236 | 
|                                                                             |  |      |            |      |     |            | 
|Rights to use airport facilities  net
  (Note 9)                            |  |      | 2,393,567  |      |     | 2,489,928  | 
|                                                                             |  |      |            |      |     |            | 
|Other acquired rights  net (Note 10)                                        |  |      | 851,489    |      |     | 871,063    | 
|                                                                             |  |      |            |      |     |            | 
|Recoverable income taxes (Note 15.a)                                         |  |      | 79,668     |      |     | 90,979     | 
|                                                                             |  |      |            |      |     |            | 
|Embedded derivatives                                                         |  |      | 18,458     |      |     | 16,638     | 
|                                                                             |  |      |            |      |     |            | 
|Deferred income taxes (Note 15.e)                                            |  |      | 686,607    |      |     | 730,465    | 
|                                                                             |  |      |            |      |     |            | 
|Preoperating costs                                                           |  |      | 31,245     |      |     | 24,670     | 
|                                                                             |  |      |            |      |     |            | 
|Intangible asset for labor obligations
  (Note 11)                           |  |      | 23,688     |      |     | 24,237     | 
|                                                                             |  |      |            |      |     |            | 
|Other assets                                                                 |  |      | 26,002     |      |     | 22,368     | 
|                                                                             |  |      |            |      |     |            | 
|                                                                             |  |      |            |      |     |            | 
|Total                                                                        |  | Ps.  | 25,515,711 |      | Ps. | 25,331,488 | 
|                                                                             |  |      |            |      |     |            | 

(Continued)

F-2

---



Grupo Aeroportuario del Pacífico, S.A.B. de C.V. and
Subsidiaries

Consolidated Balance SheetsAs of December 31, 2006 and 2005
(In thousands of Mexican Pesos of purchasing power of December 31, 2006)

|                                                                                     |  |      |            |      |     |            | 
|------------------------------------------------------------------------------------ |  | ---- | ---------- | ---- | --- | ---------- | 
|                                                                                     |  | 2006 |            | 2005 |    
|Liabilities and Stockholders Equity                                                 |  |      |            |      |     |            | 
|Current liabilities:                                                                 |  |      |            |      |     |            | 
|Concession taxes payable                                                             |  | Ps.  | 22,883     |      | Ps. | 21,409     | 
|Due to
  Aeropuertos Mexicanos del Pacífico, S.A. de C.V.,
  related party (Note 14) |  |      | 51,655     |      |     | 43,396     | 
|Accounts
  payable                                                                   |  |      | 126,974    |      |     | 113,331    | 
|Taxes payable, other than income and
  concession taxes payable                      |  |      | 45,734     |      |     | 33,581     | 
|Income tax and tax on assets payable                                                 |  |      | 17,990     |      |     | 29,644     | 
|Statutory employee profit sharing                                                    |  |      | 1,471      |      |     | 696        | 
|                                                                                     |  |      |            |      |     |            | 
|Total current liabilities                                                            |  |      | 266,707    |      |     | 242,057    | 
|                                                                                     |  |      |            |      |     |            | 
|Deposits received                                                                    |  |      | 32,564     |      |     | 22,670     | 
|Labor obligations (Note 11)                                                          |  |      | 32,976     |      |     | 31,440     | 
|                                                                                     |  |      |            |      |     |            | 
|Total liabilities                                                                    |  |      | 332,247    |      |     | 296,167    | 
|                                                                                     |  |      |            |      |     |            | 
|                                                                                     |  |      |            |      |     |            | 
|Commitments and contingencies  (Notes 16 and 17)                                     |  |      |            |      |     |            | 
|                                                                                     |  |      |            |      |     |            | 
|Stockholders equity (Note 12):                                                      |  |      |            |      |     |            | 
|Common stock                                                                         |  |      | 23,462,294 |      |     | 23,462,294 | 
|Legal reserve                                                                        |  |      | 172,631    |      |     | 122,135    | 
|Retained earnings                                                                    |  |      | 1,548,539  |      |     | 1,119,611  | 
|Cumulative initial effect of deferred
  income taxes                                 |  |      |           |      |     | 331,281    | 
|                                                                                     |  |      |            |      |     |            | 
|Total stockholders equity                                                           |  |      | 25,183,464 |      |     | 25,035,321 | 
|                                                                                     |  |      |            |      |     |            | 
|                                                                                     |  |      |            |      |     |            | 
|Total                                                                                |  | Ps.  | 25,515,711 |      | Ps. | 25,331,488 | 
|                                                                                     |  |      |            |      |     |            | 

(Concluded)

See
accompanying notes to consolidated financial statements.

F-3

---



Grupo Aeroportuario del Pacífico, S.A.B. de C.V. and
Subsidiaries

Consolidated
Statements of IncomeFor the years ended
December 31, 2006, 2005 and 2004(In thousands of Mexican Pesos of purchasing power of December 31,
2006, except share
and per share data)

|                                                                                                                          |  |     |           |   |     |           |   |     |           |  
|------------------------------------------------------------------------------------------------------------------------- |  | --- | --------- | - | --- | --------- | - | --- | --------- | -
|                                                                                                                          |  |     | 2006      |   |     | 2005      |   |     | 2004      |  
|Revenues (Notes
  14 and 19):                                                                                             |  |     |           |   |     |           |   |     |           |  
|Aeronautical
  services                                                                                                   |  | Ps. | 2,390,333 |   | Ps. | 2,198,472 |   | Ps. | 1,940,926 |  
|Non-aeronautical
  services                                                                                               |  |     | 545,473   |   |     | 497,792   |   |     | 414,050   |  
|                                                                                                                          |  |     |           |   |     |           |   |     |           |  
|                                                                                                                          |  |     | 2,935,806 |   |     | 2,696,264 |   |     | 2,354,976 |  
|                                                                                                                          |  |     |           |   |     |           |   |     |           |  
|Operating costs:                                                                                                          |  |     |           |   |     |           |   |     |           |  
|Cost of services
  (Note 20)                                                                                              |  |     | 732,216   |   |     | 677,104   |   |     | 655,726   |  
|Technical
  assistance fees (Note 14)                                                                                     |  |     | 105,317   |   |     | 96,104    |   |     | 81,213    |  
|Concession taxes
  (Note 14)                                                                                              |  |     | 145,849   |   |     | 133,909   |   |     | 116,964   |  
|Depreciation and
  amortization (Note 21)                                                                                 |  |     | 717,171   |   |     | 642,132   |   |     | 596,347   |  
|                                                                                                                          |  |     |           |   |     |           |   |     |           |  
|                                                                                                                          |  |     | 1,700,553 |   |     | 1,549,249 |   |     | 1,450,250 |  
|                                                                                                                          |  |     |           |   |     |           |   |     |           |  
|Income from
  operations                                                                                                  |  |     | 1,235,253 |   |     | 1,147,015 |   |     | 904,726   |  
|                                                                                                                          |  |     |           |   |     |           |   |     |           |  
|                                                                                                                          |  |     |           |   |     |           |   |     |           |  
|Net
  comprehensive financing income (expense):                                                                           |  |     |           |   |     |           |   |     |           |  
|Interest income
   net                                                                                                   |  |     | 75,132    |   |     | 93,464    |   |     | 62,768    |  
|Exchange gain
  (loss)  net                                                                                              |  |     | 5,350     |   |     | (11,248   | ) |     | 9,682     |  
|Monetary
  position loss                                                                                                  |  |     | (53,170   | ) |     | (49,071   | ) |     | (86,560   | )
|Gain (loss) from
  embedded derivatives                                                                                   |  |     | 1,783     |   |     | (21,113   | ) |     | (1,231    | )
|                                                                                                                          |  |     |           |   |     |           |   |     |           |  
|                                                                                                                          |  |     | 29,095    |   |     | 12,032    |   |     | (15,341   | )
|                                                                                                                          |  |     |           |   |     |           |   |     |           |  
|                                                                                                                         
|Other income
  (expenses)  net                                                                                           |  |     | 1,682     |   |     | (848      | ) |     | (2,550    | )
|                                                                                                                          |  |     |           |   |     |           |   |     |           |  
|                                                                                                                         
|Income before
  income taxes, statutory employee profit sharing and cumulative effect of
  change in accounting principle |  |     | 1,266,030 |   |     | 1,158,199 |   |     | 886,835   |  
|                                                                                                                          |  |     |           |   |     |           |   |     |           |  
|Income tax
  expense (Note 15)                                                                                            |  |     | 370,189   |   |     | 472,009   |   |     | 495,768   |  
|                                                                                                                          |  |     |           |   |     |           |   |     |           |  
|Statutory
  employee profit sharing expense (Note 15)                                                                     |  |     | 1,445     |   |     | 696       |   |     | 802       |  
|                                                                                                                          |  |     |           |   |     |           |   |     |           |  
|                                                                                                                          |  |     |           |   |     |           |   |     |           |  
|Income before
  cumulative effect of change in accounting principle                                                       |  |     | 894,396   |   |     | 685,494   |   |     | 390,265   |  
|                                                                                                                         
|Cumulative
  effect of change in accounting principle  net                                                               |  |     |          |   |     |          |   |     | 26,172    |  
|                                                                                                                          |  |     |           |   |     |           |   |     |           |  

(continued)

F-4

---



|                                                       |  |      |             |      |     |             |  |     |             | 
|------------------------------------------------------ |  | ---- | ----------- | ---- | --- | ----------- |  | --- | ----------- | 
|                                                       |  | 2006 |             | 2005 |     | 2004        | 
|                                                      
|Consolidated net
  income                              |  | Ps.  | 894,396     |      | Ps. | 685,494     |  | Ps. | 416,437     | 
|                                                       |  |      |             |      |     |             |  |     |             | 
|                                                      
|Weighted average
  number of common shares outstanding |  |      | 561,000,000 |      |     | 561,000,000 |  |     | 561,000,000 | 
|                                                       |  |      |             |      |     |             |  |     |             | 
|                                                      
|Basic earnings
  per share (in Mexican Pesos) from:    |  |      |             |      |     |             |  |     |             | 
|Continuing
  operations                                |  | Ps.  | 1.5943      |      | Ps. | 1.2219      |  | Ps. | 0.6957      | 
|Cumulative
  effect of change in accounting principle  |  |      |            |      |     |            |  |     | 0.0466      | 
|                                                       |  |      |             |      |     |             |  |     |             | 
|                                                      
|Basic earnings
  per share (in Mexican Pesos)          |  | Ps.  | 1.5943      |      | Ps. | 1.2219      |  | Ps. | 0.7423      | 
|                                                       |  |      |             |      |     |             |  |     |             | 

(Concluded)

See accompanying notes to consolidated financial
statements.

F-5

---



Grupo Aeroportuario del Pacfico, S.A.B. de C.V. and
Subsidiaries

Consolidated
Statements of Changes in 
Stockholders EquityFor the years ended December 31, 2006, 2005 and 2004
(In thousands of Mexican Pesos of purchasing power of December 31, 2006, except
share data)



|                                                                                                                    |  |                    |             |                |     |                 |  |                     |         |                                                               |     |                                |   |     |           |  |     |            |  
|------------------------------------------------------------------------------------------------------------------- |  | ------------------ | ----------- | -------------- | --- | --------------- |  | ------------------- | ------- | ------------------------------------------------------------- | --- | ------------------------------ | - | --- | --------- |  | --- | ---------- | -
|                                                                                                                    |  | Number of
  Shares |             | Common
  Stock |     | Legal
  Reserve |  | Retained
  Earnings |         | Cumulative 
  Initial Effect
  of
  Deferred
  Income
  Taxes |     | Total
  Stockholders
  Equity |  
|Balances as of January 1, 2004                                                                                      |  |                    | 561,000,000 |                | Ps. | 23,462,294      |  | Ps.                 | 85,232  |                                                               | Ps. | 1,454,577                      |   | Ps. | 331,281   |  | Ps. | 25,333,384 |  
|                                                                                                                   
|Transfer of
earnings to legal reserve                                                                               |  |                    |            |                |     |                |  |                     | 16,318  |                                                               |     | (16,318                        | ) |     |          |  |     |           |  
|Dividends
declared and paid, 0.543 pesos
  per share  (Note 12.b)                                                   |  |                    |            |                |     |                |  |                     |        |                                                               |     |                               |   |     |          |  |     | (305,180   | )
|Comprehensive
income                                                                                                |  |                    |            |                |     |                |  |                     |        |                                                               |     | 416,437                        |   |     |          |  |     | 416,437    |  
|                                                                                                                    |  |                    |             |                |     |                 |  |                     |         |                                                               |     |                                |   |     |           |  |     |            |  
|                                                                                                                   
|Balances as of December 31, 2004                                                                                    |  |                    | 561,000,000 |                |     | 23,462,294      |  |                     | 101,550 |                                                               |     | 1,549,516                      |   |     | 331,281   |  |     | 25,444,641 |  
|                                                                                                                   
|Transfer of
earnings to legal reserve                                                                               |  |                    |            |                |     |                |  |                     | 20,585  |                                                               |     | (20,585                        | ) |     |          |  |     |           |  
|Dividends
declared and paid, 1.951 pesos
  per share  (Notes 12.d and 12.f)                                         |  |                    |            |                |     |                |  |                     |        |                                                               |     | (1,094,814                     | ) |     |          |  |     | (1,094,814 | )
|                                                                                                                    |  |                    |             |                |     |                 |  |                     |         |                                                               |     |                                |   |     |           |  |     |            |  
|Comprehensive
income                                                                                                |  |                    |            |                |     |                |  |                     |        |                                                               |     | 685,494                        |   |     |          |  |     | 685,494    |  
|                                                                                                                    |  |                    |             |                |     |                 |  |                     |         |                                                               |     |                                |   |     |           |  |     |            |  
|                                                                                                                   
|Balances as of December 31, 2005                                                                                    |  |                    | 561,000,000 |                |     | 23,462,294      |  |                     | 122,135 |                                                               |     | 1,119,611                      |   |     | 331,281   |  |     | 25,035,321 |  
|                                                                                                                   
|Transfer of
earnings to legal reserve                                                                               |  |                    |            |                |     |                |  |                     | 33,932  |                                                               |     | (33,932                        | ) |     |          |  |     |           |  
|                                                                                                                   
|Transfer of
cumulative initial effect of
  deferred income taxes to retained earnings and legal reserve (Note 12.i) |  |                    |            |                |     |                |  |                     | 16,564  |                                                               |     | 314,717                        |   |     | (331,281) |  |     |           |  
|Dividends
declared and paid, 1.330 pesos
  per share  (Note 12.h)                                                   |  |                    |            |                |     |                |  |                     |        |                                                               |     | (746,253)                      |   |     |          |  |     | (746,253)  |  
|Comprehensive
income                                                                                                |  |                    |            |                |     |                |  |                     |        |                                                               |     | 894,396                        |   |     |          |  |     | 894,396    |  
|                                                                                                                    |  |                    |             |                |     |                 |  |                     |         |                                                               |     |                                |   |     |           |  |     |            |  
|Balances as of December 31, 2006                                                                                    |  |                    | 561,000,000 |                | Ps. | 23,462,294      |  | Ps.                 | 172,631 |                                                               | Ps. | 1,548,539                      |   | Ps. |          |  | Ps. | 25,183,464 |  
|                                                                                                                    |  |                    |             |                |     |                 |  |                     |         |                                                               |     |                                |   |     |           |  |     |            |  

See accompanying notes to consolidated
financial statements.

F-6

---



Grupo
Aeroportuario del Pacfico, S.A.B. de C.V. and Subsidiaries

Consolidated Statements of Changes in Financial
Position
For the years ended December 31, 2006, 2005
and 2004
(In thousands of Mexican Pesos of purchasing power of December 31, 2006)

|                                                                                                  |  |      |           |      |     |            |   |     |           |  
|------------------------------------------------------------------------------------------------- |  | ---- | --------- | ---- | --- | ---------- | - | --- | --------- | -
|                                                                                                  |  | 2006 |           | 2005 |     | 2004       |  
|Operating
  activities:                                                                           |  |      |           |      |     |            |   |     |           |  
|Consolidated
  net income                                                                         |  | Ps.  | 894,396   |      | Ps. | 685,494    |   | Ps. | 416,437   |  
|Items that
  did not require (generate) resources:                                                |  |      |           |      |     |            |   |     |           |  
|Depreciation
  and amortization                                                                   |  |      | 717,171   |      |     | 642,132    |   |     | 596,347   |  
|Provision
  for labor obligations                                                                 |  |      | 2,085     |      |     | 3,575      |   |     | 1,966     |  
|(Gain) loss
  from embedded derivatives                                                           |  |      | (1,783    | )    |     | 21,113     |   |     | 1,231     |  
|Deferred
  income taxes                                                                           |  |      | 105,186   |      |     | 118,280    |   |     | 183,546   |  
|                                                                                                  |  |      |           |      |     |            |   |     |           |  
|                                                                                                  |  |      | 1,717,055 |      |     | 1,470,594  |   |     | 1,199,527 |  
|Changes in
  operating assets and liabilities:                                                    |  |      |           |      |     |            |   |     |           |  
|(Increase)
  decrease in:                                                                         |  |      |           |      |     |            |   |     |           |  
|Financial
  investments held for trading purposes                                                 |  |      | (4,255    | )    |     | 139,571    |   |     | 438,318   |  
|Trade
  accounts receivable  net                                                                 |  |      | (15,799   | )    |     | 9,951      |   |     | 86,301    |  
|Recoverable
  taxes and other accounts receivable                                                 |  |      | (211,338  | )    |     | (15,845    | ) |     | 28,653    |  
|Recoverable
  tax on assets                                                                       |  |      | (61,328   | )    |     | (153,112   | ) |     | (163,906  | )
|Recoverable
  income taxes                                                                        |  |      | 11,311    |      |     | 6,169      |   |     | 25,533    |  
|                                                                                                  |  |      |           |      |     |            |   |     |           |  
|Increase
  (decrease) in:                                                                         |  |      |           |      |     |            |   |     |           |  
|Concession
  taxes payable                                                                        |  |      | 1,474     |      |     | 1,520      |   |     | 2,434     |  
|Due to Aeropuertos Mexicanos del Pacfico, S.A. de C.V.                                            |  |      | 8,259     |      |     | 17,395     |   |     | 11,093    |  
|Income tax
  and tax on assets payable                                                            |  |      | (11,654   | )    |     | 2,828      |   |     | 26,816    |  
|Deposits
  received                                                                               |  |      | 9,894     |      |     | 3,518      |   |     | 14,373    |  
|Accounts
  payable, taxes payable other than income taxes and statutory employee profit
  sharing |  |      | 26,571    |      |     | 20,506     |   |     | 49,815    |  
|Cumulative
  effect of change in accounting principle                                             |  |      |          |      |     |           |   |     | (26,172   | )
|                                                                                                  |  |      |           |      |     |            |   |     |           |  
|Net
  resources generated by operating activities                                                 |  |      | 1,470,190 |      |     | 1,503,095  |   |     | 1,692,785 |  
|                                                                                                  |  |      |           |      |     |            |   |     |           |  
|Financing
  activities - Dividends
  paid                                                         |  |      | (746,253  | )    |     | (1,094,814 | ) |     | (305,180  | )
|                                                                                                  |  |      |           |      |     |            |   |     |           |  

(continued)

F-7

---



|                                                            |  |     |          |   |     |           |   |     |           |  
|----------------------------------------------------------- |  | --- | -------- | - | --- | --------- | - | --- | --------- | -
|Investing
  activities:                                     |  |     |          |   |     |           |   |     |           |  
|Buildings,
  building improvements, machinery and equipment |  |     | (630,825 | ) |     | (605,488  | ) |     | (311,262  | )
|Other
  acquired rights                                     |  |     |         |   |     |          |   |     | (448,652  | )
|Preoperating
  costs                                        |  |     | (6,575   | ) |     | (6,881    | ) |     | (17,789   | )
|Other assets                                                |  |     | (4,235   | ) |     | 1,141     |   |     | 897       |  
|                                                            |  |     |          |   |     |           |   |     |           |  
|Net
  resources used in investing activities                |  |     | (641,635 | ) |     | (611,228  | ) |     | (776,806  | )
|                                                            |  |     |          |   |     |           |   |     |           |  
|Cash and
  cash equivalents:                                |  |     |          |   |     |           |   |     |           |  
|Net increase
  (decrease)                                   |  |     | 82,302   |   |     | (202,947  | ) |     | 610,799   |  
|Balance at
  beginning of year                              |  |     | 815,066  |   |     | 1,018,013 |   |     | 407,214   |  
|                                                            |  |     |          |   |     |           |   |     |           |  
|                                                           
|Balance at
  end of year                                    |  | Ps. | 897,368  |   | Ps. | 815,066   |   | Ps. | 1,018,013 |  
|                                                            |  |     |          |   |     |           |   |     |           |  

See
accompanying notes to consolidated financial statements.

(concluded)

F-8

---



Grupo Aeroportuario del Pacífico, S.A.B. de C.V. and
Subsidiaries

Notes to Consolidated Financial StatementsFor the years ended December 31, 2006, 2005 and 2004
(In thousands of Mexican Pesos of purchasing power of December 31, 2006, except
share
and per share data)

|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|-- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|1. | Activities and significant events                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|   | a. Activities                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|   | Grupo
  Aeroportuario del Pacífico, S.A.B. de C.V. (formerly Grupo Aeroportuario del
  Pacífco, S.A. de C.V.) and subsidiaries (the Company or GAP) was
  incorporated in May 1998 as a state-owned entity to manage, operate and
  develop 12 airport facilities, mainly in Mexicos Pacific Region. The airports are located in the
  following cities: Guadalajara, Puerto Vallarta, Tijuana, San José del Cabo,
  Silao (Bajío), Hermosillo, Mexicali, Los Mochis, La Paz, Manzanillo, Morelia
  and Aguascalientes                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|   | b. Significant events                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|   | The Company
  began operations on November 1, 1998. Prior to that date, the Companys
  activities were carried out by Aeropuertos y Servicios Auxiliares (ASA), a
  Mexican Government agency, which was responsible for the operation of all
  public airports in Mexico                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|   | The
  Companys formation was part of the Mexican Governments plan to open the
  Mexican Airport System to private investors. According to the guidelines of
  the Ministry of Communications and Transportation (SCT), 35 of the 58
  airports not requiring subsidies to operate were selected to participate in
  the two-stage program to transfer state-owned entities to the private sector.
  The airports were divided into four groups: the Southeast Group with 9
  airports (ASUR); the Mexico City Group, currently with 1 airport; the Pacific
  Group with the Companys 12 airports (GAP); and the Central-North Group with
  13 airports (GACN). As part of the programs first stage, strategic partners
  were selected for each of the airport groups (except for the Mexico City
  Group) through public bidding processes. In addition to acquiring a portion
  of the airport groups equity, the strategic partner has the right and
  obligation to enter into various agreements, including one to provide certain
  technical assistance services, as defined in the public bidding process. In
  the second stage, part or all of the Mexican Governments remaining equity
  holdings in each airport group will be offered to the general public in the
  securities markets.
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|   | In June
  1998, the subsidiaries of Grupo Aeroportuario del Pacífico, S. A. de C. V.
  were granted concessions by the SCT to manage, operate and develop each of
  the Pacific                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            

F-9

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| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
| | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | Groups 12
  airports and benefit from the use of the airport facilities, for a 50-year
  term beginning November 1, 1998. The cost of the concessions, which totaled
  Ps. 23,332,895 (Ps. 15,938,360 nominal pesos), was determined by the Mexican
  Government in August 1999, based upon the price paid by Aeropuertos Mexicanos
  del Pacífico, S.A. de C.V. (AMP) (the strategic stockholder of the Company)
  for its interests in GAP, as discussed below. On August 20, 1999, GAP entered
  into a Liabilities Assumption Agreement with each of its subsidiaries,
  whereby it assumed the liabilities incurred by each subsidiary derived from
  obtaining the concession. Such liabilities were capitalized by GAP as equity
  in favor of the Mexican Government on such date.                                                                                                                                                                                                                                                                                                                                                              
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
| | The term of
  the concession may be extended under certain circumstances by the SCT, for
  terms not to exceed an additional 50 years. Beginning on November 1, 1998,
  the Company is required to pay an annual tax to the Mexican Government,
  through the SCT, for use of the public property, equivalent to 5% of each
  concessionaires annual gross revenues, according to the concession terms and
  the Mexican Federal Duties Law.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
| | In
  conformity with the terms of the concessions, on November 1, 1998, the
  Company began to operate its twelve airports, assuming the rights and
  obligations that corresponded to ASA under ASAs agreements with clients and
  suppliers, as well as under certain environmental commitments. The remainder
  of the assets, liabilities and contingent obligations were retained by ASA.
  In December 1998, the Company acquired from the Mexican Government certain
  fixed assets, mainly machinery and equipment, for Ps. 110,411 (Ps. 72,581
  nominal pesos). However, title to all of the other long-term fixed assets
  within the airports is retained by the Mexican Government. Accordingly, upon
  expiration of the term of the concessions granted to the Company, the assets,
  including all of the improvements made to the airport facilities during the
  term of the concessions, shall automatically revert to the Mexican Government.
  Additionally, ASA and other agencies of the Mexican Government maintain the
  rights to provide certain services such as air traffic control, fuel supply
  and immigration control.
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
| | As mentioned
  above, in August 1999, the Mexican Government sold 15% of its equity holdings
  in GAP to AMP, who paid Ps. 2,453,400 (nominal pesos), excluding interest, in
  exchange for: (i) 84,150,000 Class I, Series BB shares; (ii) the right and
  obligation to enter into various agreements, including a technical assistance
  and transfer of technology agreement, as defined in the public bidding
  process; and (iii) a stock option agreement. Under the stock option
  agreement, AMP had the option to subscribe for newly issued Series B
  shares. The option expired unexercised on August 25, 2006.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
| | As of
  December 31, 2005, AMPs stockholders were Aeropuertos del Pacífico Noroeste,
  S.A. de C.V. (subsidiary of Holdinmex, S.A. de C.V. and Inversora del
  Noroeste, S.A. de C.V.) (25.5%), Aena Desarrollo Internacional, S. A. (25.5%), Inversora del
  Noroeste, S.A. de C. V. (subsidiary of Unión Fenosa) (20.84%) and Dragados
  Concesiones de Infraestructura, S. A. (whose ownership in these shares were
  succeeded by Desarrollo de Concesiones Aeroportuarias, S.A.) (28.16%). In February
  2006, immediately prior to the initial public offering of the Companys stock
  as discussed below, ownership of AMP changed to the following: Aena
  Desarrollo Internacional, S.A. (25.5%), Desarrollo de                                                                                                                                                                                                                                                                                                                                                                                                                               

F-10

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|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           |                                                                                                                                                              
|-- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | -------------------------------------------------------------------------------------------------------------------------------------------------------------
|   | Concesiones
  Aeroportuarias, S.A. (34.42%), Controladora Mexicana de Aeropuertos, S.A. de
  C.V. (25.5%) and Inversora del Noroeste, S.A. de C.V. (14.58%).  During May 2006, Inversora del Noreste,
  S.A. de C.V. sold its participation in AMP to Controladora Mexicana de Aeropuertos,
  S.A. de C.V. and Desarrollo de Concesiones Aeroportuarias, S.A., who
  subsequently sold a portion of their participation in AMP to Aena Desarrollo
  Internacional, S.A. Accordingly,
  Aena Desarrollo held 32.78% and Controladora Mexicana de Aeropuertos, S.A. de
  C.V. and Desarrollo de Concesiones Aeroportuarias, S.A. held 33.61% each. Subsequently,
  each of these three partners sold their participation in AMP among each other
  so that at December 31, 2006, each partner held equal participation in AMP of
  33.333%.
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|   | Pursuant to
  the Companys bylaws, the technical assistance agreement and the
  participation agreement, AMP may not transfer more than 49% of its Series
  BB shares until after August 25, 2009.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|   | On December
  19, 2002, Pacífico Cargo, S.A. de C.V. (Pacífico Cargo) was incorporated as a
  subsidiary of the Company with the purpose of establishing a new cargo center
  in the Guadalajara airport. On November 9, 2006, in an Extraordinary
  Stockholders meeting, the stockholders approved the dissolution of Pacífico
  Cargo, due to the fact that the subsidiary would not be able to pursue its
  established purpose. This process concluded on December 31 2006, and the
  development of the project and future administration of the cargo center was
  transferred directly to the Guadalajara International Airport through a
  leasing model to third parties.                                                                                                                                                     
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|   | On February
  24, 2006, the Company made an initial public offering of its Series B
  shares, under which the Mexican Government, which held 85% of the voting
  common stock of the Company sold its shares, both in the U.S. stock market,
  via the New York Stock Exchange (under the symbol PAC), and in Mexico, via the Mexican stock exchange
  (under the symbol GAP-B). Consequently, as of such date, the Company became
  a public entity in both Mexico and the United States of America and is
  required to meet the various obligations and legal provisions applicable in
  each country for public entities.                                                                                                                                                                                                      
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|   | On October
  27, 2006 in an Extraordinary Stockholders Meeting, a modification of the
  Companys bylaws was approved, in order to adapt them to legislation required
  for public companies according to the Market Securities Law in México.
  Modifications included, among other things, a change in the denomination of
  the Company from a Sociedad Anónima de Capital Variable or S.A. de C.V. to
  a Sociedad Anónima Bursátil de Capital Variable, or S.A.B. de C.V.                                                                                                                                                                                                                                                                                                                                                     
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|2. | Basis of Presentation                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|   | a.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        | Translation into
  English  The accompanying consolidated
  financial statements have been translated from Spanish into English for use
  outside of Mexico.

F-11

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|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       |                                                                                                                                                                                                                                                                                                     |                                                                          
|-- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | -------------------------------------------------------------------------
|   | b.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    | Consolidation of
  financial statementsThe consolidated
  financial statements include those of Grupo Aeroportuario del Pacífico,
  S.A.B. de C.V. and its subsidiaries, of which GAP owns 99.99% of the shares
  representing their common stock. The consolidated subsidiaries are as
  follows:
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       |                                                                                                                                                                                                                                                                                                    
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       | -                                                                                                                                                                                                                                                                                                   | Aeropuerto de Tijuana, S.A. de C.V.                                      
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       | -                                                                                                                                                                                                                                                                                                   | Aeropuerto de Mexicali, S.A. de C.V.                                     
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       | -                                                                                                                                                                                                                                                                                                   | Aeropuerto de Hermosillo, S.A. de C.V.                                   
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       | -                                                                                                                                                                                                                                                                                                   | Aeropuerto de Los Mochis, S.A. de C.V.                                   
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       | -                                                                                                                                                                                                                                                                                                   | Aeropuerto de Manzanillo, S.A. de C.V.                                   
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       | -                                                                                                                                                                                                                                                                                                   | Aeropuerto de Guadalajara, S.A. de C.V.                                  
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       | -                                                                                                                                                                                                                                                                                                   | Aeropuerto de Puerto Vallarta, S.A. de C.V.                              
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       | -                                                                                                                                                                                                                                                                                                   | Aeropuerto de San José del Cabo, S.A. de C.V.                            
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       | -                                                                                                                                                                                                                                                                                                   | Aeropuerto de La Paz, S.A. de C.V.                                       
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       | -                                                                                                                                                                                                                                                                                                   | Aeropuerto
  de Morelia, S.A. de C.V.                                    
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       | -                                                                                                                                                                                                                                                                                                   | Aeropuerto
  de Aguascalientes, S.A. de C.V.                             
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       | -                                                                                                                                                                                                                                                                                                   | Aeropuerto del Bajío, S.A. de C.V.                                       
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       | -                                                                                                                                                                                                                                                                                                   | Servicios a la Infraestructura Aeroportuaria del Pacífico, S.A. de
  C.V.
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       | -                                                                                                                                                                                                                                                                                                   | Pacífico
  Cargo, S.A. de C.V.                                           
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       |                                                                                                                                                                                                                                                                                                     |                                                                          
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       | All
  significant intercompany balances, transactions and investments have been
  eliminated in the accompanying consolidated financial statements.                                                                                                                                                
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       |                                                                                                                                                                                                                                                                                                    
|   | c.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    | Reclassifications
  For
  comparability with the consolidated balance sheet as of December 31, 2006,
  amounts that were presented within cash and temporary investments in the
  December 31, 2005 balance sheet were reclassified to financial investments
  held for trading purposes..        
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       |                                                                                                                                                                                                                                                                                                    
|3. | Summary of significant accounting policies                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|   | New financial reporting
  standards As of June 1, 2004, the function of establishing
  and issuing Mexican Financial Reporting Standards (MFRS) became the
  responsibility of the Mexican Board for Research and Development of Financial
  Reporting Standards (CINIF). CINIF changed the terminology referring to the
  body of Mexican accounting principles from accounting principles generally
  accepted in Mexico, previously promulgated by the Mexican Institute of Public
  Accountants (IMCP) to MFRS. As of December 31, 2005, eight Series A standards
  had been issued (NIF A-1 to NIF A-8), representing the Conceptual Framework.
  Additionally, NIF B-1, Accounting Changes
  and Correction of Errors, was issued. The Series A NIFs and NIF
  B-1 went into effect as of January 1, 2006. Application of these new MFRS did
  not have a material impact on the Companys financial position, results of
  operations or related disclosures.
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|   | The
  accompanying consolidated financial statements have been prepared in
  conformity with MFRS, which require that management make certain estimates
  and use certain assumptions that affect the amounts reported in the financial
  statements and their related                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               

F-12

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disclosures;
however, actual results may differ from such estimates. The Companys
management, upon applying professional judgment, considers that estimates made
and assumptions used were adequate under the circumstances. The significant
accounting policies of the Company are as follows.

|   |                          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|-- | ------------------------ | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|a. | New Accounting Policies:
|   |                         
|   | -                        | On January
  1, 2005, the Company adopted Bulletin B-7, Business Acquisitions (B-7). B-7
  provides updated rules for the accounting treatment of business acquisitions
  and investments in associated entities. It establishes, among other things,
  the adoption of the purchase method as the only accounting method for
  business combinations; it eliminates the amortization of goodwill, which is
  now subject to impairment rules; it establishes rules for the accounting
  treatment of asset transfers or share exchange among entities under common
  control as well as for the acquisition of minority interest based on the
  provisions of Bulletin B-8, Consolidated and Combined Financial Statements
  and Valuation of Permanent Investments in Shares. The adoption of this
  Bulletin did not have significant effects on the Companys consolidated
  financial position or results of operations.                                                                    
|   |                          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   | -                        | On January
  1, 2005, the Company adopted revised Bulletin C-2, Financial Instruments
  (revised C-2). Revised C-2 establishes that any variances in the fair value
  of financial instruments classified as available-for-sale must be recognized
  in other comprehensive income and reclassified to current earnings upon sale
  of such instruments. Revised C-2 also permits reclassifications among the
  different categories under which financial instruments are classified,
  provided that conditions and rules for their accounting recognition are met.
  It also extends the applicability of impairment rules to financial
  instruments classified as available-for-sale and provides more precise rules
  for their recognition. The adoption of this revised Bulletin did not have
  significant effects on the Companys consolidated financial position or
  results of operations.                                                                                         
|   |                          |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   | -                        | On January
  1, 2005, the Company adopted the revised provisions to Bulletin D-3, Labor Obligations (D-3), related to the
  recognition of the liability for severance payments at the end of the work
  relationship for reasons other than restructuring, which is recorded using
  the projected unit credit method, based on calculations by independent
  actuaries. D-3 grants the option to immediately recognize, in current
  earnings, the resulting transition asset or liability, or to amortize it over
  the average remaining labor life of employees. Through December 31, 2004,
  severance payments were charged to results when the liability was determined
  to be payable. The accrued liability as of January 1, 2005, calculated by
  independent actuaries, was Ps. 29,848. The Company chose to record such
  amount as a transition asset to be amortized using the straight-line method
  over the average labor life of employees expected to receive such benefits.

F-13

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|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     |                                                                                                                                                                                                                                                                                                                                                                                                             
|-- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|b. | Recognition of the effects of inflationThe
  Company restates its consolidated financial statements to Mexican peso
  purchasing power as of the most recent balance sheet date presented, thereby recognizing the effects of inflation
  in the financial information in conformity with Bulletin B-10, Recognition of the Effects of Inflation in
  Financial Information. The financial statements of the prior
  period have also been restated in terms of Mexican pesos of the latest period
  presented. The rates of inflation used to restate the consolidated financial
  statements as of December 31, 2005 and 2004 were 4.05% and 7.51%,
  respectively, which represents the inflation from December 31, 2005 and
  December 31, 2004, respectively, until December 31, 2006, based on the
  National Consumer Price Index (NCPI) published by the Central Bank of Mexico.
  Consequently, all financial statement amounts are comparable, both for the
  current and the prior periods, to the extent that all are stated in terms of
  Mexican pesos of the same purchasing power.
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|   | Procedures to recognize the effects of inflation in terms of Mexican
  pesos of purchasing power at the time of closing were as follows:                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|   | -                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   | Balance
  sheets:                                                                                                                                                                                                                                                                                                                                                                                           
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     |                                                                                                                                                                                                                                                                                                                                                                                                             
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     | Non-monetary assets are restated using a factor derived from the NCPI
  from the date of acquisition. Depreciation and amortization of restated asset
  values are calculated using the straight-line method based on the estimated
  economic useful life of each asset.                                                                                                                                   
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     |                                                                                                                                                                                                                                                                                                                                                                                                             
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     | Common stock, legal reserve, retained earnings and the cumulative
  initial effect of deferred income taxes are restated using a factor derived
  from the NCPI, cumulative from the date of contribution or generation.                                                                                                                                                                                    
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     |                                                                                                                                                                                                                                                                                                                                                                                                             
|   | -                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   | Statementsof income:                                                                                                                                                                                                                                                                                                                                                                                        
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     |                                                                                                                                                                                                                                                                                                                                                                                                             
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     | Revenues and expenses that are associated with monetary items (trade
  receivables, cash, liabilities, etc.) are restated from the month in which
  they arise through period-end, based on factors derived from the NCPI.                                                                                                                                                                                  
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     |                                                                                                                                                                                                                                                                                                                                                                                                             
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     | Other expenses related to the consumption of non-monetary items are
  restated when incurred based on the restated value of the corresponding asset
  from the date of consumption of the non-monetary asset through the end of the
  period, using factors derived from the NCPI.                                                                                                                          
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     |                                                                                                                                                                                                                                                                                                                                                                                                             
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     | Monetary position loss, which represents the erosion of the
  purchasing power of monetary items caused by inflation, is determined by
  applying to net monetary assets or liabilities, at the beginning of each
  month, the factor of inflation derived from the NCPI and is restated through
  period-end with the corresponding factor. Losses result from maintaining a
  net monetary asset position.

F-14

---



|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                           |                                                                                                                                                                                                                                                                   
|-- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   | -                                                                                                                                                                                                                                                                                                                                                                                                                                                                         | Other statements:                                                                                                                                                                                                                                                 
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                           |                                                                                                                                                                                                                                                                   
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                           | The consolidated statements of changes in stockholders equity and
  changes in financial position present the changes in constant Mexican pesos,
  based on the financial position at prior year-end, restated to Mexican pesos
  as of the most recent year-end.
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                           |                                                                                                                                                                                                                                                                   
|c. | Cash and cash equivalents This
  line itemconsists
  mainly of bank deposits in checking accounts and readily available daily
  investments of cash surpluses. This line item is stated at nominal value plus
  accrued yields, which are recognized in results as they accrue.                                                                                                                                                                                         
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|d. | Financial investments for trading purposes
   According to its intent, from the date of
  acquisition, the Company classifies investments in marketable securities held
  for trading purposes, because the Company has the intention to trade the debt
  and equity instruments in the short-term, before their maturity; these
  investments are stated at fair value and any fluctuations in the value of
  these investments are recognized within current earnings.
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|e. | Allowance for doubtful
  accounts The
  Company systematically and periodically reviews the aging and collection of
  its accounts receivable and records an allowance for doubtful accounts when
  evidence exists that they will not be fully recoverable.                                                                                                                                                                                                            
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|f. | Buildings, building
  improvements, machinery and equipment  These
  assets are initially recorded at acquisition cost and are restated using
  factors derived from the NCPI. Depreciation is calculated using the
  straight-line method based on the remaining useful lives of the related
  assets.                                                                                                                                                                 
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|g. | Airport concessions Concessions to manage, operate and
  develop each of the airports are recorded at acquisition cost and restated
  using factors derived from the NCPI. Amortization is calculated using the
  straight-line method over the concession life of 50 years, as described in
  Note 8.                                                                                                                                                                  
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|h. | Rights to use airport
  facilities Rights to use airport facilities
  are recorded at the nominal cost of the airport facilities as recorded by ASA
  and are restated using factors derived from the NCPI. Amortization is
  calculated using the straight-line method based on the remaining useful lives
  of the related assets, as described in Note 8.                                                                                                            
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|i. | Other acquired rights
   Other acquired rights are recorded at acquisition cost and restated using factors
  derived from the NCPI. Amortization is calculated using the straight-line
  method over the period from the date of acquisition, as described in Note 10,
  to the end of the 50-year concession term.                                                                                                                                                     
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|j. | Impairment of long-lived assets in use-
  The Company reviews the carrying amounts of long-lived assets in use,
  pursuant to Bulletin C-15, Accounting for the Impairment and Disposal of
  Long-Lived Assets, when an impairment indicator suggests that such                                                                                                                                                                                                          

F-15

---



|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|-- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   | amounts
  might not be recoverable. Impairment is recorded when the carrying amounts
  exceed the greater of the present value of future net cash flows or the net
  sales price upon disposal. The impairment indicators considered for these
  purposes are, among others, operating losses or negative cash flows in the
  period if they are combined with a history or projection of losses,
  depreciation and amortization charged to results, which in percentage terms
  in relation to revenues are substantially higher than that of previous years,
  obsolescence, reduction in the demand for the products manufactured,
  competition and other legal and economic factors.
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|   | None of the
  12 airports can be considered an independent cash generating unit since, as
  described in Note 1, all are part of the Pacific Group package included in
  the Federal Governments bidding process. Therefore, each concessionaire must
  operate its airports regardless of their individual results. Accordingly, the
  Company reviews its long-lived assets for impairment on a consolidated basis.                                                                                                                                                                                                                                                                  
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|k. | Embedded derivative instruments -When
  lease agreements establish rental payments in a currency other than the
  functional currency of both parties to the agreement, the embedded
  derivative, whose underlying is the foreign currency, is segregated and
  stated at fair value and is recorded as an embedded derivative asset or
  liability. Subsequent changes in the fair value of the derivative asset or
  liability are recognized in earnings.                                                                                                                                                                                                                             
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|l. | Other assets 
  Costs incurred in the development phase that meet certain requirements and
  that the Company has determined will have future economic benefits are
  capitalized and amortized based on the straight-line method over five years.
  Disbursements that do not meet such requirements, as well as research costs,
  are recorded in results of the period in which they are incurred.
  Preoperating costs that meet certain requirements are capitalized and will be
  amortized over seven years using the straight-line method, beginning from the
  commencements of operations.                                                                                     
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|m. | Provisions Provisions are
  recognized for obligations that result from a past event, that are probable
  to result in the use of economic resources and that can be reasonably
  estimated.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|n. | Employee retirement obligations Liabilities from
  seniority premiums and, beginning in 2005, severance payments at the end of
  the work relationship are recognized as costs over employee years of service
  and are calculated by independent actuaries using the projected unit credit
  method at net discount rates.
  Accordingly, the liability is being accrued which, at present value,
  will cover the obligation from benefits projected to the estimated retirement
  date of the Companys employees. Through December 31, 2004, severance
  payments were charged to results when liability was determined to be payable.                                               
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|o. | Revenue recognition The majority of
  the Companys revenues are derived from rendering aeronautical services,
  which are generally related to the use of airport                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       

F-16

---



|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|-- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   | facilities by airlines and passengers.
  These revenues are regulated by the SCT through a maximum rate by workload
  unit. A workload unit is currently equivalent to one terminal
  passenger or 100 kilograms (220 pounds) of cargo.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|   | Revenues
  from non-aeronautical services consist mainly of the leasing of commercial
  space at the airport terminals (other than space deemed essential to airline
  operations), car parking, access fees charged to third parties providing food
  catering and other services at the airports, and other miscellaneous
  revenues.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|   | Commercial space
  within the terminals is leased through operating lease agreements, based on
  either a monthly fixed rent or a charge based on the higher of a minimum
  monthly rent or a percentage of the lessees monthly revenues.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|   | All
  revenues, except for the percentage of lessee monthly revenues on commercial
  rental contracts, are recognized within a maximum thirty-day term subsequent
  to the time passengers depart, planes land or other services are provided, as
  the case may be, considering that the events that occur and services that are
  rendered in any given month are invoiced and recognized within that same
  month. Revenues corresponding to the percentage of lessee monthly revenues on
  commercial rental contracts are recognized in the following month, with the
  exception of those revenues related to December, which are recognized within
  this same month.                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|p. | Foreign currency transactions
  According to the Mexican Federal Tax Code,
  foreign currency transactions are recorded at the exchange rate in effect at
  the day before the transaction date, published by the Central Bank of Mexico
  in the Federal Official Gazette (the difference between bank exchange rates
  in effect at the transaction date and the rates used by the Company is not
  considered material). Monetary assets and liabilities denominated in foreign
  currency are translated into Mexican pesos at the applicable exchange rate in
  effect at the balance sheet date. Exchange fluctuations are recorded as a
  component of net comprehensive financing result.                                                                                                                                                                                                                                                                                                                                                                                                                                    
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|q. | Income taxes, tax on assets and statutory
  employee profit sharing Income taxes and
  statutory employee profit sharing are recorded in results of the year in
  which they are incurred. Deferred income tax assets and liabilities are
  recognized for temporary differences resulting from comparing the accounting
  and tax values of assets and liabilities plus any future benefits from tax
  loss carryforwards. Deferred income
  tax assets are reduced by any benefits about which there is uncertainty as to
  their realizability. Deferred statutory employee profit sharing is
  derived from temporary differences between the accounting result and income
  for statutory employee profit sharing purposes and is recognized only when it
  can be reasonably assumed that they will generate a liability or benefit, and
  there is no indication that circumstances will change in such a way that the
  liabilities will not be paid or benefits will not be realized. As the Company
  has not identified significant differences between its accounting results and
  results for statutory employee profit

F-17

---



|   |                                                                    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|-- | ------------------------------------------------------------------ | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                    | sharing
  purposes, it has not recognized the deferred effects of statutory employee
  profit sharing.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|   |                                                                    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   |                                                                    | The tax on
  assets paid that is expected to be recoverable is recorded as an advance
  payment of income tax and is presented in the balance sheet increasing the
  deferred income tax asset.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   |                                                                    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   | r.                                                                 | Earnings per share Basic earnings per common share
  is calculated by dividing consolidated net income by the weighted average
  number of shares outstanding during the period. The Company does not have any
  dilutive securities; therefore basic and diluted earnings per share are the
  same. Cumulative effect of change in accounting principle per share is
  calculated by dividing the cumulative effect of change in accounting
  principle by the weighted average number of shares outstanding during the
  period. All weighted average number of shares outstanding used in per share
  calculations include the retroactive effects of the reduction of the number
  of shares (reverse stock split) described in Note 12.g.
|   |                                                                    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   | s.                                                                 | Concentrationof credit
  risk Financial
  instruments that potentially expose the Company to a significant
  concentration of credit risk are primarily trade accounts receivable;
  however, management believes that such risk is adequately covered by the
  allowance for doubtful accounts.                                                                                                                                                                                                                                                                                                                                                                                                                                                
|   |                                                                    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   | t.                                                                 | Comprehensive income According to Bulletin B-4, Comprehensive Income, comprehensive
  income is comprised of the net income of the period, plus other comprehensive
  income (loss) items of the same period, which, in accordance with MFRS, are
  presented directly in stockholders equity without affecting the consolidated
  statements of income. For the years ended December 31, 2006, 2005 and 2004,
  comprehensive income is represented only by the net income of the period.                                                                                                                                                                                                                                                     
|   |                                                                    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|4. | Cash and cash equivalents                                         
|   |                                                                   
|   | As of
  December 31, the balances are
  composed of the following:

|                                |  |      |         |      |     |         | 
|------------------------------- |  | ---- | ------- | ---- | --- | ------- | 
|                                |  | 2006 |         | 2005 |    
|                               
|Cash                            |  | Ps.  | 3,881   |      | Ps. | 12,105  | 
|Investments
  of cash surpluses |  |      | 893,487 |      |     | 802,961 | 
|                                |  |      |         |      |     |         | 
|                                |  |      |         |      |     |         | 
|                                |  | Ps.  | 897,368 |      | Ps. | 815,066 | 
|                                |  |      |         |      |     |         | 

F-18

---



|   |                                                                                                  
|-- | -------------------------------------------------------------------------------------------------
|5. | Financial investments held for trading purposes                                                  
|   |                                                                                                  
|   | Financial
  investments held for trading purposes are composed of the following at
  December 31:

|                                                  |  |                     |         |              |     |                     |  |              |         |  |     |         | 
|------------------------------------------------- |  | ------------------- | ------- | ------------ | --- | ------------------- |  | ------------ | ------- |  | --- | ------- | 
|                                                  |  | 2006                |         | 2005         |    
|                                                 
|                                                  |  | Cost of acquisition |         | Fair
  value |     | Cost of acquisition |  | Fair
  value |        
|                                                 
|Financial investments held for trading
  purposes |  | Ps.                 | 126,066 |              | Ps. | 124,960             |  | Ps.          | 119,138 |  | Ps. | 120,705 | 

|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|-- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   | Investments
  held for trading purposes are composed of PEMEX bonds, which are investment
  grade securities denominated in U.S. dollars, which pay interest at a
  guaranteed rate of 7.375%, due in 2014. However, according to the treasury
  policy of the Company, such bonds will be traded within one year of
  acquisition. PEMEX bonds are presented at fair value based on the market
  value of such securities at each balance sheet date.
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|6. | Trade accounts receivable                                                                                                                                                                                                                                                                                                                                                                                                                             
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|   | Trade
  accounts receivable are composed of the following at December 31:                                                                                                                                                                                                                                                                                                                                                                             

|                                                 |  |      |         |      |     |         |  
|------------------------------------------------ |  | ---- | ------- | ---- | --- | ------- | -
|                                                 |  | 2006 |         | 2005 |    
|                                                
|Accounts
  receivable                            |  | Ps.  | 436,070 |      | Ps. | 294,853 |  
|Accounts
  receivable from Cintra, related party |  |      |        |      |     | 119,920 |  
|                                                 |  |      |         |      |     |         |  
|                                                 |  |      | 436,070 |      |     | 414,773 |  
|Allowance
  for doubtful accounts                |  |      | (43,740 | )    |     | (38,242 | )
|                                                 |  |      |         |      |     |         |  
|                                                 |  |      |         |      |     |         |  
|                                                 |  | Ps.  | 392,330 |      | Ps. | 376,531 |  
|                                                 |  |      |         |      |     |         |  

| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
| | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | Accounts
  receivable include balances invoiced to domestic and international airlines
  for passenger charges of Ps. 314,666 and Ps. 303,778 as of December 31, 2006
  and 2005, respectively. Passenger charges are payable for each passenger
  (other than diplomats, infants, transfer and transit passengers) departing
  from the airport terminals operated by the Company and are collected by the
  airlines and subsequently remitted to the Company.
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
| | Until
  February 2006, the transactions with airlines and other entities controlled
  by Cintra, S.A. de C.V. (Cintra), were reported as related parties; however,
  subsequent to the sale of the Mexican Governments participation in the
  Company as discussed in Note 1, Cintra was no longer considered a related
  party. As of December 31, 2006 accounts receivable from Cintra are included
  within the general accounts receivable line item.      

F-19

---



|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|-- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   | The
  Guadalajara International Airport represented approximately 33%, 32% and 34%
  of consolidated revenues generated during the years ended December 31, 2006,
  2005 and 2004, respectively. Also, approximately 89%, 88% and 87% of
  consolidated revenues during the years ended December 31, 2006, 2005 and 2004
  were generated by the Companys six largest airports (Guadalajara, Tijuana,
  San José del Cabo, Puerto Vallarta, Bajío and Hermosillo).
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|7. | Buildings, building improvements, machinery and equipment                                                                                                                                                                                                                                                                                                                                                                                                          
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|   | Buildings,
  building improvements, machinery and equipment are composed of the following
  at December 31:                                                                                                                                                                                                                                                                                                                                                        

|                                    |  |      |           |      |     |                                      |   |  |             | 
|----------------------------------- |  | ---- | --------- | ---- | --- | ------------------------------------ | - |  | ----------- | 
|                                    |  | 2006 |           | 2005 |     | Average Annual
  Depreciation
  Rate |  
|                                   
|Machinery and equipment             |  | Ps.  | 346,227   |      | Ps. | 255,287                              |   |  | 10%         | 
|Office furniture and equipment      |  |      | 103,778   |      |     | 92,123                               |   |  | 10%         | 
|Computer equipment                  |  |      | 59,317    |      |     | 44,392                               |   |  | 30%         | 
|Transportation equipment            |  |      | 27,377    |      |     | 27,536                               |   |  | 25%         | 
|Communication equipment             |  |      | 14,153    |      |     | 6,589                                |   |  | 10% and 30% | 
|Buildings and building improvements |  |      | 1,926,188 |      |     | 1,192,291                            |   |  | 5%          | 
|                                    |  |      |           |      |     |                                      |   |  |             | 
|                                    |  |      | 2,477,040 |      |     | 1,618,218                            |   |  |             | 
|Less- accumulated depreciation      |  |      | (502,870  | )    |     | (380,099                             | ) |  |             | 
|                                    |  |      |           |      |     |                                      |   |  |             | 
|                                    |  |      | 1,974,170 |      |     | 1,238,119                            |   |  |             | 
|                                    |  |      |           |      |     |                                      |   |  |             | 
|Construction in-progress:           |  |      |           |      |     |                                      |   |  |             | 
|Buildings and building improvements |  |      | 382,737   |      |     | 644,700                              |   |  |             | 
|Other                               |  |      | 4,667     |      |     | 32,692                               |   |  |             | 
|                                    |  |      |           |      |     |                                      |   |  |             | 
|                                    |  |      | 387,404   |      |     | 677,392                              |   |  |             | 
|                                    |  |      |           |      |     |                                      |   |  |             | 
|                                    |  |      |           |      |     |                                      |   |  |             | 
|                                    |  | Ps.  | 2,361,574 |      | Ps. | 1,915,511                            |   |  |             | 
|                                    |  |      |           |      |     |                                      |   |  |             | 

|   |                                                                                                                                                                                                                                                                                                                                                                                  
|-- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   | Construction
  in-progress relates mainly to the remodeling of Puerto Vallarta, Guadalajara,
  San José del Cabo and Hermosillo airports. As of December 31, 2006,
  significant construction in progress for which execution and payment is still
  pending amounts to approximately Ps. 196,082, which is included in the Master
  Development Program, described in Note 16.b.
|   |                                                                                                                                                                                                                                                                                                                                                                                  
|8. | Airport concessions                                                                                                                                                                                                                                                                                                                                                              
|   |                                                                                                                                                                                                                                                                                                                                                                                  
|   | As described
  in Note 1.b, the Mexican Government granted concessions to manage, operate
  and develop 12 airports, and benefit from the use of the airport facilities
  over a 50-years term beginning November 1, 1998. The value of airport
  concessions and rights to                                                                                                      

F-20

---



| |                                                                                                                                              
| | ---------------------------------------------------------------------------------------------------------------------------------------------
| | use airport
  facilities was determined as explained in Note 1.b, and paid by GAP through
  the issuance of shares to the Mexican Government.
|
| | The table
  below shows the values of airport concessions and rights to use airport
  facilities as of December 31, 2006:                    

|                                  |  |     |            |  |  |                                            | 
|--------------------------------- |  | --- | ---------- |  |  | ------------------------------------------ | 
|                                  |  |     |            |  |  | Remaining
  amortization 
  term
  (years) | 
|                                  |  |     |            |  |  |                                            | 
|Acquisition cost assigned to:     |  | Ps. | 23,332,895 |  |  |                                            | 
|                                  |  |     |            |  |  |                                            | 
|Airport facilities rights of use: |  |     |            |  |  |                                            | 
|Runways, aprons, platforms        |  | Ps. | 759,871    |  |  | 28                                         | 
|Buildings                         |  |     | 845,092    |  |  | 18                                         | 
|Other facilities                  |  |     | 133,574    |  |  | 3                                          | 
|Land                              |  |     | 1,361,673  |  |  | 42                                         | 
|                                  |  |     |            |  |  |                                            | 
|                                  |  |     | 3,100,210  |  |  |                                            | 
|Airport concessions               |  |     | 20,232,685 |  |  | 42                                         | 
|                                  |  |     |            |  |  |                                            | 
|                                  |  |     |            |  |  |                                            | 
|                                  |  | Ps. | 23,332,895 |  |  |                                            | 
|                                  |  |     |            |  |  |                                            | 

| |                                                             
| | ------------------------------------------------------------
| | The value of
  the concessions at December 31 is as follows:

|                                 |  |      |            |      |     |            |  
|-------------------------------- |  | ---- | ---------- | ---- | --- | ---------- | -
|                                 |  | 2006 |            | 2005 |    
|                                
|Airport
  concessions            |  | Ps.  | 20,232,685 |      | Ps. | 20,232,685 |  
|Less-
  accumulated amortization |  |      | (2,835,322 | )    |     | (2,419,449 | )
|                                 |  |      |            |      |     |            |  
|                                 |  |      |            |      |     |            |  
|                                 |  | Ps.  | 17,397,363 |      | Ps. | 17,813,236 |  
|                                 |  |      |            |      |     |            |  

| |                                                                                        |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
| | -------------------------------------------------------------------------------------- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | Each airport
  concession agreement contains the following terms and basic conditions:
| |                                                                                       
| |                                                                                       | The
  concessionaire has the right to manage, operate, maintain and use the airport
  facilities and carry out any construction, improvements, or maintenance of
  facilities in accordance with its Master Development Program (MDP), and to
  provide airport, complementary and commercial services. Each concessionaire
  is required to make minimum investments at each airport under the terms of
  its MDP. The Companys investment plans under the MDP must be updated every
  five years and approved by the SCT. During December 2004, SCT authorized the
  Companys MDP update for the five-year period from 2005 to 2009.
| |                                                                                        |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
| |                                                                                       | The
  concessionaire will use the airport facilities only for the purposes
  specified in the concession, will provide services in conformity with the law
  and applicable regulations, and will be subject to inspections by the SCT.                                                                                                                                                                                                                                                                                                                                                                                                 

F-21

---



| |   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
| | - | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |  | The
  concessionaire must pay a tax for the use of the assets under concession
  (currently 5% of the concessionaires annual gross revenues derived form the
  use of public property), in conformity with the Mexican Federal Duties Law.                                                                                                                                                                                                                                
| |   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
| |  | The concessionaire
  assumed ASAs rights and obligations derived from airport-related agreements
  with third parties.                                                                                                                                                                                                                                                                                                                                                    
| |   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
| |  | ASA has the
  exclusive right to supply fuel for consumption at the airport.                                                                                                                                                                                                                                                                                                                                                                                               
| |   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
| |  | The
  concessionaire must grant free access to specific airport areas to certain
  Mexican Government agencies (such as customs and immigration) so that they
  may carry out their activities within the airport.                                                                                                                                                                                                                                                         
| |   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
| |  | According to
  Article 27 of the General Law on Airports, the concession may be revoked if
  the concessionaire breaches any of its obligations established therein or
  falls under any of the causes for revocation referred to in Article 26 of law
  and in the concession agreement.  The
  breach of certain concession terms may be cause for revocation if the SCT has
  applied sanctions in three different instances with respect to the same
  concession term.
| |   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
| |  | The SCT may
  modify concession terms and conditions that regulate the Companys
  operations.                                                                                                                                                                                                                                                                                                                                                                             
| |   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
| |  | The
  concession may be renewed in one or more instances, for terms not to exceed
  an additional 50 years                                                                                                                                                                                                                                                                                                                                                                 

|   |                                                                                  
|-- | ---------------------------------------------------------------------------------
|9. | Rights to use airport facilities                                                 
|  
|   | The
  value of the rights to use airport facilities at December 31 is as follows:

|                                 |  |     |           |   |     |           |   | 
|-------------------------------- |  | --- | --------- | - | --- | --------- | - | 
|                                 |  |     | 2006      |   |     | 2005      |   | 
|                                
|Rights to use airport facilities |  | Ps. | 3,100,210 |   | Ps. | 3,100,210 |   | 
|Less- accumulated amortization   |  |     | (706,643  | ) |     | (610,282  | ) | 
|                                 |  |     |           |   |     |          
|                                
|                                 |  | Ps. | 2,393,567 |   | Ps. | 2,489,928 |   | 
|                                 |  |     |           |   |     |          

F-22

---



|    |                      
|--- | ---------------------
|10. | Other acquired rights

At
December 31, the value of other acquired rights was as follows:

|                                                                                               |  |     |         |   |     |         |  
|---------------------------------------------------------------------------------------------- |  | --- | ------- | - | --- | ------- | -
|                                                                                               |  |     | 2006    |   |     | 2005    |  
|                                                                                               |  |     |         |   |     |         |  
|Right to operate charter and general
  aviation terminal and FBO at Los Cabos airport terminal |  | Ps. | 465,949 |   | Ps. | 465,949 |  
|Right to operate commercial space at
  Tijuana airport                                         |  |     | 18,738  |   |     | 18,738  |  
|Right to operate various space at Puerto
  Vallarta airport                                    |  |     | 345,119 |   |     | 345,119 |  
|Right to operate commercial space at
  Guadalajara airport                                     |  |     | 104,313 |   |     | 103,533 |  
|Right to operate various parking lots                                                          |  |     | 6,860   |   |     | 6,860   |  
|                                                                                               |  |     |         |   |    
|                                                                                               |  |     | 940,979 |   |     | 940,199 |  
|Less  accumulated amortization                                                                |  |     | (89,490 | ) |     | (69,136 | )
|                                                                                               |  |     |         |   |    
|                                                                                              
|                                                                                               |  | Ps. | 851,489 |   | Ps. | 871,063 |  
|                                                                                               |  |     |         |   |    

On
June 1, 2000, the Company paid to Servicios Aéreos del Centro, S.A. de C.V.
(SACSA) U.S.$ 34.9 million (Ps. 332,108 nominal pesos) to recover the right to
operate the charter terminal (terminal 3) and the general aviation terminal at
the Los Cabos International Airport.  In
addition, the Company paid U.S. $0.6 million (Ps. 5,709 nominal pesos) for the
purchase of certain fixed assets, which are included in buildings, building
improvements, machinery and equipment. The right to operate the charter
terminal and the general aviation terminal was granted by ASA to SACSA through
a long-term lease agreement; such lease agreement was transferred, in its
entirety, from ASA to the concessionaire when the concession was granted to the
San Jose del Cabo airport.

On
December 12, 2002, GAP paid to Ruber, S.A. de C.V. (RUBER) and Recaro, S.A. de
C.V. U.S.$ 1.5 million (Ps. 15,682 nominal pesos) to recover the right to
operate commercial space at the Tijuana Airport and commercial advertising on
the inside walls of the terminal. The right to operate commercial and
advertising space inside the terminal was granted by ASA to RUBER through a
long-term lease agreement; such lease agreement was transferred, in its
entirety, from ASA to the concessionaire when the concession was granted to the
Tijuana airport.

During
2002, the Company also made indemnity payments to various lessees to recover
the rights to operate parking space at the Aguascalientes, Hermosillo, Los
Mochis, Mexicali, Puerto Vallarta and San José del Cabo airports.

On
June 1, 2004, GAP paid U.S.$ 26.6 million to Grupo Aeroplazas, S.A. de C.V.
(AEROPLAZAS) for the early termination of the operating lease agreement originally
signed between AEROPLAZAS and ASA, which lease agreement was transferred, in
its entirety, from ASA to the concessionaire when the concession was granted to
Puerto

F-23

---



Vallarta
airport, for the corresponding recovery of the rights to develop and rent
certain commercial areas and advertising space as well as the right to develop
and expand services related to three walkways and all the shuttle buses in the
Puerto Vallarta airport.

On
the same date, GAP paid U.S.$ 7.8 million to Aerolocales, S.A. de C.V.
(AEROLOCALES) for the early termination of an operating lease
agreement (which agreement was transferred from ASA, in its entirety, to
the Guadalajara airport at the time the concession was granted to such airport)
for the corresponding recovery of the rights to rent commercial areas in the
national and international departure areas and in the corridor connecting the
terminal with the hotel in the Guadalajara airport.

In
addition to the above-mentioned payments to AEROPLAZAS and AEROLOCALES, GAP
also assumed the liabilities derived from security deposits paid by the tenants
renting commercial areas in these two airports.  As such, GAP recorded an asset of Ps. 449,432 (Ps. 401,376
nominal pesos) related to the rights acquired and a liability of Ps. 7,988 (Ps.
7,158 nominal pesos) related to the security deposits on May 31, 2004.

|    |                  
|--- | -----------------
|11. | Labor obligations

The
liability for labor obligations at December 31 are as follows:

|                                                         |  |     |        |  |     |        |  | 
|-------------------------------------------------------- |  | --- | ------ |  | --- | ------ |  | 
|                                                         |  |     | 2006   |  |     | 2005   |  | 
|                                                         |  |     |        |  |     |        |  | 
|Seniority premiums                                       |  | Ps. | 3,916  |  | Ps. | 3,730  |  | 
|                                                         | 
|Severance payments at the end of the work
  relationship |  |     | 29,060 |  |     | 27,710 |  | 
|                                                         |  |     |        |  |     |        |  | 
|                                                         |  | Ps. | 32,976 |  | Ps. | 31,440 |  | 
|                                                         |  |     |        |  |     |        |  | 

| |    |                                                                                                                                                                                                                                                                                 
| | -- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | a. | Seniority premiums  The net
  cost of the period for the obligations derived from seniority premiums was
  Ps. 448, Ps. 419 and Ps. 385 in 2006, 2005, and 2004, respectively. Other
  disclosures required by financial reporting standards are considered to be
  immaterial.
| |    |                                                                                                                                                                                                                                                                                 
| | b. | Severance payments at the end of the work
  relationshipThe existing values of
  these obligations and the rates used for their calculations at December 31,
  2006, were as follows:                                                                                          

|                                 |  |     |        |  |     |        | 
|-------------------------------- |  | --- | ------ |  | --- | ------ | 
|                                 |  |     | 2006   |  |     | 2005   | 
|                                 |  |     |        |  |     |        | 
|Accumulated
  benefit obligation |  | Ps. | 29,060 |  | Ps. | 27,710 | 
|                                 |  |     |        |  |    
|Projected
  benefit obligation   |  | Ps. | 32,115 |  | Ps. | 31,750 | 
|Transition
  obligation          |  |     | 26,743 |  |     | 28,277 | 
|                                 |  |     |        |  |    
|Net
  projected liability        |  |     | 5,372  |  |     | 3,473  | 
|                                
|Additional
  liability           |  |     | 23,688 |  |     | 24,237 | 
|                                 |  |     |        |  |    
|                                
|                                 |  | Ps. | 29,060 |  | Ps. | 27,710 | 
|                                 |  |     |        |  |    

Rates
used in actuarial calculations, net of effects of inflation, were as follows:

F-24

---



|                                                                |  |  |      |  |  |      |  |  |  | 
|--------------------------------------------------------------- |  |  | ---- |  |  | ---- |  |  |  | 
|                                                                |  |  | 2006 |  |  | 2005 |  |  |  | 
|                                                               
|Discount of
  the projected benefit obligation at present value |  |  | 4%   |  |  | 4%   |  |  |  | 
|Increase in
  salaries                                          |  |  | 1%   |  |  | 1%   |  |  |  | 

The period
of amortization of the intangible asset is 5.9 years.

The net
cost of the period is composed of the following:

|                                     |  |     |       |  |     |       |  | 
|------------------------------------ |  | --- | ----- |  | --- | ----- |  | 
|                                     |  |     | 2006  |  |     | 2005  |  | 
|                                     |  |     |       |  |     |       |  | 
|Service cost of the year             |  | Ps. | 3,414 |  | Ps. | 3,296 |  | 
|Amortization of the intangible asset |  |     | 1,581 |  |     | 1,570 |  | 
|Financial cost of the year           |  |     | 1,201 |  |     | 1,102 |  | 
|                                     |  |     |       |  |     |      
|                                    
|                                     |  | Ps. | 6,196 |  | Ps. | 5,968 |  | 
|                                     |  |     |       |  |     |      

The Company
uses a measurement date of December 31 2006 and 205, for its seniority premiums
and severance payments.

|    |                     
|--- | --------------------
|12. | Stockholders equity

| | a. | At December
  31, 2006, capital stock consists of the following:
| | -- | ----------------------------------------------------------------
| |    |                                                                 

|                |  |  |                    |  |     |                 |  |     |                      |  |     |            | 
|--------------- |  |  | ------------------ |  | --- | --------------- |  | --- | -------------------- |  | --- | ---------- | 
|                |  |  | Number of
  Shares |  |     | Nominal
  Value |  |     | Restatement
  Effect |  |     | Total      | 
|                |  |  |                    |  |     |                 |  |     |                     
|                |  |  |                    |  |     |                 |  |     |                      |  |     |            | 
|Fixed
  Capital |  |  |                    |  |     |                 |  |     |                      |  |     |            | 
|Series B        |  |  | 476,850,000        |  | Ps. | 13,616,849      |  | Ps. | 6,326,100            |  | Ps. | 19,942,949 | 
|Series BB       |  |  | 84,150,000         |  |     | 2,402,974       |  |     | 1,116,371            |  |     | 3,519,345  | 
|                |  |  |                    |  |     |                 |  |     |                      |  |     |            | 
|                |  |  |                    |  |     |                 |  |     |                      |  |     |            | 
|Total           |  |  | 561,000,000        |  | Ps. | 16,019,823      |  | Ps. | 7,442,471            |  | Ps. | 23,462,294 | 
|                |  |  |                    |  |     |                 |  |     |                      |  |     |            | 

F-25

---



| |                                                                 
| | ----------------------------------------------------------------
| | At December
  31, 2005, capital stock consists of the following:

|                   |  |                    |             |                 |     |                      |  |       |           |  |     |            | 
|------------------ |  | ------------------ | ----------- | --------------- | --- | -------------------- |  | ----- | --------- |  | --- | ---------- | 
|                   |  | Number of
  Shares |             | Nominal
  Value |     | Restatement
  Effect |  | Total |          
|                  
|Fixed
  Capital    |  |                    |             |                 |     |                      |  |       |           |  |     |            | 
|Series B           |  |                    | 43,350,000  |                 | Ps. | 1,237,895            |  | Ps.   | 575,101   |  | Ps. | 1,812,996  | 
|Series BB          |  |                    | 7,650,000   |                 |     | 218,452              |  |       | 101,488   |  |     | 319,940    | 
|                   |  |                    |             |                 |     |                      |  |       |           |  |     |            | 
|                   |  |                    | 51,000,000  |                 |     | 1,456,347            |  |       | 676,589   |  |     | 2,132,936  | 
|                   |  |                    |             |                 |     |                      |  |       |           |  |     |            | 
|Variable
  Capital |  |                    |             |                 |     |                      |  |       |           |  |     |            | 
|Series B           |  |                    | 433,500,000 |                 |     | 12,378,954           |  |       | 5,751,000 |  |     | 18,129,954 | 
|Series BB          |  |                    | 76,500,000  |                 |     | 2,184,522            |  |       | 1,014,882 |  |     | 3,199,404  | 
|                   |  |                    |             |                 |     |                      |  |       |           |  |     |            | 
|                   |  |                    | 510,000,000 |                 |     | 14,563,476           |  |       | 6,765,882 |  |     | 21,329,358 | 
|                   |  |                    |             |                 |     |                      |  |       |           |  |     |            | 
|                  
|Total              |  |                    | 561,000,000 |                 | Ps. | 16,019,823           |  | Ps.   | 7,442,471 |  | Ps. | 23,462,294 | 
|                   |  |                    |             |                 |     |                      |  |       |           |  |     |            | 

| |                                                                 
| | ----------------------------------------------------------------
| | At December
  31, 2004, capital stock consists of the following:

|                |  |                    |             |                 |     |                       |  |       |           |  |     |            | 
|--------------- |  | ------------------ | ----------- | --------------- | --- | --------------------- |  | ----- | --------- |  | --- | ---------- | 
|                |  | Number of
  Shares |             | Nominal
  Value |     | Restatement 
  Effect |  | Total |          
|               
|Fixed
  Capital |  |                    |             |                 |     |                       |  |       |           |  |     |            | 
|Series B        |  |                    | 476,850,000 |                 | Ps. | 13,616,849            |  | Ps.   | 6,326,100 |  | Ps. | 19,942,949 | 
|Series BB       |  |                    | 84,150,000  |                 |     | 2,402,974             |  |       | 1,116,371 |  |     | 3,519,345  | 
|                |  |                    |             |                 |     |                       |  |       |           |  |     |            | 
|               
|Total           |  |                    | 561,000,000 |                 | Ps. | 16,019,823            |  | Ps.   | 7,442,471 |  | Ps. | 23,462,294 | 
|                |  |                    |             |                 |     |                       |  |       |           |  |     |            | 

| |    |                                                                                                                                                                                                                                                                   
| | -- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |    | Series BB
  shares, which may represent up to 15% of capital stock, may only be
  transferred upon prior conversion into Series B shares, based on certain
  time restrictions.                                                                               
| |    |                                                                                                                                                                                                                                                                   
| | b. | In an
  Ordinary General Stockholders Meeting held on April 30, 2004, the
  stockholders declared cash dividends in the amount of Ps. 305,180 (Ps.
  275,000 nominal pesos), which were paid on July 13, 2004.                                                   
| |    |                                                                                                                                                                                                                                                                   
| | c. | In an
  Ordinary General Stockholders Meeting held on April 30, 2004, the
  stockholders approved the conversion of 286,110,000 shares of Series A
  capital stock, representing 51% of capital stock, into Series B, so that no
  Series A stock remained.
| |    |                                                                                                                                                                                                                                                                   
| | d. | In an
  Ordinary General Stockholders Meeting held on April 15, 2005, the
  stockholders declared cash dividends in the amount of Ps. 627,127 (Ps.
  590,000 nominal pesos), which were paid on May 4, 2005.                                                     

F-26

---



| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
| | -- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | e. | In an
  Extraordinary General Stockholders Meeting held on April 15, 2005, the
  stockholders approved the conversion of 510,000,000 shares of fixed capital
  stock into equal shares of variable capital stock.                                                                                                                                                                                                                                                                                                                                                                                                                        
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
| | f. | In an
  Ordinary General Stockholders Meeting held on April 27, 2005, the
  stockholders declared cash dividends in the amount of Ps. 467,687 (Ps.
  440,000 nominal pesos), which were paid on June 3, 2005.                                                                                                                                                                                                                                                                                                                                                                                                                            
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
| | g. | During an
  Extraordinary General Stockholders Meeting held on February 2, 2006, the
  stockholders approved the following:                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
| |    | (i) the
  conversion of all outstanding variable common stock into fixed common stock
  so that as of such date, all outstanding common stock of the Company will be
  represented by fixed capital; and                                                                                                                                                                                                                                                                                                                                                                                                                                  
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
| |    | (ii) a
  1-for-28.55583444 reverse stock split of the Companys outstanding common
  stock, reducing the number of shares outstanding at such date from
  16,019,823,119 shares to 561,000,000 shares. All share, per share and option
  data in the accompanying consolidated financial statements and notes to the
  consolidated financial statements have been retroactively restated to reflect
  the reduction in the number of shares outstanding resulting from the reverse
  stock split for all periods presented.                                                                                                              
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
| | h. | In an
  Ordinary General Stockholders Meeting held on April 20, 2006, the
  stockholders declared cash dividends in the amount of Ps. 746,253 (Ps.
  724,450 nominal pesos), which were paid on May 8, 2006.                                                                                                                                                                                                                                                                                                                                                                                                                             
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
| | i. | In an
  Ordinary General Stockholders Meeting held on November 30, 2006 for the Bajío,
  Guadalajara, Hermosillo, Morelia and San José del Cabo airports, the
  stockholders approved the reclassification of the balance of the cumulative
  initial effect of deferred income tax account to retained earnings, including
  allocating a portion to the corresponding legal reserve.                                                                                                                                                                                                                                                   
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
| | j. | The General
  Corporate Law requires that at least 5% of net income of the year be
  transferred to the legal reserve until the reserve equals 20% of capital
  stock at par value (nominal pesos). The legal reserve may be capitalized but
  may not be distributed, except in the form of stock dividends, until the
  entity is dissolved. The legal reserve must be replenished if it is reduced
  for any reason. At December 31, 2006 and 2005, the legal reserve, in nominal
  pesos, was Ps. 152,268 and Ps.
  102,944, respectively, amounts that represent 1.0% and 0.6% of the nominal
  value of capital stock, respectively.
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
| | k. | Dividends
  paid to non-resident holders with respect to Series B shares and ADSs
  are currently not subject to Mexican withholding tax. Dividends that are paid
  from a companys distributable earnings that have not been subject to
  corporate income tax will be subject to a corporate-level dividend tax
  calculated on a gross-up basis by                                                                                                                                                                                                                                                                                   

F-27

---



| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
| | -- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |    | applying a
  factor of 1.4925 in 2004, 1.4286 in 2005, 1.4085 in 2006 and 1.3889
  thereafter. Corporate tax rates of 33% in 2004 30% in 2005, 29% in 2006 and
  28% thereafter are applied to the result. This corporate-level dividend
  income tax on the distribution of earnings may be applied as a credit against
  Mexican corporate income tax corresponding to the fiscal year in which the
  dividend was paid or against the Mexican corporate income tax of the two
  fiscal years following the date in which the dividend was paid. Dividends
  paid from a companys distributable earnings that have been subject to
  corporate income tax are not subject to this corporate-level dividend income
  tax. According to the income tax law, the Company is responsible for the
  withholding and payment of the corporate-level dividend income tax.
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
| | l. | The balances
  of stockholders equity tax accounts as of December 31 are as follows:                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                

|                              |  |      |            |      |     |            |  |     |            | 
|----------------------------- |  | ---- | ---------- | ---- | --- | ---------- |  | --- | ---------- | 
|                              |  | 2006 |            | 2005 |     | 2004       | 
|                             
|Contributed
  capital account |  | Ps.  | 23,462,294 |      | Ps. | 23,462,294 |  | Ps. | 23,462,294 | 
|Net tax
  income account      |  |      | 1,080,432  |      |     | 927,767    |  |     | 1,304,081  | 
|                              |  |      |            |      |     |            |  |     |            | 
|                             
|Total                         |  | Ps.  | 24,542,726 |      | Ps. | 24,390,061 |  | Ps. | 24,766,375 | 
|                              |  |      |            |      |     |            |  |     |            | 

|    |                                            |                                                                       
|--- | ------------------------------------------ | ----------------------------------------------------------------------
|13. | Foreign currency balances and transactions
|    |                                            |                                                                       
|    | a.                                         | At December
  31 the foreign currency monetary position is as follows:

|                                                  |  |      |         |      |     |         | 
|------------------------------------------------- |  | ---- | ------- | ---- | --- | ------- | 
|                                                  |  | 2006 |         | 2005 |    
|                                                 
|Thousands of
  U.S. dollars (U.S.$):              |  |      |         |      |     |         | 
|Monetary
  assets:                                |  |      |         |      |     |         | 
|Cash and cash equivalents                         |  |      | 5       |      |     | 8,344   | 
|Financial investments held for trading
  purposes |  |      | 11,490  |      |     | 10,831  | 
|Trade accounts receivable                         |  |      | 3,920   |      |     | 3,490   | 
|                                                  |  |      |         |      |     |         | 
|                                                  |  |      | 15,415  |      |     | 22,665  | 
|                                                  |  |      |         |      |     |         | 
|Monetary
  liabilities:                           |  |      |         |      |     |         | 
|Suppliers                                         |  |      | 13      |      |     | 23      | 
|                                                  |  |      |         |      |     |         | 
|                                                 
|Net monetary asset position                       |  |      | 15,402  |      |     | 22,642  | 
|                                                 
|                                                  |  |      |         |      |     |         | 
|                                                 
|Equivalent
  in Mexican pesos                     |  | Ps.  | 167,504 |      | Ps. | 242,516 | 
|                                                  |  |      |         |      |     |         | 

F-28

---



| |    |                                                                
| | -- | ---------------------------------------------------------------
| | b. | Transactions denominated in foreign currency were as
  follows:

|                                                            |  |                                |        |      |  |        |  |  |        | 
|----------------------------------------------------------- |  | ------------------------------ | ------ | ---- |  | ------ |  |  | ------ | 
|                                                            |  | 2006                           |        | 2005 |  | 2004   | 
|                                                            |  |                                |        |      |  |        | 
|                                                            |  | (In thousands of U.S. dollars) |       
|                                                           
|Revenues from aeronautical and non-
  aeronautical services |  |                                | 19,701 |      |  | 17,815 |  |  | 13,269 | 
|                                                            |  |                                |        |      |  |        |  |  |        | 
|Technical assistance fee                                    |  |                                | 4,677  |      |  | 4,523  |  |  | 4,380  | 
|                                                            |  |                                |        |      |  |        |  |  |        | 
|Import purchases, technical assistance and
  other expenses |  |                                | 3,747  |      |  | 2,411  |  |  | 2,333  | 
|                                                            |  |                                |        |      |  |        |  |  |        | 

| |    |                                                                                                                                                                                          
| | -- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | c. | The exchange rates in effect at the dates of the
  consolidated balance sheets and the date of the related report of the
  independent registered public accounting firm were as follows:

|                                                   |  |              |         |           |     |         |  |      |         |  |     |         | 
|-------------------------------------------------- |  | ------------ | ------- | --------- | --- | ------- |  | ---- | ------- |  | --- | ------- | 
|                                                   |  | December 31, |         | March 22, |    
|                                                   |  |              |         |           |    
|                                                   |  | 2006         |         | 2005      |     | 2004    |  | 2007 |        
|                                                   |  |              |         |           |     |         |  |      |        
|Mexican pesos per one U.S.
  dollar (see Note 3.p) |  | Ps.          | 10.8755 |           | Ps. | 10.7109 |  | Ps.  | 11.2648 |  | Ps. | 11.1120 | 
|                                                   |  |              |         |           |     |         |  |      |         |  |     |         | 

|    |                                                                                                      
|--- | -----------------------------------------------------------------------------------------------------
|14. | Transactions
  with related parties                                                                  
|   
|    | Transactions with related parties, carried out in
  the ordinary course of business, were as follows:

|                                                                              |  |     |         |  |     |         |  |     |         | 
|----------------------------------------------------------------------------- |  | --- | ------- |  | --- | ------- |  | --- | ------- | 
|                                                                              |  |     | 2006    |  |     | 2005    |  |     | 2004    | 
|Revenues:                                                                     |  |     |         |  |     |         |  |     |         | 
|Revenues from aeronautical and non-aeronautical
  services invoiced to Cintra |  | Ps. | 88,130  |  | Ps. | 932,268 |  | Ps. | 841,613 | 
|                                                                              |  |     |         |  |     |         |  |     |         | 
|                                                                              |  |     |         |  |     |         |  |     |         | 
|Expenses:                                                                     |  |     |         |  |     |         |  |     |         | 
|Technical assistance fees                                                     |  | Ps. | 105,317 |  | Ps. | 96,104  |  | Ps. | 81,213  | 
|                                                                              |  |     |         |  |     |         |  |     |         | 
|                                                                              |  |     |         |  |     |         |  |     |         | 
|Services received                                                             |  | Ps. | 8,356   |  | Ps. | 59,085  |  | Ps. | 57,644  | 
|                                                                              |  |     |         |  |     |         |  |     |         | 
|                                                                              |  |     |         |  |     |         |  |     |         | 
|Concession taxes                                                              |  | Ps. | 24,338  |  | Ps. | 133,909 |  | Ps. | 116,964 | 
|                                                                              |  |     |         |  |     |         |  |     |         | 

| |                                                                                                                                                                                                                                                                                                                                                                                                                                                    | 
| | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | 
| | Revenues invoiced to Cintra airlines include Ps.
  72,076, Ps. 774,504 and Ps. 697,389 of passenger charges for January and
  February 2006 and the years ended December 31, 2005 and 2004, respectively.
  Through February 2006, Cintra, was considered a related party; however,
  subsequent to the sale of the Mexican Governments participation in the
  Company as discussed in Note 1, Cintra was no longer considered a related
  party.

F-29

---



|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            |                                                                                                                                                                      
|--- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    | In 1999, GAP and AMP entered into a technical
  assistance and transfer-of-technology agreement whereby AMP and its
  stockholders agreed to render administrative and advisory services and
  transfer industry technology and know-how to GAP in exchange for
  consideration. The agreements original 15-year term may be automatically
  renewed for successive five-year terms, unless one party gives a termination
  notice to the other at least 60 days prior to the effective termination date.
  If AMP and GAP decide to renew the agreement, GAPs stockholder approval
  would be required.
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            |                                                                                                                                                                      
|    | According to the agreement, as of January 1, 2000,
  the Company committed to pay AMP annual consideration of U.S.$7,000,000 for the
  years 2000 and 2001 and, beginning in 2002, the greater of U.S.$4,000,000 or
  5% of GAPs consolidated operating income, calculated prior to deducting the
  technical assistance fee, depreciation and amortization (these amounts are
  subject to restatement based on the U.S. National Consumer Price Index
  (CPI)).                                                                                                                                        
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            |                                                                                                                                                                      
|    | AMP is also entitled to the refund of expenses
  incurred in the rendering of the services provided for in the agreement.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            |                                                                                                                                                                      
|    | As described in Note 1.b, according to the terms of
  the concessions and the Government Duties Law, the Company must pay the
  Mexican Government an annual tax for the rights to use airport facilities
  equivalent to 5% of each concessionaires annual gross revenues. Through
  February 2006, the payment of such tax to the Mexican Government was
  considered a transaction with a related party; however, subsequent to the
  Mexican Governments participation in the Company in February 2006, it is no
  longer considered a related party.                                               
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            |                                                                                                                                                                      
|15. | Income
  taxes, tax on assets and statutory employee profit sharing                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            |                                                                                                                                                                      
|    | In
  accordance with Mexican tax law, the Company is subject to income tax and tax
  on assets, which take into consideration the taxable and deductible effects
  of inflation. The income tax rate was 33% in 2004, 30%
  in 2005, 29% in 2006 and thereafter will be 28%. Due to changes in the
  tax legislation effective January 1, 2007, taxpayers who file tax reports and
  meet certain requirements may obtain a tax credit equivalent to 0.5% or 0.25%
  of taxable income.                                                                                                                   
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            |                                                                                                                                                                      
|    | Through
  2006, tax on assets was calculated by applying 1.8% on the net average of the majority of restated
  assets less certain liabilities, including liabilities payable to banks and
  foreign entities. Tax on assetsis payable only to the extent that
  it exceeds income tax payable for the same period; any required payment of
  tax on assets is creditable against the excess of income tax over tax on
  assets of the following ten years. As of January 1, 2007, the tax on assets rate will be 1.25% on
  the value of assets for the year, without deducting any liabilities.         
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            |                                                                                                                                                                      
|    | a.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         | Recoverable income tax on
  dividends                                                                                                                                
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            |                                                                                                                                                                      
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            | In 2002, certain subsidiaries declared dividends in
  favor of the Company for Ps. 168,825 (Ps. 142,939 nominal pesos). However, as
  part of the tax planning of the

F-30

---



| |  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
| |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |  | Company, such dividends were not applied against the
  net tax income account and instead were applied against the account
  Cumulative initial effect of deferred income taxes, which account is not a
  part of the Companys normal operations and thus generated income tax of Ps.
  90,512 (Ps. 76,969 nominal pesos), payable by the Company, according to
  Article 11 of the Income Tax Law. Such amount was charged to retained
  earnings and paid to the tax authorities on December 17, 2002.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
| |  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
| |  | The Company subsequently considered that the above
  tax payment could have been credited against tax on assets of the year of the
  subsidiaries that declared the dividend, based on Article 9 of the Asset Tax
  Law.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
| |  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
| |  | As such, the Company decided to record the taxes
  paid as a long-term recoverable income tax and request the related refund.
  The recognition of this asset generated an additional credit in the 2002
  statement of income, which was presented as part of income tax expense. The
  Company has engaged legal counsel to assist in the refund and recovery of the
  taxes paid. The Company and its legal advisors consider that sufficient
  evidence exists to conclude that the Company is entitled to a refund from the
  tax authorities. When unfavorable responses were received, the Company filed
  proceedings for annulment of such unfavorable responses with the Mexican
  Treasury Department; when such requests were rejected, the Company has taken
  them to be challenged before the Mexican Federal Tax Court, as discussed
  below, considering that the latter has confirmed this interpretation on
  various other occasions.                                                                                                                                                                                                                                              
| |  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
| |  | In July 2003, the Company filed a request with the
  tax authorities for confirmation of the criteria under which it was
  requesting this refund and as well, requested the related refund. However, in
  the case of the Aguascalientes, La Paz and Mexicali airports, the tax
  authorities required that these airports deposit a monetary guarantee to the
  tax authorities, in order for the tax authorities to be able to determine if
  the criteria of the refund was appropriate or not. As a result of this
  request for guarantee from the tax authorities and due to the fact that the
  Mexican Treasury Department had not confirmed the criteria for the refund,
  these airports withdrew these actions and filed new petitions in December
  2003. The Mexican Treasury Department did not respond within the applicable
  statute of limitations with respect to the La Paz and Mexicali airports.
  These airports assumed a negative response and filed for a judicial
  annulment. As of the date of issuance of these financial statements, with
  respect to the three airports mentioned above, only the case related to the
  Mexicali airport is still pending resolution.
| |  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
| |  | Regarding the La Paz airport, on March 29, 2006 the
  Mexican Federal Tax Court denied the annulment of the unfavorable sentence
  from the Mexican Treasury Department, thereby upholding such decision that
  confirmation of the criteria was not accepted. This decision by the Mexican
  Federal Tax Court is considered absolute. Accordingly, the portion of the
  long-term recoverable income tax related to the La Paz airport of Ps. 5,104
  (nominal pesos) has been reversed in June 2006, with a corresponding charge
  to the income statement of year 2006.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
| |  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
| |  | In the case of the Aguascalientes airport, the
  Mexican Treasury Department responded indicating they would not make a
  determination related to the criteria, citing the need for additional
  documentation. Subsequently, this airport obtained a judicial annulment, as
  the request for additional documentation by the Mexican Treasury Department
  was outside the statute of limitations, which obligated the Mexican Treasury
  Department to submit a response relating to the criteria and, in the case in
  which the criteria were positive, refund the taxes paid with respect to this                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               

F-31

---



| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
| | -- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |    | airport. In November 2005, this airport received a refund from the Mexican Treasury
  Department of Ps. 5,555 (Ps. 4,826 nominal pesos), which was recognized
  against the long-term recoverable income tax asset. However, because the
  Mexican Treasury Department did not send a formal response indicating that
  they accepted the criteria originally submitted by the Aguascalientes
  airport, the airport has since filed a complaint requesting the Mexican
  Treasury Departments confirmation of the criteria.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
| |    | Rulings, which were requested with regard to the
  remaining airports, Puerto Vallarta and Tijuana, were rejected. As such,
  these airports filed a proceeding for judicial annulment in October 2003.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
| |    | Annual tax returns for the airports requesting this
  refund include a disclosure of the requested refund. However, in the case of
  the Tijuana airport, in May 2005, the Mexican Treasury Department issued a
  fine on the grounds that they considered the inclusion of this requested
  refund in the annual tax return to be inappropriate. In an effort to avoid
  additional interest, should it challenge the fine and ultimately lose the
  case, the Tijuana airport paid the fine. Additionally, as a result of paying
  the fine at the time it was assessed, the fine was reduced by a 20% discount
  over the amount of the requested refund. As such, the airport paid Ps. 11,446
  (nominal pesos). However, based on the opinion of the Companys legal
  counsel, this fine will be recoverable as it has no legal basis. Therefore,
  such amount has been included in the long-term recoverable tax asset.                                                                                                                                                                                                                                                                         
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
| | b. | Recoverable taxes                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
| |    | In 2003, the Company filed a request with the tax
  authorities regarding the confirmation of the criteria that the Company can
  use to calculate the base of asset tax. The Company is requesting that such
  calculation, based on the interpretations of tax law as published by the
  Mexican Treasury Department, should only take into account the amount
  effectively paid by AMP for the shares of the Company that was reflected in
  the assets in each concession acquired through the bidding process. On April
  23, 2004 and July 20, 2004 the Mexican Treasury Department (for the
  Aguascalientes, Hermosillo, La Paz, Los Mochis, Morelia and Mexicali airports,
  hereinafter referred to as the Minor airports and for the Guadalajara,
  Tijuana, Los Cabos, Puerto Vallarta, Bajío and Manzanillo airports,
  hereinafter referred to as the Principal airports, respectively) denied the
  criteria requested by the Company. Accordingly, the Company filed a judicial
  annulment.                                                                                                                                                                                       
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
| |    | On September 2 and November 18, 2005, both the
  Second Regional Metropolitan Court (for the Minor airports) and the Eighth
  Regional Metropolitan Court (for the Principal airports) of the Federal Tribunal
  of Fiscal and Administrative Justice (TFJFA), issued a sentence forcing the
  Mexican Treasury Department to either confirm the criteria requested by the
  Company or to grant additional tax benefits. As a consequence the Tenth
  Collegiate Court on Administrative Issues for the Federal Judiciarys First
  Circuit declared in the ultimate instance, that the criteria presented by the
  Company to calculate the tax on assets using a base of 15% of the concession
  values was appropriate. Accordingly, in August 29, 2006, the Mexican Treasury
  Department confirmed the criteria to the Aguascalientes, Hermosillo, La Paz,
  Los Mochis, Morelia and Manzanillo airports, reducing the asset tax basis for
  these airports. Thus, for these airports, the base used to calculate tax on
  assets considers only the amount effectively paid by AMP for its 15% of the
  shares of the Company. This generated a recoverable tax as of December 31,
  2006 for Ps.

F-32

---



| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
| | -- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |    | 190,537,
  plus Ps. 18,026 related to inflation, for a total recoverable asset of Ps.
  208,563 recognized within the current recoverable income tax asset, which
  also includes other recoverable taxes corresponding to 2006 for Ps. 17,232.                                                                                                                                                                                                                                                                                                                                                                                                     
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
| |    | The
  recoverable balance of Ps. 190,537 is comprised of three concepts: a) Ps. 125,921
  (nominal pesos), recognized as a credit to income tax for the year ended
  December 31, 2006, corresponding to the overpayments of tax on assets made by
  the Aguascalientes, Hermosillo, La Paz, Los Mochis and Manzanillo airports
  from 2002 through 2005, which had been fully reserved; b) Ps. 23,826 recognized
  as a reversal of the deferred tax asset recorded at the Morelia airport
  related to tax on assets paid from 2002 to 2005; c) Ps. 40,790, corresponding
  to asset tax paid by these six airports from January to November 2006.
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
| |    | The Company
  is still awaiting the final sentence and the corresponding confirmation from
  the Mexican Treasury Department for the rest of the airports.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
| | c. | Income tax expense
  consists of the following:                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     

|                          |  |      |          |      |     |         |  |     |         | 
|------------------------- |  | ---- | -------- | ---- | --- | ------- |  | --- | ------- | 
|                          |  | 2006 |          | 2005 |     | 2004    | 
|Income tax:               |  |      |          |      |     |         |  |     |         | 
|Current                   |  | Ps.  | 390,924  |      | Ps. | 353,729 |  | Ps. | 312,222 | 
|Deferred                  |  |      | 105,186  |      |     | 118,280 |  |     | 183,546 | 
|Recovery of tax on assets |  |      | (125,921 | )    |     |        |  |     |        | 
|                          |  |      |          |      |     |         |  |     |         | 
|Income tax
  expense      |  | Ps.  | 370,189  |      | Ps. | 472,009 |  | Ps. | 495,768 | 
|                          |  |      |          |      |     |         |  |     |         | 

| |    |                                                                                                                                                                                                                              
| | -- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | d. | The
  reconciliation of the statutory income tax rate and the effective income tax
  rate as a percentage of income before income tax and statutory employee
  profit sharing for the years ended December 31 is shown below:

|                                                      |  |  |      |    |  |      |    |  |      |  
|----------------------------------------------------- |  |  | ---- | -- |  | ---- | -- |  | ---- | -
|                                                      |  |  | 2006 |    |  | 2005 |    |  | 2004 |  
|                                                      |  |  |      |    |  |      |    |  |      |  
|Statutory
  rate                                      |  |  | 29   | %  |  | 30   | %  |  | 33   | %
|Effect of
  permanent differences                     |  |  | 1    | %  |  | (1   | %) |  | 1    | %
|Effects of
  inflation                                |  |  | 0    | %  |  | 1    | %  |  | 1    | %
|Effect on
  deferred income tax for reduction of rate |  |  |     |    |  |     |    |  | 7    | %
|Effect of
  recovery of tax on assets                 |  |  | (10  | %) |  |     |    |  |     |  
|Change in
  valuation allowance                       |  |  | 9    | %  |  | 11   | %  |  | 14   | %
|                                                      |  |  |      |    |  |      |    |  |      |  
|Effective
  rate                                      |  |  | 29   | %  |  | 41   | %  |  | 56   | %
|                                                      |  |  |      |    |  |      |    |  |      |  

F-33

---



| |    |                                                                               
| | -- | ------------------------------------------------------------------------------
| | e. | At December
  31, the main items comprising the deferred income tax asset are:

|                                                                           |  |      |           |      |     |           |  
|-------------------------------------------------------------------------- |  | ---- | --------- | ---- | --- | --------- | -
|                                                                           |  | 2006 |           | 2005 |    
|                                                                           |  |      |           |      |    
|Airport
  concessions and rights to use airport facilities                 |  | Ps.  | 313,387   |      | Ps. | 409,193   |  
|Trade
  accounts receivable                                                |  |      | 11,016    |      |     | 9,912     |  
|Severance
  liability                                                      |  |      | 846       |      |     |          |  
|Embedded
  derivatives                                                     |  |      | (5,180    | )    |     | (4,681    | )
|                                                                           |  |      |           |      |     |           |  
|Deferred
  income tax from temporary differences                           |  |      | 320,069   |      |     | 414,424   |  
|Effect of
  tax loss carryforwards                                         |  |      | 204,955   |      |     | 109,146   |  
|Recoverable
  tax on assets paid                                           |  |      | 848,833   |      |     | 763,679   |  
|Recovery of tax on assets                                                  |  |      | (163,447  | )    |     |          |  
|                                                                           |  |      |           |      |     |           |  
|                                                                           |  |      | 1,210,410 |      |     | 1,287,249 |  
|Valuation allowance
  for recoverable tax on assets paid                   |  |      | (582,291  | )    |     | (509,642  | )
|Cancellation of valuation allowance related
  to recovery of tax on assets |  |      | 139,621   |      |     |          |  
|Valuation
  allowance for tax loss carryforwards                           |  |      | (81,133   | )    |     | (47,142   | )
|                                                                           |  |      |           |      |     |           |  
|                                                                          
|Net
  long-term deferred income tax asset                                  |  | Ps.  | 686,607   |      | Ps. | 730,465   |  
|                                                                           |  |      |           |      |     |           |  

| |  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
| |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |  | Recovery of
  tax on assets                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
| |  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
| |  | As discussed
  in paragraph b. of this Note, the Company recovered tax on assets of Ps.
  190,537 previously paid at several of its airports. As previously mentioned,
  Ps. 125,921 (nominal pesos) of that amount was represented by overpayments of
  tax on assets made in previous years at the Aguascalientes, Hermosillo, La
  Paz, Los Mochis and Manzanillo airports, which such amounts were previously
  reserved. Accordingly, in constant pesos, this portion of the benefit is
  represented by the realization of the deferred asset (included within the
  caption Recovery of tax on assets) and the cancellation of the valuation
  allowance (included in the caption Cancellation of valuation allowance
  related to recovery of tax on asset) in the table above for an amount of Ps.
  139,621. In addition, Ps. 23,826 (constant pesos) of the amount recovered was
  represented by overpayments of tax on assets made in previous years at the
  Morelia airport, which had not been reserved. Accordingly, this portion of
  the benefit is represented by the realization of the deferred asset of Ps.
  23,826 (included in the caption Recovery of tax on asset in the table
  above. The remaining Ps. 40,790 (constant pesos) represented tax on assets paid
  during 2006, which is not presented in the table above, as it was paid and
  recovered during the same year.
| |  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
| |  | Valuation
  allowance                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
| |  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
| |  | Mexican
  Income Tax Law allows Mexican companies utilizing fiscal amortization rates that
  are lower than the maximum allowable rates to change their fiscal
  amortization rates every five years, never to exceed the maximum rate
  allowable. In                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           

F-34

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| |  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
| |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |  | the case of
  each of our airports, since 2000, the Company had been utilizing rates lower
  than 15%, the maximum allowable rate, to amortize the airport concessions and
  rights to use airport facilities assets for fiscal purposes.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
| |  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
| |  | Given that a
  five-year period had elapsed since the time the fiscal amortization rates
  were set, in an effort to optimize our effective tax rate and our financial
  position on a long-term basis, beginning January 1, 2005, we elected to
  modify the fiscal amortization rates for the airport concession and rights to
  use airport facilities assets.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
| |  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
| |  | The effect
  of these increases in fiscal amortization rates resulted in a decrease in the
  consolidated deferred income tax asset of Ps. 107,414 related to airport
  concessions and rights to use airport facilities, in year 2005, as the fiscal
  basis of the concessions decreased when compared to their accounting bases.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
| |  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
| |  | However, the
  change in the fiscal amortization rates also favorably affected the deferred
  tax asset related to the payment of asset tax recorded as of December 31,
  2005. At the Morelia airport, the deferred tax asset that resulted from tax
  on assets paid from prior years increased by Ps. 14,159, plus the
  corresponding effect in 2005 for Ps. 9,667, resulting in a total deferred tax
  asset of Ps. 23,826 at that date. Although the Morelia airport had not
  previously generated net operating losses, the deferred tax asset related to
  asset tax was fully reserved based on the projections of future operations of
  the airport. However, because of the change in the fiscal amortization rates,
  managements projections indicate future taxable income and thus, the entire
  valuation allowance for this deferred tax asset at the Morelia airport was
  reversed during 2005, with a corresponding credit to deferred income tax
  benefit. In addition, at the Hermosillo airport, the deferred tax asset
  decreased by Ps. 21,964, given that the Company reserved the asset at this
  airport based on future projections of operations.
| |  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
| |  | As well, due
  to the reacquisition of the long-term lease agreement at the Puerto Vallarta
  airport, this airport began to generate higher income tax over asset tax,
  indicating the future recoverability of the deferred tax asset at this
  airport related to asset tax previously paid. As such, the Company decreased
  the valuation allowance against this deferred tax asset by Ps. 39,196.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
| |  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
| |  | According to
  projections of future operations, management believes that the Guadalajara,
  Puerto Vallarta, Morelia and Bajío airports, which have not reserved any
  portion of their deferred tax assets related to payment of asset tax, will
  recover an aggregate deferred tax asset related to asset tax within the
  permitted 10-year carryforward period (which began in 2002) of Ps. 242,716 as
  of December 31, 2006.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
| |  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
| |  | In addition,
  considering the effect of the change in fiscal amortization rates, in
  conjunction with future projections of the income tax base of the
  Aguascalientes, La Paz and Mexicali airports, management of the Company
  believes that such airports will recover loss carryforwards generated as of
  December 31, 2006, for a sum of Ps. 442,225 (in constant pesos) and therefore
  has not reserved such deferred tax assets.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       

F-35

---



| |    |                                                                                                                                                                                                                   
| | -- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | f. | Recoverable
  tax on assets for which a prepaid income tax has been recognized can be
  recovered subject to certain conditions. Restated amounts as of December 31,
  2006 and year of expiration are as follows:

|                   |  |                         |         |                 |     |             |   |     |         | 
|------------------ |  | ----------------------- | ------- | --------------- | --- | ----------- | - | --- | ------- | 
|                   |  | Original 
  Recoverable |         | Recovery of Tax |     | Recoverable |  
|Year of Expiration |  | Asset Tax               |         | on Assets       |     | Asset Tax   |  
|                   |  |                         |         |                 |     |             |   |     |         | 
|2012               |  | Ps.                     | 228,865 |                 | Ps. | (40,407     | ) | Ps. | 188,458 | 
|2013               |  |                         | 217,743 |                 |     | (44,038     | ) |     | 173,705 | 
|2014               |  |                         | 163,959 |                 |     | (37,293     | ) |     | 126,666 | 
|2015               |  |                         | 153,112 |                 |     | (41,709     | ) |     | 111,403 | 
|2016               |  |                         | 85,154  |                 |     |            |   |     | 85,154  | 
|                   |  |                         |         |                 |     |             |   |     |         | 
|                  
|                   |  | Ps.                     | 848,833 |                 | Ps. | (163,447    | ) | Ps. | 685,386 | 
|                   |  |                         |         |                 |     |             |   |     |         | 

|    |             |                                                                                                                                                                                                                                                                                                                                                                  
|--- | ----------- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    | g.          | In addition
  to recoverable tax on assets, the Company has generated Ps. 731,982 of tax
  loss carryforwards for which a net deferred tax asset of Ps. 204,955 has been
  recognized. All tax loss carryforwards expire in 2048, as permitted by the
  Mexican tax authorities for concession operations.                                                       
|    |             |                                                                                                                                                                                                                                                                                                                                                                  
|16. | Commitments
|    |             |                                                                                                                                                                                                                                                                                                                                                                  
|    | a.          | The Company
  has leased office space under three five-year operating lease agreements,
  effective as of February 2006, February 2003 and June 2006. The respective
  monthly rental payments are U.S.$20,291, U.S.$7,692 and U.S.$2,784. Base rent
  is subject to increases according to the NCPI and the CPI of the United
  States of America, respectively.
|    |             |                                                                                                                                                                                                                                                                                                                                                                  
|    |             | Lease
  expense was Ps. 4,334, Ps. 4,056 and Ps. 4,411 for the years ended December
  31, 2006, 2005 and 2004, respectively.                                                                                                                                                                                                                                     
|    |             |                                                                                                                                                                                                                                                                                                                                                                  
|    | b.          | On December
  16, 2004, SCT authorized the Companys Master Development Program (MDP)
  update for the next five-year period from 2005-2009. The table below shows
  the investments to be made during this period, as approved by the SCT:                                                                                                                      

|     |  |     |           |                                                   |     |                 |  |     |           | 
|---- |  | --- | --------- | ------------------------------------------------- | --- | --------------- |  | --- | --------- | 
|Year |  | MDP |           | Investment
  for 
  handlingchecked-in 
  luggage |     | Total 
  amount | 
|     |  |     |           |                                                   |     |                 |  |     |           | 
|2005 |  | Ps. | 338,071   |                                                   | Ps. | 308,843         |  | Ps. | 646,914   | 
|2006 |  |     | 424,697   |                                                   |     |                |  |     | 424,697   | 
|2007 |  |     | 359,683   |                                                   |     |                |  |     | 359,683   | 
|2008 |  |     | 311,560   |                                                   |     |                |  |     | 311,560   | 
|2009 |  |     | 243,277   |                                                   |     |                |  |     | 243,277   | 
|     |  |     |           |                                                   |     |                 |  |     |           | 
|    
|     |  | Ps. | 1,677,288 |                                                   | Ps. | 308,843         |  | Ps. | 1,986,131 | 
|     |  |     |           |                                                   |     |                 |  |     |           | 

F-36

---



|    |               |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|--- | ------------- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    |               | Amounts set
  forth above are expressed in thousands of Mexican pesos of purchasing power
  as of December 31, 2003, as the Company is currently discussing with SCT the
  determination of the correct inflation index to be used to restate such
  amounts as of December 31, 2006.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|    |               |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|17. | Contingencies
|    |               |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|    | a.            | Several
  municipalities have filed real estate tax claims against some subsidiary
  concessionaires related to the land where the airports are located. Based on
  the opinion of its external legal counsel, the Company believes that there
  are no legal grounds for such claims. Therefore, the Company has initiated
  legal proceedings to invalidate the claims, and, where applicable, related
  foreclosures or other actions. Although no assurance can be given, the
  Company does not expect the resolutions to have any adverse effects on its
  consolidated financial position or results of operations.                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|    |               |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|    |               | In the case
  of the Mexicali airport, claims have been filed for Ps.89 million (nominal
  pesos), which is guaranteed with an encumbrance on 25% of the daily revenues
  from the operation of the parking lot at the airport generated from November
  2004 and until December 31, 2006. The cumulative amount of such encumbrances
  is Ps. 3.5 million (nominal pesos). The Company obtained a favorable sentence
  in first instance in the judicial annulment filed, however, the municipality
  appealed to this decision. As of the date of these financial statements, the
  case is still pending resolution.                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|    |               |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|    |               | On June 8,
  2005, the Tijuana airport received a second municipal real estate tax claim
  of Ps. 146,442 (nominal value), similar to municipal claims previously
  received by this and other airports, as described above. On September 22,
  2005, the municipal authorities ordered the temporary encumbrance of certain
  assets of the Tijuana airport totaling Ps. 104,763 (nominal pesos), because
  the Tijuana airport did not post a bond with the court as provisional
  security in connection with this claim. Although the encumbered assets have
  not affected the operation of the airport, on February 9, 2006, an
  irrevocable standby letter of credit was issued by a financial institution on
  behalf of the Tijuana airport for Ps. 141,770 in order to release the
  encumbrance. This amount differs from the original amount of the tax claimed
  due to it has been estimated in order to guarantee both, the tax an penalties
  corresponding to a twelve month period. As of the date of these financial
  statements, the case is still pending resolution.
|    |               |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|    |               | On January
  25, 2006, the Company entered into a line of credit which provides for the
  issuance of letters of credit up to an aggregate amount of Ps. 300,000 with a
  financial institution in order to guarantee all amounts claimed by the
  municipal authorities at its airports, however, until the credit line expires
  in 2009, the Companys airport subsidiaries are subject to certain financial
  covenants, including, among others, the requirement to (i) maintain a
  consolidated tangible net worth (defined as stockholders equity less
  intangible assets (including the Companys                                                                                                                                                                                                                                                                                                                                                                                                                                                                                

F-37

---



| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
| | -- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |    | concessions)
  and reserves for inflationary effects, in each case under MFRS) of at least
  Ps. 2,100,000, (ii) maintain a free and unencumbered cash reserve equal to
  the amount due on any outstanding letters of credit and (iii) maintain
  consolidated annual EBITDA of at least Ps. 1,000,000.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
| |    | In addition,
  on December 23, 2005 the Company received a notice requiring payment of
  municipal real estate tax for the sum of Ps. 12,246 (nominal pesos) at the
  San José del Cabo airport. The Company filed a judicial annulment, after
  which the municipal authorities retracted in 2006 the requirement for such
  payment. As of the date of these financial statements, there is no
  contingency related to this airport for such real estate tax claims.                                                                                                                                                                                                                                                                                                                                                                                                  
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
| | b. | In 1970, the
  Mexican Government expropriated a portion of land occupied by the Tijuana
  Airport, which was a rural property (Ejido)
  owned by a group of farmers. The farmers have raised claims against the
  indemnity payments received from the Mexican Government. One such claim
  demands reversal of the land expropriation. While such claims are not
  actually against the Company, a favorable ruling on the return of the land
  might disrupt the current airport operation. According to the concession
  terms, access by the Company to land assigned to concessionaires is
  guaranteed. Therefore, the Company believes, although no assurance can be
  given, that the Mexican Government would be liable for any operational
  disruption caused by the farmers and would have to restore the concessionaire
  rights of use of public property.
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
| | c. | Federal,
  state and environmental protection laws regulate the Companys operations.
  According to these laws, the passing of regulations relating to air and water
  pollution, environmental impact studies, noise control and disposal of
  dangerous and non-dangerous material has been considered. The Federal
  Environmental Protection Agency has the power to impose administrative, civil
  and criminal penalties against companies violating environmental laws. It is
  also entitled to close any facilities that do not meet legal requirements.                                                                                                                                                                                                                                                                                                       
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
| | d. | In 2002, the
  Company settled a dispute with ASA related to administrative services
  provided to the Company during 1999. As a result of the settlement, the
  Company recorded a liability of Ps.68,354 (constant pesos) during 2002, which
  was ultimately paid to ASA during 2003. The Company considered these fees
  deductible for fiscal year 2003 and accordingly filed a request with the
  Mexican Treasury Department to confirm that such tax treatment was
  appropriate, regardless of the fact that the settlement took place in 1999.                                                                                                                                                                                                                                                                                                                 
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
| |    | During 2004,
  the Mexican Treasury Department responded to the request rejecting the
  criteria for deduction in 2003 proposed by the Company. In 2004, the Company
  initiated an annulment proceeding. In 2005, the Company received a favorable
  ruling with respect to the claim of Aguascalientes airport, but received an
  unfavorable ruling in a first instance on the claims with respect to the
  Bajío, Guadalajara, Tijuana, Puerto Vallarta and San José del Cabo airports.
  Subsequently,                                                                                                                                                                                                                                                                                                                                                              

F-38

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| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
| | -- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |    | during 2006,
  the Company received a favorable sentence in the ultimate instance at the La
  Paz airport and unfavorable sentences in the ultimate instance at the
  Aguascalientes, Hermosillo, Mexicali and Los Mochis airports. However, only
  the unfavorable sentence at the Aguascalientes airport was pronounced in the
  legal context; those at the Hermosillo, Mexicali and Los Mochis airports were
  concluded based on deficiencies in form. In addition, the Manzanillo airport
  obtained a favorable sentence in the first instance; Morelia presented an
  appeal against an unfavorable sentence which is still pending resolution.
  With respect to the Bajio, Guadalajara, Puerto Vallarta, San Jose del Cabo
  and Tijuana airports, the Collegiate Tribunal issued a sentence requiring the
  Tax Court to issue a new sentence, considering the arguments presented at
  these airports. If the Company is not successful in such claims, it is
  expected that it may be required to pay Ps. 21.5 million plus penalties and
  interest accumulated through the date of payment. Although no assurance can
  be provided, the Company and its legal counsel believe that the matter is
  likely to be resolved in the Companys favor on appeal.                 
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
| | e. | A claim has
  been filed against the Company by Remaconst, S.A. de C.V. concerning a
  contract entered into between Remaconst and ASA, the Companys predecessor,
  in 1992. Remaconst had the right, pursuant to the 1992 contract, to operate
  the shuttle busses at the Guadalajara International Airport for a period of
  ten years. At the expiration of the ten-year period, the Guadalajara
  International Airport terminated the contract. Upon the termination of the
  contract, Remaconst filed a claim against the Company disputing the
  termination of the contract on the basis that it had not recovered the
  investment it made in the shuttle busses pursuant to the terms of the
  contract during the ten-year period. In September 2005, the trial court ruled
  in favor of the Company and rejected Remaconsts claim. Remaconst appealed
  the decision of the trial court, which was decided in the Companys favor in
  January 2006. On January 26, 2006, the Company received a favorable ruling in
  the second instance. As of the date of these financial statements, the
  Company stills awaiting payment from Remaconst.                                                                                                                            
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
| | f. | The users of
  airports, principally airlines, have been subject to increased costs
  following the September 11 events. Airlines have been required to adopt
  additional security measures and may be required to comply with more rigorous
  security guidelines in the future. Because a substantial majority of our
  international flights involve travel to the U.S., the Company may be required
  to comply with security directives of the U.S. Federal Aviation Authority, in
  addition to the directives of Mexican aviation authorities. The Mexican
  Government, being part of the International Civil Aviation Organization
  (OACI), indirectly accepted a resolution proposed by OACI related to
  requiring all checked baggage on all commercial flights beginning in January
  2006 to undergo a comprehensive screening process. The new process is
  expected to require the installation of new screening equipment, which the
  Company will be required to purchase and operate. The Company cannot
  currently estimate the cost to us of compliance with the new screening
  guidelines. The Company could be required to undertake significant capital
  expenditures and ongoing operating expenses to comply with these
  requirements, which could restrict

F-39

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|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|--- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      | its liquidity and adversely affect its operating
  results. In addition, the Company may be exposed to a higher risk of
  liability as a result of the requirement that it directly operates this
  equipment.                                                                                                                                                                                                                                                                                                                                                         
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|    | g.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   | Grupo de Ingeniería Universal, S.A. de C.V. (GIUSA),
  a contractor that carried out specific work at the Guadalajara International
  Airport, sued such airport, claiming non-compliance with the contract and
  other related agreements, as well as the payment of approximately Ps. 43
  million and other unquantified benefits. As of the date of these financial
  statements, the lawsuit is in the delivery of evidence stage. Although no
  assurance can be provided, the Company considers that it has sufficient
  elements to obtain a favorable outcome.
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|18. | Information by industry segment                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|    | The Company determines and evaluates its airports
  individual performances before allocating personnel-related costs and other
  costs incurred by Servicios a la Infraestructura Aeroportuaria del Pacífico,
  S.A. de C.V. (SIAP), the subsidiary relating to the Companys senior
  management. All airports provide similar services to their customers. The
  following table shows a summary of the Companys financial information by
  segment as it relates to the Guadalajara, Tijuana, Puerto Vallarta, Los
  Cabos, Hermosillo and Bajío airports. The financial information relating to
  the remaining six airports, as well as that of SIAP, Pacífico Cargo, and the
  Companys corporate operations (including investment in its subsidiaries) was
  combined and included under Other. The elimination of the investment of the
  Company in its subsidiaries is included under Eliminations.

|                                                            |  |             |           |         |     |                   |  |     |           | 
|----------------------------------------------------------- |  | ----------- | --------- | ------- | --- | ----------------- |  | --- | --------- | 
|December 31, 2006                                           |  | Guadalajara |           | Tijuana |     | Puerto
  Vallarta | 
|                                                            |  |             |           |         |     |                   |  |     |           | 
|Total revenues                                              |  | Ps.         | 974,001   |         | Ps. | 374,298           |  | Ps. | 466,832   | 
|Income from
  operations                                    |  |             | 459,929   |         |     | 97,846            |  |     | 247,375   | 
|Interest income
  (expense)                                 |  |             | 24,683    |         |     | 6,241             |  |     | 2,429     | 
|Income tax
  expense                                        |  |             | 139,698   |         |     | 92,095            |  |     | 72,985    | 
|Total assets                                                |  |             | 8,486,410 |         |     | 4,918,475         |  |     | 3,434,665 | 
|Total
  liabilities                                         |  |             | 55,345    |         |     | 30,945            |  |     | 63,237    | 
|Capital
  expenditures                                      |  |             | 188,645   |         |     | 38,325            |  |     | 145,250   | 
|Buildings,
  building improvements, machinery and equipment |  |             | 697,403   |         |     | 285,140           |  |     | 336,267   | 
|Other acquired
  rights                                     |  |             | 98,319    |         |     | 17,109            |  |     | 326,555   | 
|Depreciation and
  amortization for the year                |  |             | 243,045   |         |     | 129,947           |  |     | 94,909    | 

F-40

---



|                                                            |  |             |           |         |     |                   |  |     |           | 
|----------------------------------------------------------- |  | ----------- | --------- | ------- | --- | ----------------- |  | --- | --------- | 
|December 31, 2005                                           |  | Guadalajara |           | Tijuana |     | Puerto
  Vallarta | 
|                                                            |  |             |           |         |     |                   |  |     |           | 
|Total revenues                                              |  | Ps.         | 857,652   |         | Ps. | 339,913           |  | Ps. | 427,467   | 
|Income from
  operations                                    |  |             | 405,601   |         |     | 77,009            |  |     | 226,160   | 
|Interest income
  (expense)                                 |  |             | 33,391    |         |     | 3,627             |  |     | 7,779     | 
|Income tax
  expense                                        |  |             | 125,552   |         |     | 92,332            |  |     | 29,121    | 
|Total assets                                                |  |             | 8,443,941 |         |     | 4,931,552         |  |     | 3,461,528 | 
|Total
  liabilities                                         |  |             | 68,182    |         |     | 47,353            |  |     | 58,720    | 
|Capital
  expenditures                                      |  |             | 171,397   |         |     | 33,624            |  |     | 143,569   | 
|Buildings,
  building improvements, machinery and equipment |  |             | 613,070   |         |     | 269,373           |  |     | 211,296   | 
|Other acquired
  rights                                     |  |             | 99,890    |         |     | 17,517            |  |     | 334,358   | 
|Depreciation and
  amortization for the year                |  |             | 200,532   |         |     | 128,944           |  |     | 83,033    | 

|                                                            |  |             |           |         |     |                   |   |     |           |  
|----------------------------------------------------------- |  | ----------- | --------- | ------- | --- | ----------------- | - | --- | --------- | -
|December 31, 2004                                           |  | Guadalajara |           | Tijuana |     | Puerto
  Vallarta |  
|                                                            |  |             |           |         |     |                   |   |     |           |  
|Total revenues                                              |  | Ps.         | 793,138   |         | Ps. | 326,279           |   | Ps. | 333,637   |  
|Income from
  operations                                    |  |             | 359,985   |         |     | 47,771            |   |     | 149,779   |  
|Interest income
  (expense)                                 |  |             | 35,877    |         |     | (9,144            | ) |     | (2,491    | )
|Income tax
  expense                                        |  |             | 140,573   |         |     | 102,153           |   |     | 69,418    |  
|Total assets                                                |  |             | 8,696,714 |         |     | 4,951,937         |   |     | 3,310,923 |  
|Total
  liabilities                                         |  |             | 72,683    |         |     | 51,100            |   |     | 34,874    |  
|Capital
  expenditures                                      |  |             | 261,578   |         |     | 14,541            |   |     | 352,384   |  
|Buildings,
  building improvements, machinery and equipment |  |             | 469,690   |         |     | 257,042           |   |     | 76,333    |  
|Other acquired
  rights                                     |  |             | 102,177   |         |     | 17,924            |   |     | 342,164   |  
|Depreciation and
  amortization for the year                |  |             | 193,133   |         |     | 127,181           |   |     | 78,965    |  

|                                                          |  |           |           |            |     |           |   |     |           | 
|--------------------------------------------------------- |  | --------- | --------- | ---------- | --- | --------- | - | --- | --------- | 
|December 31, 2006                                         |  | Los Cabos |           | Hermosillo |     | Bajío     |  
|                                                          |  |           |           |            |     |           |   |     |           | 
|Total revenues                                            |  | Ps.       | 489,920   |            | Ps. | 133,109   |   | Ps. | 168,063   | 
|Income from operations                                    |  |           | 313,084   |            |     | 35,156    |   |     | 71,515    | 
|Interest income (expense)                                 |  |           | 31,643    |            |     | 5,196     |   |     | 5,856     | 
|Income tax expense                                        |  |           | 97,483    |            |     | (18,200   | ) |     | 21,943    | 
|Total assets                                              |  |           | 2,702,024 |            |     | 1,375,715 |   |     | 1,250,501 | 
|Total liabilities                                         |  |           | 48,482    |            |     | 22,734    |   |     | 19,861    | 
|Capital expenditures                                      |  |           | 146,017   |            |     | 39,742    |   |     | 13,018    | 
|Buildings, building improvements, machinery and equipment |  |           | 247,331   |            |     | 136,078   |   |     | 136,390   | 
|Other acquired rights                                     |  |           | 405,777   |            |     | 2,030     |   |     |          | 
|Depreciation and amortization for the year                |  |           | 61,508    |            |     | 36,496    |   |     | 35,426    | 

F-41

---



|                                                          |  |           |           |            |     |           |  |     |           | 
|--------------------------------------------------------- |  | --------- | --------- | ---------- | --- | --------- |  | --- | --------- | 
|December 31, 2005                                         |  | Los Cabos |           | Hermosillo |     | Bajío     | 
|                                                          |  |           |           |            |     |           |  |     |           | 
|Total revenues                                            |  | Ps.       | 448,804   |            | Ps. | 136,600   |  | Ps. | 161,854   | 
|Income from operations                                    |  |           | 284,330   |            |     | 46,067    |  |     | 69,931    | 
|Interest income (expense)                                 |  |           | 37,730    |            |     | 5,230     |  |     | 7,334     | 
|Income tax expense                                        |  |           | 89,991    |            |     | 43,180    |  |     | 21,509    | 
|Total assets                                              |  |           | 2,665,978 |            |     | 1,331,319 |  |     | 1,246,370 | 
|Total liabilities                                         |  |           | 48,032    |            |     | 19,233    |  |     | 20,568    | 
|Capital expenditures                                      |  |           | 30,619    |            |     | 43,902    |  |     | 23,138    | 
|Buildings, building improvements, machinery and equipment |  |           | 112,388   |            |     | 104,393   |  |     | 133,242   | 
|Other acquired rights                                     |  |           | 415,478   |            |     | 2,079     |  |     |          | 
|Depreciation and amortization for the year                |  |           | 59,333    |            |     | 33,807    |  |     | 33,909    | 

|                                                          |  |           |           |            |     |           |  |     |           | 
|--------------------------------------------------------- |  | --------- | --------- | ---------- | --- | --------- |  | --- | --------- | 
|December 31, 2004                                         |  | Los Cabos |           | Hermosillo |     | Bajío     | 
|                                                          |  |           |           |            |     |           |  |     |           | 
|Total revenues                                            |  | Ps.       | 336,108   |            | Ps. | 126,607   |  | Ps. | 143,571   | 
|Income from operations                                    |  |           | 182,909   |            |     | 52,485    |  |     | 61,986    | 
|Interest income (expense)                                 |  |           | 25,700    |            |     | 5,383     |  |     | 8,151     | 
|Income tax expense                                        |  |           | 67,662    |            |     | 22,025    |  |     | 23,716    | 
|Total assets                                              |  |           | 2,710,645 |            |     | 1,398,352 |  |     | 1,308,915 | 
|Total liabilities                                         |  |           | 26,551    |            |     | 12,835    |  |     | 23,822    | 
|Capital expenditures                                      |  |           | 2,512     |            |     | 14,877    |  |     | 42,292    | 
|Buildings, building improvements, machinery and equipment |  |           | 90,102    |            |     | 65,483    |  |     | 118,105   | 
|Other acquired rights                                     |  |           | 425,166   |            |     | 2,128     |  |     |          | 
|Depreciation and amortization for the year                |  |           | 58,678    |            |     | 24,730    |  |     | 31,407    | 

|                                                          |  |       |            |              |     |             |   |     |            | 
|--------------------------------------------------------- |  | ----- | ---------- | ------------ | --- | ----------- | - | --- | ---------- | 
|December 31, 2006                                         |  | Other |            | Eliminations |     | Total       |  
|                                                          |  |       |            |              |     |             |   |     |            | 
|Total revenues                                            |  | Ps.   | 1,410,083  |              | Ps. | (1,080,500  | ) | Ps. | 2,935,806  | 
|Income from operations                                    |  |       | 907,294    |              |     | (896,946    | ) |     | 1,235,253  | 
|Interest income (expense)                                 |  |       | (916       | )            |     |            |   |     | 75,132     | 
|Income tax expense                                        |  |       | (35,815    | )            |     |            |   |     | 370,189    | 
|Total assets                                              |  |       | 28,726,950 |              |     | (25,379,029 | ) |     | 25,515,711 | 
|Total liabilities                                         |  |       | 499,034    |              |     | (407,391    | ) |     | 332,247    | 
|Capital expenditures                                      |  |       | 70,638     |              |     |            |   |     | 641,635    | 
|Buildings, building improvements, machinery and equipment |  |       | 523,032    |              |     | (67         | ) |     | 2,361,574  | 
|Other acquired rights                                     |  |       | 1,699      |              |     |            |   |     | 851,489    | 
|Depreciation and amortization for the year                |  |       | 115,840    |              |     |            |   |     | 717,171    | 

F-42

---



|                                                          |  |     |            |   |     |              |   |     |            | 
|--------------------------------------------------------- |  | --- | ---------- | - | --- | ------------ | - | --- | ---------- | 
|December 31, 2005                                         |  |     | Other      |   |     | Eliminations |   |     | Total      | 
|                                                          |  |     |            |   |     |              |   |     |            | 
|Total revenues                                            |  | Ps. | 1,217,980  |   | Ps. | (894,006     | ) | Ps. | 2,696,264  | 
|Income from operations                                    |  |     | 816,012    |   |     | (778,095     | ) |     | 1,147,015  | 
|Interest income (expense)                                 |  |     | (1,627     | ) |     |             |   |     | 93,464     | 
|Income tax expense                                        |  |     | 70,324     |   |     |             |   |     | 472,009    | 
|Total assets                                              |  |     | 28,452,848 |   |     | (25,202,048  | ) |     | 25,331,488 | 
|Total liabilities                                         |  |     | 407,359    |   |     | (373,280     | ) |     | 296,167    | 
|Capital expenditures                                      |  |     | 164,979    |   |     |             |   |     | 611,228    | 
|Buildings, building improvements, machinery and equipment |  |     | 471,816    |   |     | (67          | ) |     | 1,915,511  | 
|Other acquired rights                                     |  |     | 1,741      |   |     |             |   |     | 871,063    | 
|Depreciation and amortization for the year                |  |     | 102,574    |   |     |             |   |     | 642,132    | 

|                                                          |  |       |            |              |     |             |   |     |            | 
|--------------------------------------------------------- |  | ----- | ---------- | ------------ | --- | ----------- | - | --- | ---------- | 
|December 31, 2004                                         |  | Other |            | Eliminations |     | Total       |  
|                                                          |  |       |            |              |     |             |   |     |            | 
|Total revenues                                            |  | Ps.   | 900,838    |              | Ps. | (605,202    | ) | Ps. | 2,354,976  | 
|Income from operations                                    |  |       | 466,921    |              |     | (417,110    | ) |     | 904,726    | 
|Interest income (expense)                                 |  |       | (708       | )            |     |            |   |     | 62,768     | 
|Income tax expense                                        |  |       | 70,221     |              |     |            |   |     | 495,768    | 
|Total assets                                              |  |       | 28,834,316 |              |     | (25,544,573 | ) |     | 25,667,229 | 
|Total liabilities                                         |  |       | 299,525    |              |     | (298,801    | ) |     | 222,589    | 
|Capital expenditures                                      |  |       | 88,622     |              |     |            |   |     | 776,806    | 
|Buildings, building improvements, machinery and equipment |  |       | 343,072    |              |     | (66         | ) |     | 1,419,761  | 
|Other acquired rights                                     |  |       | 1,781      |              |     |            |   |     | 891,340    | 
|Depreciation and amortization for the year                |  |       | 82,253     |              |     |            |   |     | 596,347    | 

|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|--- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|19. | Revenue                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|    | According to the General Law on Airports and its
  regulations, Company revenues are classified as airport, complementary and
  commercial services. Airport services generally include the use of airport
  runways, taxiways and parking areas for arriving and departing planes, use of
  passenger walkways, security services, hangars, and, in general, use of the
  space inside the terminal and other infrastructure by aircraft, passengers
  and cargo services. These services include rental of space that is vital for
  the operation of airlines and complementary service suppliers. Complementary
  services are mainly those established in the General Law on Airports and its
  regulations: ramps and handling services, catering, fuel supply, maintenance
  and repairs, and traffic and dispatch services.
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|    | A price regulation system establishes a maximum rate
  for airport services and complementary services for each airport for each
  year in a five-year period. The maximum rate is the maximum amount of
  revenues per work load unit that may be earned at an airport each year from
  regulated sources. Under this regulation, a work load                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   

F-43

---



| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
| | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | unit is equivalent to one passenger (excluding
  transit passengers) or 100 kilograms (220 pounds) of cargo. During the
  periods ended December 31, 2006, 2005 and 2004, the Company charged up to
  98.8%, 99.2% and 98.2% respectively, of the maximum rate.                                                                                                                                                                                                                                       
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
| | For presentation purposes, revenues from access fees
  charged to third party providers of complementary services are classified as
  airport services. Commercial services include services that are not essential
  for the operation of an airport, such as lease of space to retailers,
  restaurants and banks. Below is a detail of the Companys revenues for the
  years ended December 31, 2006, 2005 and 2004, respectively, according to the
  General Law on Airports and its regulations:

|                                                                                             |  |      |           |      |     |           |  |     |           | 
|-------------------------------------------------------------------------------------------- |  | ---- | --------- | ---- | --- | --------- |  | --- | --------- | 
|                                                                                             |  | 2006 |           | 2005 |     | 2004      | 
|Regulated
  revenues                                                                         |  |      |           |      |     |           |  |     |           | 
|Airport operating services to airlines:                                                      |  |      |           |      |     |           |  |     |           | 
|Landing                                                                                      |  | Ps.  | 146,593   |      | Ps. | 135,823   |  | Ps. | 127,749   | 
|Charges for not canceling extended stay
  reservations                                       |  |      | 45        |      |     | 2,189     |  |     | 247       | 
|Parking on embarking/disembarking
platform                                                   |  |      | 103,167   |      |     | 97,165    |  |     | 94,654    | 
|Parking on extended stay or overnight
platform                                               |  |      | 24,391    |      |     | 18,480    |  |     | 14,526    | 
|Passenger walkways and shuttle buses                                                         |  |      | 26,465    |      |     | 23,773    |  |     | 23,054    | 
|Airport security charges                                                                     |  |      | 33,192    |      |     | 30,592    |  |     | 26,699    | 
|Airport real estate services to airlines:                                                    |  |      |           |      |     |           |  |     |           | 
|Leasing of hangars to airlines                                                               |  |      | 13,754    |      |     | 13,499    |  |     | 15,384    | 
|Leasing of shops, warehouses and stockrooms to
  airlines (operating)                        |  |      | 4,109     |      |     | 3,835     |  |     | 3,878     | 
|Leasing of space and other terminal facilities
  to airlines within the terminal (operating) |  |      | 31,280    |      |     | 26,598    |  |     | 24,770    | 
|Leasing of land and other surfaces to airlines
  outside the terminal (operating)            |  |      | 6,615     |      |     | 5,733     |  |     | 5,808     | 
|Leasing of check-in desks and other terminal
  space                                         |  |      | 20,452    |      |     | 17,577    |  |     | 13,290    | 
|Leasing of desks and other terminal space for ticket
  sale                                  |  |      | 6,538     |      |     | 5,447     |  |     | 6,423     | 
|Airport passenger services:                                                                  |  |      |           |      |     |           |  |     |           | 
|Domestic passenger charges                                                                   |  |      | 986,289   |      |     | 888,892   |  |     | 836,640   | 
|International passenger charges                                                              |  |      | 925,879   |      |     | 875,096   |  |     | 690,873   | 
|Airport real estate services and rights of
  access to other operators                       |  |      | 15,761    |      |     | 14,495    |  |     | 19,034    | 
|Complementary services:                                                                      |  |      |           |      |     |           |  |     |           | 
|Catering services                                                                            |  |      | 12,141    |      |     | 12,720    |  |     | 12,948    | 
|Other third-party ramp services rendered to
  airlines                                       |  |      | 11,985    |      |     | 8,622     |  |     | 8,436     | 
|Traffic and/or dispatch                                                                      |  |      | 17,132    |      |     | 14,636    |  |     | 12,453    | 
|Fuel supply or removal                                                                       |  |      | 3,150     |      |     | 3,022     |  |     | 3,832     | 
|Third-party airplane maintenance and
repair                                                  |  |      | 1,395     |      |     | 278       |  |     | 228       | 
|                                                                                             |  |      |           |      |     |           |  |     |           | 
|Total regulated revenues included in the maximum
rate                                        |  |      | 2,390,333 |      |     | 2,198,472 |  |     | 1,940,926 | 
|                                                                                             |  |      |           |      |     |           |  |     |           | 
|Regulated revenues not included in the maximum
rate:                                         |  |      |           |      |     |           |  |     |           | 
|Car parking charges                                                                          |  |      | 109,484   |      |     | 102,676   |  |     | 93,703    | 
|Recovery of cost over aeronautical
services                                                  |  |      | 10,839    |      |     | 10,623    |  |     | 9,813     | 
|Recovery of cost over non-aeronautical
services                                              |  |      | 11,029    |      |     | 10,852    |  |     | 8,557     | 
|                                                                                             |  |      |           |      |     |           |  |     |           | 
|Total regulated revenues not included in the
maximum rate                                    |  |      | 131,352   |      |     | 124,151   |  |     | 112,073   | 
|                                                                                             |  |      |           |      |     |           |  |     |           | 
|Total regulated revenues                                                                     |  |      | 2,521,685 |      |     | 2,322,623 |  |     | 2,052,999 | 
|                                                                                             |  |      |           |      |     |           |  |     |           | 

F-44

---



|                                                                                         |  |      |           |      |     |           |  |     |           | 
|---------------------------------------------------------------------------------------- |  | ---- | --------- | ---- | --- | --------- |  | --- | --------- | 
|                                                                                         |  | 2006 |           | 2005 |     | 2004      | 
|Unregulated
  revenues                                                                   |  |      |           |      |     |           |  |     |           | 
|Commercial concessions (1):                                                              |  |      |           |      |     |           |  |     |           | 
|Retail operations                                                                        |  |      | 50,389    |      |     | 43,339    |  |     | 30,715    | 
|Food and beverages                                                                       |  |      | 38,631    |      |     | 32,472    |  |     | 28,964    | 
|Duty free                                                                                |  |      | 31,667    |      |     | 25,578    |  |     | 17,972    | 
|VIP lounges                                                                              |  |      | 6,059     |      |     | 5,408     |  |     | 2,221     | 
|Financial services                                                                       |  |      | 5,953     |      |     | 5,808     |  |     | 4,736     | 
|Communications and networks                                                              |  |      | 11,872    |      |     | 10,425    |  |     | 9,154     | 
|Car rentals                                                                              |  |      | 45,204    |      |     | 40,012    |  |     | 35,197    | 
|Advertising                                                                              |  |      | 29,724    |      |     | 25,323    |  |     | 23,542    | 
|Time sharing                                                                             |  |      | 45,809    |      |     | 50,169    |  |     | 24,992    | 
|Leasing of space to airlines and other
  complementary service providers (non-operating) |  |      | 46,968    |      |     | 44,755    |  |     | 55,666    | 
|Revenues from sharing of commercial activities (1):                                      |  |      |           |      |     |           |  |     |           | 
|Retail operations                                                                        |  |      | 8,111     |      |     | 4,410     |  |     | 2,687     | 
|Food and beverages                                                                       |  |      | 15,843    |      |     | 9,921     |  |     | 5,490     | 
|Duty free                                                                                |  |      | 15,382    |      |     | 18,676    |  |     | 13,146    | 
|Financial services                                                                       |  |      | 458       |      |     | 361       |  |     | 458       | 
|Communications and networks                                                              |  |      | 8         |      |     | 220       |  |     | 313       | 
|Car rentals                                                                              |  |      | 6,655     |      |     | 6,921     |  |     | 3,675     | 
|Advertising                                                                              |  |      | 772       |      |     | 240       |  |     | 237       | 
|Time sharing                                                                             |  |      | 1,236     |      |     | 890       |  |     | 287       | 
|Others                                                                                   |  |      | 3,511     |      |     | 2,723     |  |     | 2,069     | 
|Access fee for ground transportation                                                     |  |      | 11,565    |      |     | 10,373    |  |     | 6,274     | 
|Non-airport access fees                                                                  |  |      | 30,157    |      |     | 27,615    |  |     | 26,645    | 
|Services rendered to ASA                                                                 |  |      | 74        |      |     | 63        |  |     | 101       | 
|Various commercial-related revenues                                                      |  |      | 8,073     |      |     | 7,939     |  |     | 7,436     | 
|                                                                                         |  |      |           |      |     |           |  |     |           | 
|Total unregulated revenues                                                               |  |      | 414,121   |      |     | 373,641   |  |     | 301,977   | 
|                                                                                         |  |      |           |      |     |           |  |     |           | 
|                                                                                         |  |      |           |      |     |           |  |     |           | 
|Total revenues                                                                           |  | Ps.  | 2,935,806 |      | Ps. | 2,696,264 |  | Ps. | 2,354,976 | 
|                                                                                         |  |      |           |      |     |           |  |     |           | 

| |     |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
| | --- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |    
| | (1) | Unregulated revenues are
  earned based on the terms of the Companys operating lease agreements. Lease
  agreements are based on either a monthly rent (which generally increases each
  year based on the NCPI) or the greater of a monthly minimum guaranteed rent
  or a percentage of the lessees monthly revenues. Monthly rent and minimum
  guaranteed rent earned on the Companys operating lease agreements are
  included under the caption Commercial concessions above. Revenues earned in
  excess of the minimum guaranteed rent are included in the Revenues from
  sharing of commercial activities caption above.

F-45

---



Future minimum rentals as of December 31, 2006, are as
follows:

|Year       |  |     | Amount    | 
|---------- |  | --- | --------- | 
|           |  |     |           | 
|2007       |  | Ps. | 298,370   | 
|2008       |  |     | 246,715   | 
|2009       |  |     | 189,335   | 
|2010       |  |     | 152,423   | 
|2011       |  |     | 122,785   | 
|Thereafter |  |     | 91,717    | 
|           |  |     |           | 
|           |  |     |           | 
|Total      |  | Ps. | 1,101,345 | 
|           |  |     |           | 

|    |                                                                                                                                                                                                                                                                                                                                                                                                  
|--- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    | Amounts include contracts denominated in both
  Mexican pesos and U.S. dollars. The U.S. dollar denominated future minimum
  rentals were translated to Mexican pesos using the exchange rate applicable
  on December 31, 2006, which was a rate of Ps. 10.8755 Mexican pesos to 1 U.S.
  dollar.                                                                                               
|    |                                                                                                                                                                                                                                                                                                                                                                                                  
|    | Future minimum rentals do not include the contingent
  rentals that may be paid under certain commercial leases on the basis of a
  percentage of the lessees monthly revenues in excess of the monthly minimum
  guaranteed rent. Contingent rentals for the years ended December 31, 2006,
  2005 and 2004 are disclosed under the caption Revenues from sharing of
  commercial activities.
|    |                                                                                                                                                                                                                                                                                                                                                                                                  
|20. | Cost of services                                                                                                                                                                                                                                                                                                                                                                                 
|    |                                                                                                                                                                                                                                                                                                                                                                                                  
|    | Cost of services for the years ended December 31 is
  composed of the following:                                                                                                                                                                                                                                                                                                                 

|                                 |  |     |         |  |     |         |  |     |         | 
|-------------------------------- |  | --- | ------- |  | --- | ------- |  | --- | ------- | 
|                                 |  |     | 2006    |  |     | 2005    |  |     | 2004    | 
|                                 |  |     |         |  |     |         |  |     |         | 
|Employee costs                   |  | Ps. | 311,396 |  | Ps. | 297,349 |  | Ps. | 286,994 | 
|Maintenance                      |  |     | 122,813 |  |     | 126,813 |  |     | 109,005 | 
|Safety, security
  and insurance |  |     | 99,005  |  |     | 88,561  |  |     | 90,356  | 
|Utilities                        |  |     | 82,302  |  |     | 69,709  |  |     | 66,478  | 
|Other                            |  |     | 116,700 |  |     | 94,672  |  |     | 102,893 | 
|                                 |  |     |         |  |     |         |  |     |         | 
|                                 |  |     |         |  |     |         |  |     |         | 
|                                 |  | Ps. | 732,216 |  | Ps. | 677,104 |  | Ps. | 655,726 | 
|                                 |  |     |         |  |     |         |  |     |         | 

|    |                                                                                                  
|--- | -------------------------------------------------------------------------------------------------
|21. | Depreciation and amortization                                                                    
|    |                                                                                                  
|    | Depreciation and amortization for the years ended on
  December 31 are composed of the following:

|             |  |      |         |      |     |         |  |     |         | 
|------------ |  | ---- | ------- | ---- | --- | ------- |  | --- | ------- | 
|             |  | 2006 |         | 2005 |     | 2004    | 
|             |  |      |         |      |     |         |  |     |         | 
|Depreciation |  | Ps.  | 184,762 |      | Ps. | 109,738 |  | Ps. | 101,765 | 
|Amortization |  |      | 532,409 |      |     | 532,394 |  |     | 494,582 | 
|             |  |      |         |      |     |         |  |     |         | 
|             |  |      |         |      |     |         |  |     |         | 
|             |  | Ps.  | 717,171 |      | Ps. | 642,132 |  | Ps. | 596,347 | 
|             |  |      |         |      |     |         |  |     |         | 

F-46

---



|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|--- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|22. | New accounting principles not yet in effect                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|    | When Mexican
  NIF Series A went into effect on January 1, 2006, which represents the
  Conceptual Framework described in Note 3, some of its provisions created
  divergence with specific MFRS already in effect.  Consequently, in March 2006, CINIF issued Interpretation Number
  3 (INIF No. 3), Initial Application of Mexican Financial Reporting Standards,
  establishing, that provisions set forth in specific MFRS that have not been
  amended should be followed until their adaptation to the Conceptual Framework
  is complete.  For example, in 2006,
  revenues, costs and expenses were not required to be classified as ordinary
  and non-ordinary in the statement of income and other comprehensive income
  items in the statement of stockholders equity were not required to be
  reclassified into the statement of income at the time net assets that gave
  rise to them were realized.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|    | CINIF
  continues to pursue its objective of moving towards a greater convergence
  with International Financial Reporting Standards.  To this end, on December 22, 2006, it issued the following
  MFRS, which will become effective for fiscal years beginning on January 1,
  2007:                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|    | NIF B-3,
  Statement of Income                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|    | NIF B-13,
  Events Occurring after the Date of the Financial Statements                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|    | NIF C-13,
  Related Parties                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|    | NIF D-6,
  Capitalization of Comprehensive Financing Result                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|   
|    | Some of the
  significant changes established by these standards are as follows:                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|    | NIF B-3, Statement
  of Income, sets the general standards for presenting and
  structuring the statement of income, the minimum content requirements and
  general disclosure standards.
  Consistent with NIF A-5, Basic Elements of Financial Statements,
  NIF B-3 now classifies revenues, costs and expenses, into ordinary and
  non-ordinary.  Ordinary items (even if
  not frequent) are derived from the primary activities representing an
  entitys main source of revenues.
  Non-ordinary items are derived from activities other than those
  representing an entitys main source of revenues.  Consequently, the classification of certain transactions as
  special or extraordinary, according to former Bulletin B-3, was
  eliminated.  As part of the structure
  of the statement of income, ordinary items should be presented first and, at
  a minimum, present income or loss before income taxes, income or loss before
  discontinued operations, if any, and net income or loss.  Presenting operating income is neither
  required nor prohibited by NIF B-3. If presented, the line item other income
  (expense) is presented immediately before operating income.  Cost and expense items may be classified
  by function, by nature, or a combination of both. When classified by
  function, gross income may be presented.
  Statutory employee profit sharing should now be presented as an
  ordinary expense (within other income (expense) pursuant to INIF No. 4 issued
  in January 2007) and no longer presented within income tax.  Special items mentioned in particular MFRS
  should now be part of other income and expense and items formerly recognized
  as extraordinary should be part of non-ordinary items.

F-47

---



| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
| | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | NIF B-13, Events
  Occurring after the Date of the Financial Statements, requires
  that for (i) asset and liability restructurings and (ii) creditor waivers to
  their right to demand payment in case the entity defaults on contractual
  obligations, occurring in the period between the date of the financial
  statements and the date of their issuance, only disclosure needs to be
  included in a note to the financial statements while recognition of these
  items should take place in the financial statements of the period in which
  such events take place.  Previously,
  these events were recognized in the financial statements in addition to their
  disclosure.  NIF A-7, Presentation
  and Disclosure, in effect as of January 1, 2006, requires, among
  other things, that the date on which the issuance of the financial statements
  is authorized be disclosed as well as the name of authorizing management
  officer(s) or body (bodies).  NIF B-13
  establishes that if the entity owners or others are empowered to modify the
  financial statements, such fact should be disclosed.  Subsequent approval of the financial
  statements by the stockholders or other body does not change the subsequent
  period, which ends when issuance of the financial statements is authorized.
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
| | NIF C-13, Related
  Parties, broadens the concept related parties to include a) the
  overall business in which the reporting entity participates; b) close family
  members of key or relevant officers; and c) any fund created in connection
  with a labor-related compensation plan. NIF C-13 requires the following
  disclosures: a) the relationship between the controlling and subsidiary
  entities, regardless of whether or not any intercompany transactions took
  place during the period;  b) that the
  terms and conditions of consideration paid or received in transactions
  carried out between related parties are equivalent to those of similar
  transactions carried out between independent parties and the reporting
  entity, only if sufficient evidence exists; c) benefits granted to key or
  relevant officers; and d) name of the direct controlling company and, if
  different, name of the ultimate controlling company. Notes to comparative
  financial statements of prior periods should disclose the new provisions of
  NIF C-13.                                                                                                                                                                                                                                               
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
| | NIF D-6, Capitalization
  of Comprehensive Financing Result, establishes general
  capitalization standards that include specific accounting for financing in
  domestic and foreign currencies or a combination of both.  Some of these standards include:  a) mandatory capitalization of
  comprehensive financing cost (RIF) directly attributable to the acquisition
  of qualifying assets; b)  in the
  instance financing in domestic currency is used to acquire assets, yields
  obtained from temporary investments before the capital expenditure is made
  are excluded from the amount capitalized; c) exchange gains or losses from
  foreign currency financing should be capitalized considering the valuation of
  associated hedging instruments, if any; d) a methodology to calculate
  capitalizable RIF relating to funds from generic financing; e) regarding
  land, RIF may be capitalized if development is taking place; and f)
  conditions that must be met to capitalize RIF, and rules indicating when RIF
  should no longer be capitalized. The entity may decide on whether to apply
  the provisions of NIF D-6 for periods ending before January 1, 2007, in
  connection with assets that are in the process of being acquired at the time
  this NIF goes into effect.                   
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
| | On November
  30, 2006, the International Financial Reporting Interpretations Committee
  (IFRIC) issued IFRIC 12, Service Concession Arrangements. The
  Interpretation                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        

F-48

---



|    |                                                                                                                                                                                                                                                                                  
|--- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    | addresses
  the accounting by private sector operators involved in the provision of
  public sector infrastructure assets and services, such as schools and roads.
  The Interpretation does not address the accounting for the government
  (grantor) side of such arrangements.
|    |                                                                                                                                                                                                                                                                                  
|    | At the date
  of issuance of these financial statements, the Company has not fully assessed
  the effects of adopting these new standards on its financial information.                                                                                                          
|    |                                                                                                                                                                                                                                                                                  
|23. | Differences between MFRS and U.S. GAAP                                                                                                                                                                                                                                           
|    |                                                                                                                                                                                                                                                                                  
|    | The
  Companys consolidated financial statements are prepared in accordance with
  MFRS, which differ in certain significant respects from U.S. GAAP.                                                                                                                           
|    |                                                                                                                                                                                                                                                                                  
|    | The
  principal differences between MFRS and U.S. GAAP and the effects on the
  consolidated net income and consolidated stockholders equity of the Company
  are presented below with an explanation of the adjustments.                                                       

|                                                                         |                                                                                             |                                    |           |          |     |         |          |     |          |          |  
|------------------------------------------------------------------------ | ------------------------------------------------------------------------------------------- | ---------------------------------- | --------- | -------- | --- | ------- | -------- | --- | -------- | -------- | -
|                                                                         |                                                                                             | For the
  years ended December 31, |          
|Reconciliation
  of net income                                           |                                                                                             | 2006                               |           | 2005     |     | 2004    |         
|                                                                         |                                                                                             |                                    |           |          |     |         |          |     |          |         
|Net income according to MFRS                                             |                                                                                             | Ps.                                | 894,396   |          | Ps. | 685,494 |          | Ps. | 416,437  |         
|                                                                         |                                                                                             |                                    |           |          |     |         |          |     |          |         
|U.S. GAAP adjustments                                                    |                                                                                             |                                    |           |          |     |         |          |     |          |         
|(i)                                                                      | Amortization of the cost of airport Concessions                                             |                                    |           | 415,873  |     |         | 415,873  |     |          | 382,608  |  
|(ii)                                                                     | Amortization of assets
  under concession (Rights to
  use airport facilities under MFRS) |                                    |           | (26,772  | )   |         | (26,772  | )   |          | (26,772  | )
|(iii)                                                                    | Deferred fees for technical assistance services                                             |                                    |           | (46,078  | )   |         | (15,310  | )   |          | (15,026  | )
|(iv)                                                                     | Recognition of the fair
  value of embedded derivative instruments                          |                                    |           | (8,432   | )   |         | (9,227   | )   |          | (41,998  | )
|(v)                                                                      | Preoperating costs                                                                          |                                    |           | (5,694   | )   |         | (5,178   | )   |          | (14,886  | )
|(vi)                                                                     | Legal gain contingency                                                                      |                                    |           |         |     |         | (11,910  | )   |          |         |  
|(vii)                                                                    | Other income from recoverable taxes                                                         |                                    |           | 5,104    |     |         | 5,022    |     |          |         |  
|(x)                                                                      | Transition obligation for
  severance payments recognized under MFRS                        |                                    |           | (26,743  | )   |         |         |     |          |         |  
|                                                                         |                                                                                             |                                    |           |          |     |         |          |     |          |          |  
|Total U.S. GAAP adjustments
  before the effect of deferred income taxes |                                                                                             |                                    | 307,258   |          |     | 352,498 |          |     | 283,926  |         
|                                                                         |                                                                                             |                                    |           |          |     |         |          |     |          |         
|(viii)                                                                   | Deferred income taxes                                                                       |                                    |           | (101,719 | )   |         | (113,408 | )   |          | (824,942 | )
|                                                                         |                                                                                             |                                    |           |          |     |         |          |     |          |          |  
|                                                                        
|Total U.S. GAAP adjustments                                              |                                                                                             |                                    | 205,539   |          |     | 239,090 |          |     | (541,016 | )       
|                                                                         |                                                                                             |                                    |           |          |     |         |          |     |          |          |  
|                                                                        
|Net income (loss) according to U.S. GAAP                                 |                                                                                             | Ps.                                | 1,099,935 |          | Ps. | 924,584 |          | Ps. | (124,579 | )       
|                                                                         |                                                                                             |                                    |           |          |     |         |          |     |          |         

F-49

---



|                                                                                                 |  |                 |             |      |     |             |  
|------------------------------------------------------------------------------------------------ |  | --------------- | ----------- | ---- | --- | ----------- | -
|                                                                                                 |  | At December 31, |            
|Reconciliation of stockholders equity                                                           |  | 2006            |             | 2005 |    
|                                                                                                 |  |                 |             |      |     |             |  
|Stockholders equity according to MFRS                                                           |  | Ps.             | 25,183,464  |      | Ps. | 25,035,321  |  
|                                                                                                 |  |                 |             |      |     |             |  
|U.S. GAAP adjustments                                                                            |  |                 |             |      |     |             |  
|(i)
  Initial cost of airport concessions (recorded to common stock under MFRS)                  |  |                 | (20,232,685 | )    |     | (20,232,685 | )
|(i)
  Accumulated amortization of airport concessions                                            |  |                 | 2,835,322   |      |     | 2,419,449   |  
|(ii)
  Amortization of assets under concession (Rights to use airport facilities
  under MFRS) |  |                 | (196,328    | )    |     | (169,556    | )
|(iv)
  Recognition of the fair value of embedded derivative instruments                          |  |                 | (65,922     | )    |     | (57,490     | )
|(v)
  Preoperating costs                                                                         |  |                 | (25,758     | )    |     | (20,064     | )
|(vi)
  Legal gain contingency                                                                    |  |                 | (11,910     | )    |     | (11,910     | )
|(vii)
  Recoverable income taxes                                                                 |  |                 | (80,388     | )    |     | (85,492     | )
|(x)
  Transition obligation for severance payments recognized under MFRS                         |  |                 | (26,743     | )    |     |            |  
|                                                                                                 |  |                 |             |      |     |             |  
|                                                                                                 |  |                 |             |      |     |             |  
|Total
  U.S. GAAP adjustments before the effects of deferred income taxes                        |  |                 | (17,804,412 | )    |     | (18,157,748 | )
|                                                                                                 |  |                 |             |      |     |             |  
|(viii) Deferred income taxes                                                                     |  |                 | 4,959,391   |      |     | 5,061,110   |  
|Total U.S. GAAP adjustments                                                                      |  |                 | (12,845,021 | )    |     | (13,096,638 | )
|                                                                                                 |  |                 |             |      |     |             |  
|Stockholders
  equity according to U.S. GAAP                                                    |  | Ps.             | 12,338,443  |      | Ps. | 11,938,683  |  
|                                                                                                 |  |                 |             |      |     |             |  

|                                                                                                                                                 | 
|------------------------------------------------------------------------------------------------------------------------------------------------ | 
|A summary of the changes
  in consolidated stockholders equity after giving effect to the
  aforementioned U.S. GAAP adjustments is as follows:

|                                                |  |                |           |                               |     |                   |  |                                             |            |                                |     |   |  |     |            |  
|----------------------------------------------- |  | -------------- | --------- | ----------------------------- | --- | ----------------- |  | ------------------------------------------- | ---------- | ------------------------------ | --- | - |  | --- | ---------- | -
|                                                |  | Common
  Stock |           | Additional Paid-
  in Capital |     | Retained Earnings |  | Cumulative
  Other
  Comprehensive
  Income |            | Total
  Stockholders
  Equity |    
|                                                |  |                |           |                               |     |                   |  |                                             |            |                                |    
|Balance at January 1, 2005                      |  | Ps.            | 3,229,612 |                               | Ps. | 32,314            |  | Ps.                                         | 8,831,677  |                                | Ps. |  |  | Ps. | 12,093,603 |  
|Net income                                      |  |                |           |                               |     |                   |  |                                             | 924,584    |                                |     |   |  |     | 924,584    |  
|Deferred fees for technical assistance services |  |                |          |                               |     | 15,310            |  |                                             |           |                                |     |  |  |     | 15,310     |  
|Dividends (1.951 pesos per basic share)         |  |                |          |                               |     |                  |  |                                             | (1,094,814 | )                              |     |  |  |     | (1,094,814 | )
|                                                |  |                |           |                               |     |                   |  |                                             |            |                                |     |   |  |     |            |  
|Balance at December 31, 2005                    |  |                | 3,229,612 |                               |     | 47,624            |  |                                             | 8,661,447  |                                |     |  |  |     | 11,938,683 |  

F-50

---



|                                                |  |                |           |                               |     |                   |  |                                             |           |                                |     |   |  |     |            |  
|----------------------------------------------- |  | -------------- | --------- | ----------------------------- | --- | ----------------- |  | ------------------------------------------- | --------- | ------------------------------ | --- | - |  | --- | ---------- | -
|                                                |  | Common
  Stock |           | Additional Paid-
  in Capital |     | Retained Earnings |  | Cumulative
  Other
  Comprehensive
  Income |           | Total
  Stockholders
  Equity |    
|                                                |  |                |           |                               |     |                   |  |                                             |           |                                |    
|Net income                                      |  |                |           |                               |     |                  |  |                                             | 1,099,935 |                                |     |  |  |     | 1,099,936  |  
|Deferred fees for technical assistance services |  |                |          |                               |     | 46,078            |  |                                             |          |                                |     |  |  |     | 46,078     |  
|Dividends (1.330 pesos per basic share)         |  |                |          |                               |     |                  |  |                                             | (746,253  | )                              |     |  |  |     | (746,253   | )
|                                                |  |                |           |                               |     |                   |  |                                             |           |                                |     |   |  |     |            |  
|Balance at December 31, 2006                    |  | Ps.            | 3,229,612 |                               | Ps. | 93,702            |  | Ps.                                         | 9,015,129 |                                | Ps. |  |  | Ps. | 12,338,443 |  
|                                                |  |                |           |                               |     |                   |  |                                             |           |                                |     |   |  |     |            |  

|                                                                                                                                                                         | 
|------------------------------------------------------------------------------------------------------------------------------------------------------------------------ | 
|Condensed balance sheets
  and statements of operations including the aforementioned U.S. GAAP
  adjustments, as of and for the years ended December 31, are as follows:

|                                                                                |  |                 |            |      |     |            | 
|------------------------------------------------------------------------------- |  | --------------- | ---------- | ---- | --- | ---------- | 
|                                                                                |  | At December 31, |           
|                                                                                |  | 2006            |            | 2005 |    
|Assets                                                                          |  |                 |            |      |     |            | 
|Current assets:                                                                 |  |                 |            |      |     |            | 
|Cash and cash equivalents                                                       |  | Ps.             | 897,368    |      | Ps. | 815,066    | 
|Financial investments held for trading purposes                                 |  |                 | 124,960    |      |     | 120,705    | 
|Other current assets                                                            |  |                 | 634,862    |      |     | 406,724    | 
|                                                                                |  |                 |            |      |     |            | 
|                                                                                |  |                 |            |      |     |            | 
|Total current assets                                                            |  |                 | 1,657,190  |      |     | 1,342,495  | 
|                                                                                |  |                 |            |      |     |            | 
|Buildings, building improvements, machinery and equipment 
net                 |  |                 | 2,361,574  |      |     | 1,915,511  | 
|Assets under concession  net (Rights to use airport
facilities
  under MFRS) |  |                 | 2,197,239  |      |     | 2,320,372  | 
|Deferred income taxes                                                           |  |                 | 5,634,816  |      |     | 5,781,394  | 
|                                                                                |  |                 |            |      |     |            | 
|Other assets                                                                    |  |                 | 882,975    |      |     | 922,273    | 
|                                                                                |  |                 |            |      |     |            | 
|                                                                                |  |                 |            |      |     |            | 
|Total assets                                                                    |  | Ps.             | 12,733,794 |      | Ps. | 12,282,045 | 
|                                                                                |  |                 |            |      |     |            | 
|                                                                                |  |                 |            |      |     |            | 
|Liabilities and stockholders equity:                                           |  |                 |            |      |     |            | 
|Current liabilities                                                             |  | Ps.             | 279,928    |      | Ps. | 249,441    | 
|                                                                                |  |                 |            |      |     |            | 
|Total liabilities                                                               |  |                 | 395,351    |      |     | 343,362    | 
|                                                                                |  |                 |            |      |     |            | 
|Common stock                                                                    |  |                 | 3,229,612  |      |     | 3,229,612  | 
|Additional paid-in capital                                                      |  |                 | 93,702     |      |     | 47,624     | 

F-51

---



|                                             |  |                 |            |      |     |            | 
|-------------------------------------------- |  | --------------- | ---------- | ---- | --- | ---------- | 
|                                             |  | At December 31, |           
|                                             |  | 2006            |            | 2005 |    
|                                             |  |                 |            |      |    
|Retained earnings                            |  |                 | 9,015,129  |      |     | 8,661,447  | 
|                                             |  |                 |            |      |     |            | 
|                                             |  |                 |            |      |     |            | 
|Total stockholders equity                   |  |                 | 12,338,443 |      |     | 11,938,683 | 
|                                             |  |                 |            |      |     |            | 
|                                             |  |                 |            |      |     |            | 
|Total liabilities and
  stockholders equity |  | Ps.             | 12,733,794 |      | Ps. | 12,282,045 | 
|                                             |  |                 |            |      |     |            | 

|                                                                      |  |                                  |             |      |     |             |   |     |             |  
|--------------------------------------------------------------------- |  | -------------------------------- | ----------- | ---- | --- | ----------- | - | --- | ----------- | -
|                                                                      |  | For the years ended December 31, |            
|                                                                      |  | 2006                             |             | 2005 |     | 2004        |  
|                                                                      |  |                                  |             |      |     |             |   |     |             |  
|Net revenues                                                          |  | Ps.                              | 2,929,157   |      | Ps. | 2,665,923   |   | Ps. | 2,350,808   |  
|                                                                      |  |                                  |             |      |     |             |   |     |             |  
|Cost of services                                                      |  |                                  | 766,098     |      |     | 682,978     |   |     | 671,415     |  
|Technical assistance fees                                             |  |                                  | 151,395     |      |     | 111,414     |   |     | 96,239      |  
|Concession taxes                                                      |  |                                  | 145,849     |      |     | 133,909     |   |     | 116,964     |  
|Depreciation and amortization                                         |  |                                  | 328,070     |      |     | 253,031     |   |     | 240,511     |  
|                                                                      |  |                                  |             |      |     |             |   |     |             |  
|Total cost of services                                                |  |                                  | 1,391,412   |      |     | 1,181,332   |   |     | 1,125,128   |  
|                                                                      |  |                                  |             |      |     |             |   |     |             |  
|                                                                      |  |                                  |             |      |     |             |   |     |             |  
|Income from operations                                                |  |                                  | 1,537,745   |      |     | 1,484,592   |   |     | 1,225,680   |  
|                                                                      |  |                                  |             |      |     |             |   |     |             |  
|Net comprehensive financing income (expense)                          |  |                                  | 27,312      |      |     | 33,145      |   |     | (14,110     | )
|Other income (expense)  net                                          |  |                                  | 1,682       |      |     | (7,735      | ) |     | (2,550      | )
|Income tax expense                                                    |  |                                  | (466,804    | )    |     | (585,418    | ) |     | (1,333,598  | )
|                                                                      |  |                                  |             |      |     |             |   |     |             |  
|                                                                      |  |                                  |             |      |     |             |   |     |             |  
|Net income (loss)                                                     |  | Ps.                              | 1,099,935   |      | Ps. | 924,584     |   | Ps. | (124,579    | )
|                                                                      |  |                                  |             |      |     |             |   |     |             |  
|                                                                      |  |                                  |             |      |     |             |   |     |             |  
|Weighted average number of common shares outstanding                  |  |                                  | 556,792,500 |      |     | 556,792,500 |   |     | 556,792,500 |  
|Weighted average number of common shares and common share
equivalents |  |                                  | 561,000,000 |      |     | 561,000,000 |   |     | 556,792,500 |  
|                                                                      |  |                                  |             |      |     |             |   |     |             |  
|Basic earnings (loss) per share (Mexican pesos)                       |  | Ps.                              | 1.9755      |      | Ps. | 1.6606      |   | Ps. | (0.2237     | )
|Diluted earnings (loss) per share (Mexican pesos)                     |  | Ps.                              | 1.9607      |      | Ps. | 1.6481      |   | Ps. | (0.2237     | )

(i) Airport concessions

Under MFRS, the cost of the concessions to
operate the airports and the related facilities was allocated to two intangible
assets: right to use airport facilities and airport concessions. Airport
concessions represents the residual value after the allocation of cost to the
rights to use airport facilities. The cost allocated to the rights to use
airport facilities was determined based on the MFRS inflation-adjusted cost of
the related fixed assets recorded in the accounts of ASA as of October 31, 1998.
The remainder was allocated to airport concessions. The total value of the
concession granted was determined by reference to the sale proceeds of the
equity sold to AMP in August 1999. Consideration for the concessions to operate
the facilities was provided by the issuance of the common stock of the Company.

F-52

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The
acquisition of the airport concessions and rights to use airport facilities was
a transaction between entities under common control of the Mexican Government
and did not involve cash consideration. U.S. GAAP requires that when assets are
transferred between entities under common control, the receiving entity is
required to initially recognize the assets at the carrying amount of the
transferring entity on the date of transfer. As there was no nominal value
recorded for the airport concessions between the SCT and ASA, there is no value
assigned to the airport concessions for purposes of U.S. GAAP.

(ii) Amortization of
assets under concession (treated as intangible rights to use airport
facilities under MFRS)

As discussed
above, according to MFRS, the cost of the concessions to operate the airport
and the related facilities was allocated to two intangible assets: rights to
use airport facilities and airport concessions.

For purposes of U.S. GAAP, since
the concession arrangement provides the Company with the right to use the
airports and related facilities for a 50-year term, and since the Company was
created and controlled by the Mexican Government at the date the concessions
were granted, the arrangement is accounted for based on its economic substance
as a contribution by the Mexican Government of fixed assets including runways,
aprons, platforms, buildings and other infrastructure, used to operate the
airport facilities under the related concession agreements. Throughout the
50-year concession term, the Mexican Government retains title to the assets
under concession. Upon expiration of the concession term, use of the assets
reverts to the Mexican Government.

The transfer of fixed assets was
made among entities under common control. Thus, the related assets were
recognized at their carrying value in the records of the Mexican Government.
The assets are depreciated over their remaining useful lives, or 3 years for
other infrastructure, 18 years for buildings, and 28 years for runways, aprons
and platforms.

In addition, as the transfer of
fixed assets included land and buildings, the Company obtained an independent
appraisal of all fixed assets under concession as of the date the concession
was granted. Based on the appraisals, the fair value of the land was not
considered significant in relation to the total fair value of all assets
transferred. Accordingly, the land has been recorded as a single unit with the
building and is amortized over the economic life of the building of 25 years.
Amortization of land under MFRS, included within the intangible asset rights to
use airport facilities, is over a period of 50 years. Thus, the difference in
the amortization period results in increased amortization of the asset for
purposes of the U.S. GAAP reconciliation.

In addition, as described in Notes
8 and 14 to the financial statements prepared under MFRS, the concession
arrangements require the Company to pay a concession tax, pursuant to the
Mexican Federal Duties Law, currently equal to 5% of annual gross revenues,
which is classified within operating expenses. The Mexican Federal Duties Law
is a law of general applicability and is not specifically directed to airport
concession holders. The concession tax under the Mexican Federal Duties Law is
applicable to and payable by any concession-holder that uses state-owned
assets, without regard to the value of state-owned assets used. Accordingly,
this annual payment

F-53

---



is considered a tax rather than
consideration paid in exchange for the Mexican Governments contribution of the
concessioned assets. Because taxes do not give rise to a liability until such
time as they are incurred under U.S. GAAP, no additional obligation related to
the contribution by the Mexican Government is recognized. No adjustment is made
in the U.S. GAAP reconciliation for the concession tax; such tax is included
within operating expenses, given that it is a tax assessed for the Companys
use of the concessions and is based on revenues generated by the concession.

(iii) Deferred fees
for technical assistance services

On August 25,
1999, the Company and AMP entered into an agreement (the Stock Option
Agreement) whereby the Company granted to AMP the right to acquire an
additional five percent of the Companys outstanding Series B common stock,
provided that AMP has complied with its obligations under the technical
assistance agreement. The option was exercisable in three tranches of two
percent, two percent and one percent, each tranche exercisable during a
two-year period beginning August 25, 2002, August 25, 2003 and August 25, 2004,
respectively. The three tranches expired unexercised on August 25, 2004, August
25, 2005 and August 25, 2006, respectively.

MFRS do not
presently require the recognition of stock based compensation costs.

Statement of
Financial Accounting Standard (SFAS) No. 123, Accounting
for Stock Based Compensation, requires that all transactions in
which equity instruments are issued to other than employees in conjunction with
the selling of goods or services are to be accounted for based on the fair
value of the consideration received or the fair value of the equity instruments
issued, whichever is more reliably measurable.

Further, EITF
96-18, Accounting for Instruments That Are
Issued to Other Than Employees for Acquiring, or in Conjunction with Selling,
Goods or Services (EITF 96-18), provides guidance to establish a
measurement date for awards issued to other than employees. As the Company did
not believe that AMP had sufficiently large disincentives for nonperformance,
and thereby did not have a performance commitment as defined by EITF 96-18, it
established the measurement date as the date performance by AMP is complete,
and consequently recognized the related cost of the award using variable
accounting, as illustrated in FIN No. 28, Accounting
for Stock Appreciation Rights and Other Variable Stock Option or Award Plans.

Under variable
accounting, the Company recognized expense and a corresponding addition to
additional paid-in capital of Ps. 2,016 for the year ended December 31, 2004.
As the service period over which AMP was required to provide technical
assistance to the Company in order to be able to exercise the option was from
August 1999 through August 2004, 100% of the compensation cost for the option
award was recognized over such period. Accordingly, no additional compensation
cost was recognized for the years ended December 31, 2006 and 2005. The
calculation of the cost related to the award was based on an initial estimated
fair value of the option of U.S.$ 23,179 on August 25, 1999, inception of the
award, which subsequently fell to U.S. $217 at August 25, 2004. The fair value
of the award at August 25, 2004, the last measurement date, was based on an
independent appraisal, determined using the Monte Carlo model, applying the
following assumptions: dividend yields ranging from 1.20% to 2.24%,

F-54

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estimated volatility ranging from 30% to 41%,
risk free rates of return ranging from 6.48% to 29.77% and an expected life of
three to five years.

Additional information
related to the options outstanding for the years ended December 31, is as
follows:

|                            |  |        |            |                                    |        |        |  |                                    |             |   |        |       | 
|--------------------------- |  | ------ | ---------- | ---------------------------------- | ------ | ------ |  | ---------------------------------- | ----------- | - | ------ | ----- | 
|                            |  | 2006   |            | 2005                               |       
|                            |  | Shares |            | Weighted
  Average
  ExercisePrice |        | Shares |  | Weighted
  Average
  ExercisePrice |            
|                            |  |        |            |                                    |        |        |  |                                    |             |   |        |       | 
|Outstanding at January 1,   |  |        | 5,610,000  |                                    | U.S. $ | 3.898  |  |                                    | 16,830,000  |   | U.S. $ | 3.873 | 
|Expired                     |  |        | (5,610,000 | )                                  |        | 3.906  |  |                                    | (11,220,000 | ) |        | 4.000 | 
|                            |  |        |            |                                    |        |        |  |                                    |             |   |        |       | 
|                            |  |        |            |                                    |        |        |  |                                    |             |   |        |       | 
|Outstanding at December 31, |  |        |           |                                    | U.S. $ |       |  |                                    | 5,610,000   |   | U.S. $ | 3.898 | 
|                            |  |        |            |                                    |        |        |  |                                    |             |   |        |       | 

The number of
shares exercisable at December 31, 2005 were 5,610,000, at a weighted-average
exercise price of U.S.$ 3.898; the weighted-average remaining contractual life
of the outstanding option was 0.67 years.

In addition to
the stock option, AMP also holds forfeitable shares of GAP common stock in a
trust. Upon AMPs initial acquisition in 1999 of 15% of GAPs common stock,
which represented 100% of the Series BB shares of GAP, and pursuant to the
terms of the participation agreement between GAP and AMP, AMP signed a trust
agreement with Banco Nacional de Comercio Exterior, S.N.C. and assigned to the
trustee, all of the Series BB shares it acquired. In the trust agreement, GAP
was named as secondary beneficiary only in the instance in which AMP does not
comply with the terms of the technical assistance agreement, in which case 5%
of the Series BB shares would be forfeited and sold, with the proceeds of the
sale to be provided to GAP as liquidated damages and penalties. AMP may
gradually sell the shares in increments over the 15-year term of its initial
participation contract.

Based on the
fact that the five percent of AMPs initial investment held in the trust is
forfeitable, subject to compliance with the technical assistance agreement, the
Company considers those shares to be compensatory and has recorded the fair
value of these compensatory shares in a manner consistent with the stock
option, applying variable accounting, resulting in a related expense and
corresponding addition to additional paid-in capital of Ps. 46,078, Ps. 15,310
and Ps. 13,010 for the years ended December 31, 2006, 2005 and 2004,
respectively. Such amount is included with the cost of the stock option in the
U.S. GAAP reconciliation under the caption deferred fees for technical
assistance services.

(iv) Recognition of
the fair value of embedded derivative instruments

As part of its
ongoing operations, the Company enters into operating lease agreements to lease
commercial space in its airport terminals. Certain leases are priced in U.S.
dollars while the functional currency of both the Company and the tenants to
whom commercial airport terminal space is leased is the Mexican peso.

F-55

---



The U.S.
dollar foreign currency component of these contracts meet the criteria under
SFAS No. 133, Accounting for Derivative
Instruments and Hedging Activities, as amended(SFAS No. 133) as
embedded derivatives. The Company has determined that: i) the embedded
derivatives are not clearly and closely related to the economic characteristics
and risks of the host contracts (lease agreements) and ii) separate,
stand-alone instruments with the same terms as the embedded derivative
instruments would otherwise qualify as a derivative instruments, thereby
requiring separation from the lease agreements and recognition at fair value.
Such instruments do not qualify for hedge accounting under SFAS No. 133 and are
thereby considered non-hedging derivatives. Accordingly, the embedded
derivative should be recorded at fair value in the balance sheet, with changes
in such fair value each period recorded to results of operations, classified
according to nature of the item to which the embedded derivative instrument is
related.

In 2004, the
Company early adopted the provisions of MFRS Bulletin C-10 and thus recognized
the fair value of embedded derivative instruments during the year ended
December 31, 2004. The early adoption was recorded as an asset during 2004,
with the related charge as a cumulative effect of change in accounting
principle (net of income tax and statutory employee profit sharing).
Additionally, a gain to net comprehensive financing income for the year ended
December 31, 2004 was recognized for the difference between the cumulative
adjustment recorded at January 1, 2004 and the fair value of the embedded
derivatives at December 31, 2004.

Although the
Company adopted C-10 for MFRS purposes, a difference still arises between the
accepted valuation methodologies of the embedded derivatives under U.S. GAAP
and MFRS. The accepted valuation methodology under U.S. GAAP requires that at
the inception of the contract, such embedded derivatives be at-the-market and
thus, have a fair value equal to zero. At each subsequent reporting date, the
embedded derivatives are marked-to-market based on the difference between the
forward curve rates on the monthly payments at the reporting date versus the
forward curve rates on the monthly payments at the date of inception of the
lease contract. Under MFRS, the embedded derivatives are valued from inception
of the contract and at each reporting date based on the forward curve rates on
the monthly payments at the reporting date versus the spot rate at the
reporting date, applied to the future rentals receivable. This method
effectively recognizes the present value of the changes in the exchange rates
on the future rentals receivable.

Accordingly,
the following adjustments are included in the reconciliation to U.S. GAAP:

|  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|- | For the year
  ended December 31, 2004, the Company reversed the cumulative effect of change
  in accounting principle recorded for MFRS.                                                                                                                                                                                                                                                                                                                                                                                                                    
|  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|- | As of
  December 31, 2005 and 2006, the valuation methodology followed under MFRS
  results in an embedded derivative asset, while the corresponding U.S. GAAP
  methodology generates an embedded derivative liability. Accordingly, the
  difference between the values of the embedded derivatives recorded in the
  balance sheets under U.S. GAAP and MFRS are included the reconciliation of
  stockholders equity. Differences between related changes in the fair values
  of embedded derivatives are included in the reconciliation of net income.

F-56

---



|  |                                                                                                                                                                                                                                                                                                       
|- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|- | Lastly, the
  change in the fair value of the embedded derivatives under U.S. GAAP is
  classified as revenues, based on the nature of the item to which the embedded
  derivative instrument is related, while under MFRS, such amount is included
  in net comprehensive financing income (expense).

A
reconciliation of the adjustments made to net income for the recognition of the
fair value of embedded derivatives is as follows:

|                                                                                      |  |                                  |        |      |     |         |   |     |         |  
|------------------------------------------------------------------------------------- |  | -------------------------------- | ------ | ---- | --- | ------- | - | --- | ------- | -
|                                                                                      |  | For the years ended December 31, |       
|                                                                                      |  | 2006                             |        | 2005 |     | 2004    |  
|                                                                                     
|Amount recorded to net
  income under MFRS                                            |  | Ps.                              | 1,783  |      | Ps. | (21,113 | ) | Ps. | 37,830  |  
|Reversal of cumulative
  effect of change in accounting principle recorded under MFRS |  |                                  |       |      |     |        |   |     | (39,060 | )
|Effect for change in fair
  value of embedded derivatives                             |  |                                  | (8,432 | )    |     | (9,227  | ) |     | (2,938  | )
|                                                                                      |  |                                  |        |      |     |         |   |     |         |  
|Total U.S. GAAP adjustments
  to net income                                           |  |                                  | (8,432 | )    |     | (9,227  | ) |     | (41,998 | )
|                                                                                      |  |                                  |        |      |     |         |   |     |         |  
|Amount recorded to net
  income under U.S. GAAP                                       |  | Ps.                              | (6,649 | )    | Ps. | (30,340 | ) | Ps. | (4,168  | )
|                                                                                      |  |                                  |        |      |     |         |   |     |         |  

(v)
 Preoperating costs

As discussed
in Note 1, in 2002, the Company established a new subsidiary, Pacífico Cargo,
which was to provide cargo and storage services to certain courier and freight
companies at the Guadalajara airport. Accordingly, the subsidiary incurred
various costs, including salaries, feasibility and marketing studies, insurance
and various legal costs related to the opening the facility. As of December 31,
2006, Pacífico Cargo was liquidated and the administration of the cargo
operation will be performance by the Guadalajara International Airport.

The
preoperating expenses related to this subsidiary have been capitalized for
purposes of MFRS, in accordance with Bulletin C-8, Intangibles, which permits
the capitalization of certain project development costs that fulfill the
criteria established for recognition as assets. The capitalized costs will be
amortized when the subsidiary starts operations and begins to generate revenue,
which is estimated to be during 2007.

As these costs are one-time
activities related to the opening of the subsidiary, for purposes of U.S. GAAP,
they are considered to be start-up costs, which are expensed in accordance with
Statement of Position (SOP) 98-5, Reporting on the Costs of Start-Up Activities.
Accordingly, for purposes of U.S. GAAP, the portion of preoperating costs
capitalized under MFRS that fall within the criteria of SOP 98-5.

F-57

---



(vi) Legal gain contingency

As described
in Note 15.a to the financial statements under MFRS, in May 2005 the Company
paid a fine to the Mexican Treasury Department for Ps. 11,446 (nominal pesos)
related to its request for refund on the taxes paid on dividends. Based on the
advice of its legal counsel, the Company determined that such fine had no legal
basis and as such, in the financial statements under MFRS, recorded the amount
paid as a recoverable asset.

Under U.S.
GAAP, such fine is considered a gain contingency. As realization of this amount
is not assured beyond a reasonable doubt, recognition as an asset under U.S.
GAAP is prohibited. Accordingly, the amount was included in other expenses for
the year ended December 31, 2005.

(vii) Recoverable income taxes

As discussed
in Note 15.a to the financial statements under MFRS, in 2002 the Company paid
dividends, which generated Ps. 90,512 of income tax that was paid by the
Company in 2002. As of December 31, 2002, the Company recorded a deferred tax
asset for the income taxes paid, as the amount can be used to offset future
income tax payable.

Additionally,
based on the advice of its legal counsel, the Company was also entitled to a
refund of such amount, which, under MFRS, was recorded as a recoverable income
tax asset with a corresponding credit to income tax expense for the year ended
December 31, 2002.

Under U.S.
GAAP, the recoverable income tax asset is considered a gain contingency. As
realization is not assured beyond a reasonable doubt, recognition as an asset
under U.S. GAAP is prohibited. Accordingly, for the year ended December 31,
2002, the recognition of the deferred tax asset of Ps. 90,514 is eliminated,
resulting in a reconciling item in the reconciliation of stockholders equity
as of December 31, 2006 and 2005.

As mentioned
in Note 15.a, in November 2005, the Aguascalientes airport recovered Ps. 5,022
(Ps. 4,826 nominal pesos) to this recoverable income tax. Accordingly, this
amount is included as other income in the U.S. GAAP reconciliation for the year
ended December 31, 2005.

Furthermore,
in June 2006 the La Paz airport canceled Ps. 5,104 from the recoverable tax
asset as a result of an unfavorable court resolution, as described in Note
15.a. Because this asset did not exist for purposes of U.S. GAAP, for purposes
of the reconciliation, the amount is added back to income tax in the U.S. GAAP
reconciliation for the year ended December 31, 2006.

(viii) Deferred income taxes

Under MFRS,
the Company recognizes income taxes based on Bulletin D-4, Accounting for
Income Taxes, Asset Taxes and Statutory Employee Profit Sharing, which requires
the application of a methodology similar to SFAS No. 109, Accounting for Income
Taxes(SFAS No. 109).

F-58

---



The deferred
tax adjustments required to reconcile net income and stockholders equity under
MFRS to U.S. GAAP as of and for the years ended December 31, 2006, 2005 and
2004 result from the differences in accounting for the cost of airport
concessions, amortization of assets under concession, recognition of the fair
value of embedded derivative instruments, effects of the removal of the
transition obligation for severance payments and the effect of preoperating
costs, as explained in previous paragraphs.

For U.S. GAAP
purposes, there is no accounting basis for the airport concessions. However, a
tax basis exists for Mexican statutory tax purposes, which results in an
increase to the long-term deferred tax asset related to concessions.
Additionally, because of the difference in the amortization rates of land for
purposes of U.S. GAAP and MFRS, a different accounting basis exists under each
set of accounting principles, thereby decreasing the long-term deferred tax
asset recorded in the financial statements under MFRS. The effect was an
increase to the deferred tax asset of Ps. 4,926,233 and Ps. 5,039,380 as of
December 31, 2006 and 2005, respectively, and a related charge to net income of
Ps. 113,146, Ps. 117,438 and Ps. 840,638 for the years ended December 31, 2006,
2005 and 2004, respectively.

Under both MFRS and U.S. GAAP, the change in the deferred tax asset
resulting from the effects of accounting for inflation is recorded as a
component of income tax expense.

Under MFRS,
net deferred tax assets and liabilities are classified as non-current. Under
U.S. GAAP classification is based on the classification of the related asset or
liability for financial reporting. A reconciliation of the net deferred income
tax asset from MFRS to U.S. GAAP and the composition of the net deferred income
tax asset under U.S. GAAP at December 31 are as follows:

|                                                                                                    |  |      |           |      |     |           | 
|--------------------------------------------------------------------------------------------------- |  | ---- | --------- | ---- | --- | --------- | 
|                                                                                                    |  | 2006 |           | 2005 |    
|                                                                                                   
|Reconciliation of deferred income tax
  asset:                                                      |  |      |           |      |     |           | 
|                                                                                                    |  |      |           |      |     |           | 
|Net deferred income tax
  asset under MFRS                                                          |  | Ps.  | 686,607   |      | Ps. | 730,465   | 
|Effect of cost of airport
  concessions                                                             |  |      | 4,871,261 |      |     | 4,991,865 | 
|Effect of amortization of
  assets under concession (rights to use airport facilities under MFRS) |  |      | 54,972    |      |     | 47,515    | 
|Effect of embedded
  derivatives                                                                    |  |      | 18,458    |      |     | 16,107    | 
|Effect of removal of
  transition obligation for severance payments                                 |  |      | 7,488     |      |     |          | 
|Effect of preoperating
  costs                                                                      |  |      | 7,212     |      |     | 5,622     | 
|                                                                                                    |  |      |           |      |     |           | 
|Total U.S. GAAP adjustments
  to net deferred income tax asset                                      |  |      | 4,959,391 |      |     | 5,061,110 | 
|                                                                                                    |  |      |           |      |     |           | 
|                                                                                                    |  |      |           |      |     |           | 
|Net deferred income tax
  asset under U.S. GAAP                                                     |  | Ps.  | 5,645,998 |      | Ps. | 5,791,575 | 
|                                                                                                    |  |      |           |      |     |           | 

F-59

---



|                                                                                                  |  |      |           |      |     |           |  
|------------------------------------------------------------------------------------------------- |  | ---- | --------- | ---- | --- | --------- | -
|                                                                                                  |  | 2006 |           | 2005 |    
|Composition
  of net deferred income tax asset:                                                   |  |      |           |      |     |           |  
|                                                                                                 
|Current assets
  (liabilities):                                                                   |  |      |           |      |     |           |  
|Trade accounts receivable                                                                         |  | Ps.  | 11,016    |      | Ps. | 9,912     |  
|Embedded derivative instruments                                                                   |  |      | 166       |      |     | 269       |  
|                                                                                                  |  |      |           |      |     |           |  
|                                                                                                  |  |      |           |      |     |           |  
|Total current assets  net                                                                        |  | Ps.  | 11,182    |      | Ps. | 10,181    |  
|                                                                                                  |  |      |           |      |     |           |  
|                                                                                                 
|Non-current assets (liabilities):                                                                 |  |      |           |      |     |           |  
|Airport concessions and assets under concession
(rights to use
  airport facilities under MFRS) |  | Ps.  | 5,239,620 |      | Ps. | 5,448,574 |  
|Embedded derivative instruments                                                                   |  |      | 13,112    |      |     | 11,157    |  
|Tax loss carryforwards                                                                            |  |      | 204,955   |      |     | 109,146   |  
|Recoverable tax on assets                                                                         |  |      | 685,386   |      |     | 763,679   |  
|Preoperating costs                                                                                |  |      | 7,212     |      |     | 5,622     |  
|Transition obligation for severance
  liability                                                   |  |      | 8,334     |      |     |          |  
|Valuation allowance for recoverable tax on assets
paid                                            |  |      | (442,670  | )    |     | (509,642  | )
|Valuation allowance for tax loss
carryforwards                                                    |  |      | (81,133   | )    |     | (47,142   | )
|                                                                                                  |  |      |           |      |     |           |  
|Total non-current assets  net                                                                    |  | Ps.  | 5,634,816 |      | Ps. | 5,781,394 |  
|                                                                                                  |  |      |           |      |     |           |  
|                                                                                                 
|Total net deferred income tax asset                                                               |  | Ps.  | 5,645,998 |      | Ps. | 5,791,575 |  
|                                                                                                  |  |      |           |      |     |           |  

Previously,
the Company considered the portion of the deferred tax asset related to its
concessions that would reverse in the following year, as a result of fiscal
amortization, to be a current asset. This was determined given that for U.S.
GAAP purposes, no asset existed for financial reporting purposes to which the
deferred tax asset related, as discussed in SFAS No. 109, and accordingly, it
was classified based on the expected reversal date. However, the Company has
subsequently determined that although no asset exists for financial reporting
purposes, the true nature of the event that gives rise to the deferred tax
asset is the existence of a long-term benefit and has therefore classified the
full deferred tax asset related to concessions as long-term. The current
deferred tax asset for 2005 was also reclassified in order to provide
comparability; such reclassification does not result in a material difference
in disclosure from amounts previously reported.

F-60

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A
reconciliation of the Mexican statutory tax rate to the Companys effective tax
rate under U.S. GAAP is as follows:

|                                                              |  |                                  |     |      |  |      |    |  |     |  
|------------------------------------------------------------- |  | -------------------------------- | --- | ---- |  | ---- | -- |  | --- | -
|                                                              |  | For the years ended
December 31, |    
|                                                              |  | 2006                             |     | 2005 |  | 2004 |   
|                                                              |  |                                  |     |      |  |      |   
|Statutory rate                                                |  |                                  | 29  | %    |  | 30   | %  |  | 33  | %
|Effect of permanent differences                               |  |                                  | 1   | %    |  | (1   | )% |  | 1   | %
|Effects of inflation                                          |  |                                  | 1   | %    |  | 1    | %  |  | 2   | %
|Effect of change in statutory rate on
  deferred income taxes |  |                                  |    |      |  |     |    |  | 64  | %
|Cancellation of valuation allowance                           |  |                                  | (11 | %)   |  |     |    |  |    |  
|Change in valuation allowance                                 |  |                                  | 10  | %    |  | 9    | %  |  | 10  | %
|                                                              |  |                                  |     |      |  |      |    |  |     |  
|                                                             
|Effective rate                                                |  |                                  | 30  | %    |  | 39   | %  |  | 110 | %
|                                                              |  |                                  |     |      |  |      |    |  |     |  

As set forth
in the table above, the primary reason for the decrease in the effective rate
from 110% in 2004 to 39% in 2005 is the effect of change in statutory rates, as
mandated by the Mexican tax authorities in December 2004. The primary reason
for the decrease in the effective rate from 39% in 2005 to 30% in 2006 is the
effect of the benefit from the favorable resolution of the recoverable tax on
asset discussed in Note 15.b.

(ix) Statutory employee profit sharing

Under MFRS,
statutory employee profit sharing expense is reported along with the Companys
income tax expense. Additionally, deferred statutory employee profit sharing is
only recognized when it can be reasonably assumed a liability or benefit will
be generated and that circumstances will not change in such a way that the
liability will not be paid.

Under U.S.
GAAP, statutory employee profit sharing is recorded as a component of operating
costs. Accordingly, this difference, which does not affect net income (loss)
for U.S. GAAP purposes, would decrease income tax expense and increase
operating costs by Ps. 1,445, Ps. 696 and Ps. 802 for the years ended December
31, 2006, 2005 and 2004, respectively.

Additionally,
U.S. GAAP requires that deferred statutory employee profit sharing be
calculated using a balance sheet methodology, similar to that of SFAS No. 109,
the resulting liability determined as the difference between the assets and
liabilities in the consolidated financial statements and the assets and
liabilities determined in accordance with the Mexican law related to employee
profit sharing. The Company has not recorded a liability related to deferred
statutory employee profit sharing as the amount is not considered significant.

(x) Severance benefits

Under MFRS, as
mentioned in Notes 3.a and 11, effective January 1, 2005, the Company adopted
the revised provisions to Bulletin D-3, which require the recognition of a
liability for severance payments, calculated based on actuarial computations.
The same recognition criteria under U.S. GAAP is established in SFAS No. 112,
Employers Accounting for Postemployment Benefits, which has been effective
since 1994. The Company had not previously recorded an

F-61

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amount under U.S. GAAP
as it believed that an obligation could not be reasonably quantified nor was it
considered to be a material amount, given the low seniority of the Companys
employees.

Beginning in
2005, the Company applies the same considerations as required by MFRS to
recognize the severance indemnity liability for U.S. GAAP purposes. In spite of
that, the Company believes an obligation should have been recorded for U.S.
GAAP purposes since the effective date of SFAS No. 112. However, the cumulative
effect of the severance obligation related to vested services, which was
deferred as a transition obligation under MFRS, and ultimately resulted in the
recognition of an intangible asset to be amortized over the future service
period of employees, was not reconciled for purposes of U.S. GAAP, as the
difference between MFRS and U.S. GAAP was not considered to be quantitatively
or qualitatively material to the Companys consolidated U.S. GAAP financial
statements for any of that year, taken as a whole.

However, in
2006, the Company elected to recognize the transition obligation that was
deferred under MFRS within the income statement under U.S. GAAP, thereby
removing the intangible asset recognized under MFRS. This adjustment is not
considered material to the income statement or balance sheet under U.S. GAAP.

During 2006,
the Financial Accounting Standards Board (FASB) issued SFAS No. 158, Employers
Accounting for Defined Benefit Pension and Other Postretirement Plans, which
requires companies to fully recognize an asset or liability for the overfunded
or underfunded status of their benefit plans, which in effect results in
companies recognizing all previously unrecognized amounts. Subsequent to the
recognition of the adjustment made to remove the transition obligation under
MFRS as discussed above, the Company did not have any other material
unrecognized items related to its seniority premiums or severance payments that
would require recognition under SFAS No. 158.

In addition, SFAS No. 132(R),
Employers Disclosures about Pensions and Other Postretirement Benefits,
requires certain disclosures, the majority of which have been disclosed in the
financial statements under MFRS. However, SFAS No. 132(R) also requires a
reconciliation of the beginning and ending balances of the benefit obligation,
as follows:

F-62

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|                                          |  |                    |        |      |     |        |  
|----------------------------------------- |  | ------------------ | ------ | ---- | --- | ------ | -
|                                          |  | Severance Benefits |       
|                                          |  | 2006               |        | 2005 |    
|                                          |  |                    |        |      |    
|Change in
  benefit obligation:           |  |                    |        |      |     |        |  
|Benefit obligation at
  beginning of year |  | Ps.                | 27,710 |      | Ps. | 29,848 |  
|Service cost                              |  |                    | 4,995  |      |     | 4,866  |  
|Interest cost                             |  |                    | 1,201  |      |     | 1,102  |  
|Recognition of transition obligation      |  |                    | 3,055  |      |     |       |  
|Benefits paid                             |  |                    | (4,846 | )    |     | (8,106 | )
|                                          |  |                    |        |      |     |        |  
|Benefit obligation at end
  of year       |  | Ps.                | 32,115 |      | Ps. | 27,710 |  
|                                          |  |                    |        |      |     |        |  

Additional disclosure requirements

(a)Fair value of financial instruments:SFAS
No. 107, Disclosures About Fair Value of
Financial Instruments requires disclosure of fair value information
about financial instruments whether or not recognized in the balance sheet, for
which it is practicable to estimate fair value. Financial instruments include
such items as cash and cash equivalents, marketable securities, accounts
receivable, accounts payable and embedded derivative instruments.

The estimated fair value amounts as discussed below
have been determined by the Company using available market information or other
appropriate valuation methodologies that require considerable judgment in
developing and interpreting the estimates of fair value. Accordingly, the
estimates discussed herein and presented within the financial statements are
not necessarily indicative of the amounts that the Company could realize in a
current market exchange. The use of different market assumptions and/or
estimation methodologies may have a material effect on the estimated fair value
amounts.

The carrying amounts of the Companys cash and cash
equivalents, accounts receivable and accounts payable approximate fair value
because they have relatively short-term maturities and bear interest at rates
tied to market indicators, as appropriate.

The Companys short-term investments consist of bonds.
The fair value of these instruments was determined using quoted market prices.

The fair value of the Companys embedded derivative
instruments was determined based on the mark-to-market value.

(b)
Comprehensive income: SFAS No. 130, Reporting Comprehensive Income, requires
companies to report, in addition to net income, all other changes in their
equity during a period resulting from transactions and other events and
circumstances from nonowner sources, including all changes in equity during a
period except those from investments by owners and distributions to owners. As
the Company did not generate changes in equity from nonowner sources, the
Companys comprehensive income for the years ended December 31, 2006, 2005 and
2004, includes solely the net income of those respective periods.

(c)
Earnings per share according to U.S. GAAP:In accordance with
SFAS No. 128, Earnings Per Share,
basic earnings per share is computed by dividing income available to common

F-63

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stockholders by the weighted average number of common
shares outstanding. The computation of diluted earnings per share is adjusted
to include any potential common shares. Potential common shares include the
Companys stock option (in 2005 and 2004 only, as the ability to exercise the
option expired in 2006) as well as the forfeitable five percent of AMPs shares
held in the trust. All weighted average number of common shares outstanding and
potential common shares include the effects of the one for 28.55583444 reverse
stock split (see Note 12.g).

Diluted earnings per share for the years ended
December 31, 2006 and 2005 include 4,207,500 equivalent shares from the
forfeitable shares, which are considered to be contingently issuable under SFAS
No. 128, and thereby are included in the calculation of diluted EPS until such
time as the contingency is resolved. Forfeitable shares of 4,207,500 were not
included in the computation of diluted EPS for the year ended December 31,
2004, as the effect of these contingently issuable shares would be
anti-dilutive, due to the net loss incurred by the Company during such year.

The option to purchase 5,610,000 and 16,830,000 shares
of common stock as of December 31, 2005 and 2004, respectively, at a price of
U.S.$ 3.898 and U.S.$ 3.873, respectively, were not included in the computation
of diluted EPS for the years ended December 31, 2005 and 2004 because the
effect of such option would be anti-dilutive.

The computation and reconciliation of basic and
diluted earnings per share for the years ended December 31, prepared in accordance
with U.S. GAAP, are as follows:

|                                                       |  |      |             |      |     |             |  |     |             |  
|------------------------------------------------------ |  | ---- | ----------- | ---- | --- | ----------- |  | --- | ----------- | -
|                                                       |  | 2006 |             | 2005 |     | 2004        | 
|                                                       |  |      |             |      |     |             |  |     |             |  
|Numerator                                              |  |      |             |      |     |             |  |     |             |  
|Net income (loss) under
  U.S. GAAP                    |  | Ps.  | 1,099,935   |      | Ps. | 924,584     |  | Ps. | (124,579    | )
|                                                       |  |      |             |      |     |             |  |     |             |  
|                                                       |  |      |             |      |     |             |  |     |             |  
|Denominator (share amounts)                            |  |      |             |      |     |             |  |     |             |  
|Weighted average number of
  common shares outstanding |  |      | 556,792,500 |      |     | 556,792,500 |  |     | 556,792,500 |  
|Dilutive effects of
  forfeitable shares               |  |      | 4,207,500   |      |     | 4,207,500   |  |     |            |  
|                                                       |  |      |             |      |     |             |  |     |             |  
|Total potential dilutive
  shares                      |  |      | 561,000,000 |      |     | 561,000,000 |  |     | 556,792,500 |  
|                                                       |  |      |             |      |     |             |  |     |             |  
|                                                       |  |      |             |      |     |             |  |     |             |  
|Basic earnings per share                               |  | Ps.  | 1.9755      |      | Ps. | 1.6605      |  | Ps. | (0.2237     | )
|                                                       |  |      |             |      |     |             |  |     |             |  
|                                                       |  |      |             |      |     |             |  |     |             |  
|Diluted earnings per share                             |  | Ps.  | 1.9607      |      | Ps. | 1.6481      |  | Ps. | (0.2237     | )
|                                                       |  |      |             |      |     |             |  |     |             |  

(d)
Supplemental cash flow information: Under MFRS, the Company
presents a consolidated statement of changes in financial position in
accordance with Bulletin B-12, Statement of
Changes in Financial Position, which identifies the generation and
application of resources as the differences between beginning and ending
financial statement balances in constant Mexican pesos.

For U.S. GAAP purposes, the Company has provided a
statement of cash flows in accordance with SFAS No. 95, Statement of Cash Flows, which presents
only cash movements, excluding the effects of inflation, and requires that
additional information related to non-cash investing and

F-64

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financing transactions and other events be provided
separately. Presented below are statements of cash flows of the Company in
accordance with U.S. GAAP for the years ended December 31:

|                                                                                    |  |      |           |                 |     |                 |   |     |           |  
|----------------------------------------------------------------------------------- |  | ---- | --------- | --------------- | --- | --------------- | - | --- | --------- | -
|                                                                                    |  | 2006 |           | 2005 (Restated) |     | 2004 (Restated) |  
|Operating activities:                                                               |  |      |           |                 |     |                 |   |     |           |  
|Net income under U.S. GAAP                                                          |  | Ps.  | 1,099,935 |                 | Ps. | 924,584         |   | Ps. | (124,579  | )
|Adjustments to reconcile net income to net cash provided by operating
  activities: |  |      |           |                 |     |                 |   |     |           |  
|Depreciation and amortization                                                       |  |      | 328,070   |                 |     | 253,031         |   |     | 240,511   |  
|Provision for labor obligations                                                     |  |      | 28,828    |                 |     | 3,575           |   |     | 1,966     |  
|Deferred fees for technical assistance
services                                     |  |      | 46,078    |                 |     | 15,310          |   |     | 15,026    |  
|Embedded derivatives                                                                |  |      | 6,649     |                 |     | 30,340          |   |     | 4,168     |  
|Deferred income taxes                                                               |  |      | 75,880    |                 |     | 231,688         |   |     | 1,021,382 |  
|Changes in operating assets and liabilities:                                        |  |      |           |                 |     |                 |   |     |           |  
|Trade accounts receivable                                                           |  |      | (31,178   | )               |     | (2,552          | ) |     | 64,615    |  
|Short-term marketable securities                                                    |  |      | (9,166    | )               |     | 133,749         |   |     | (101,938  | )
|Recoverable taxes and other current
assets                                          |  |      | (217,151  | )               |     | (16,291         | ) |     | 27,740    |  
|Recoverable tax on assets                                                           |  |      | 49,721    |                 |     | (176,169        | ) |     | (190,842  | )
|Recoverable income taxes                                                            |  |      |          |                 |     | 6,547           |   |     | 24,570    |  
|Concession taxes payable                                                            |  |      | 2,362     |                 |     | 2,204           |   |     | 3,382     |  
|Accounts payable and other                                                          |  |      | 11,291    |                 |     | 16,886          |   |     | 18,984    |  
|Due to Aeropuertos Mexicanos
  del Pacífico, S.A. de C.V., related party            |  |      | 10,184    |                 |     | 18,590          |   |     | 12,136    |  
|Income tax, asset tax and employee statutory profit
sharing payable                 |  |      | 10,462    |                 |     | (13,941         | ) |     | 39,314    |  
|Deposits received                                                                   |  |      | 11,032    |                 |     | 4,215           |   |     | 14,989    |  
|Loss from monetary position                                                         |  |      | 53,170    |                 |     | 49,071          |   |     | 86,560    |  
|                                                                                    |  |      |           |                 |     |                 |   |     |           |  
|Net cash provided by operating activities                                           |  |      | 1,476,167 |                 |     | 1,480,837       |   |     | 1,157,984 |  
|                                                                                    |  |      |           |                 |     |                 |   |     |           |  
|Cash flows used in investing activities:                                            |  |      |           |                 |     |                 |   |     |           |  
|Buildings improvements, machinery and equipment                                     |  |      | (620,554  | )               |     | (570,987        | ) |     | (285,960  | )
|Other acquired rights                                                               |  |      |          |                 |     |                |   |     | (448,652  | )
|Other assets                                                                        |  |      | (5,116    | )               |     | (564            | ) |     | (2,009    | )
|                                                                                    |  |      |           |                 |     |                 |   |     |           |  
|Net cash used in investing activities                                               |  |      | (625,670  | )               |     | (571,551        | ) |     | (736,621  | )
|                                                                                    |  |      |           |                 |     |                 |   |     |           |  
|Cash flows used in financing activities-                                            |  |      |           |                 |     |                 |   |     |           |  
|Dividend payments                                                                   |  |      | (746,253  | )               |     | (1,094,814      | ) |     | (305,180  | )
|                                                                                    |  |      |           |                 |     |                 |   |     |           |  
|Effects of inflation accounting                                                     |  |      | (21,942   | )               |     | (17,419         | ) |     | (34,698   | )
|                                                                                    |  |      |           |                 |     |                 |   |     |           |  
|Increase (decrease) in cash and cash equivalents                                    |  |      | 82,302    |                 |     | (202,947        | ) |     | 81,485    |  
|                                                                                    |  |      |           |                 |     |                 |   |     |           |  
|Cash and cash equivalents at beginning of year                                      |  |      | 815,066   |                 |     | 1,018,013       |   |     | 936,528   |  
|                                                                                    |  |      |           |                 |     |                 |   |     |           |  
|                                                                                    |  |      |           |                 |     |                 |   |     |           |  
|Cash and cash equivalents at end of year                                            |  | Ps.  | 897,368   |                 | Ps. | 815,066         |   | Ps. | 1,018,013 |  
|                                                                                    |  |      |           |                 |     |                 |   |     |           |  
|                                                                                    |  |      |           |                 |     |                 |   |     |           |  
|Supplemental cash disclosures:                                                      |  |      |           |                 |     |                 |   |     |           |  
|Cash paid for income tax and asset tax                                              |  | Ps.  | 476,078   |                 | Ps. | 506,841         |   | Ps. | 476,181   |  
|                                                                                    |  |      |           |                 |     |                 |   |     |           |  
|Supplemental non-cash investing activity:                                           |  |      |           |                 |     |                 |   |     |           |  
|                                                                                    |  |      |           |                 |     |                 |   |     |           |  
|Investment in building improvements, machinery and
equipment on
  account           |  | Ps.  | 76,276    |                 | Ps. | 66,005          |   | Ps. | 31,505    |  

F-65

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Subsequent to the submission of its 2005 financial
statements, the Company determined that it had not appropriately presented cash
flows related to purchases of fixed assets on account. Accordingly, the Company
restated its 2005 and 2004 consolidated statements of cash flows related to the
financial statement line items Accounts payable and other and Buildings
improvements, machinery and equipment and included the additional supplemental
non-cash investing activity disclosure for such years. The table below
discloses the 2005 and 2004 totals for operating and investing activities as
well as supplemental disclosures as previously presented and as restated.

|                                                                                                                |  |                            |           |                 |     |                            |  |                 |           |  |     |           | 
|--------------------------------------------------------------------------------------------------------------- |  | -------------------------- | --------- | --------------- | --- | -------------------------- |  | --------------- | --------- |  | --- | --------- | 
|                                                                                                                |  | Year ended December 31,    |          
|                                                                                                                |  | 2005As PreviouslyPresented |           | 2005As Restated |     | 2004As PreviouslyPresented |  | 2004As Restated |          
|                                                                                                                |  |                            |           |                 |     |                            |  |                 |           |  |     |           | 
|Net cash provided by operating activities                                                                       |  | Ps.                        | 1,517,050 |                 | Ps. | 1,480,837                  |  | Ps.             | 1,184,326 |  | Ps. | 1,157,984 | 
|                                                                                                                |  |                            |           |                 |     |                            |  |                 |           |  |     |           | 
|Net cash used in investing activities                                                                           |  |                            | 606,051   |                 |     | 571,551                    |  |                 | 761,924   |  |     | 736,621   | 
|                                                                                                                |  |                            |           |                 |     |                            |  |                 |           |  |     |           | 
|Effects of inflation accounting                                                                                 |  |                            | 19,132    |                 |     | 17,419                     |  |                 | 35,737    |  |     | 34,698    | 
|Supplemental disclosure of non-cash
  investmentsin building improvements, machinery and
  equipment on account |  |                            |          |                 |     | 66,005                     |  |                 |          |  |     | 31,505    | 

(e) Valuation and qualifying accounts:

|                                  |  |                                  |        |                                             |     |                     |  |            |       |                            |     |       |  |     |        | 
|--------------------------------- |  | -------------------------------- | ------ | ------------------------------------------- | --- | ------------------- |  | ---------- | ----- | -------------------------- | --- | ----- |  | --- | ------ | 
|Description                       |  | Balance at
  beginning
  of year |        | Additions charged
  to costs and
  expenses |     | Inflation
  effects |  | Deductions |       | Balance at
  end of
  Year |    
|                                  |  |                                  |        |                                             |     |                     |  |            |       |                            |     |       |  |     |        | 
|Allowance for doubtful
  accounts |  |                                  |        |                                             |     |                     |  |            |       |                            |     |       |  |     |        | 
|2006                              |  | Ps.                              | 38,242 |                                             | Ps. | 7,036               |  | Ps.        |      |                            | Ps. | 1,538 |  | Ps. | 43,740 | 
|2005                              |  |                                  | 40,506 |                                             |     | 2,497               |  |            | (88   | )                          |     | 4,673 |  |     | 38,242 | 
|2004                              |  |                                  | 16,131 |                                             |     | 25,915              |  |            | 1,704 |                            |     | 3,244 |  |     | 40,506 | 

(f) Recently issued accounting standards
(U.S. GAAP)

In June 2006, the FASB issued Interpretation
No. 48 (FIN 48), Accounting for Uncertainty in Income Taxes.
FIN 48 provides detailed guidance for the financial statement recognition,
measurement and disclosure of uncertain tax positions recognized in an
enterprises financial statements in accordance with FASB Statement
No. 109, Accounting for Income Taxes. FIN 48 requires an entity to
recognize the financial statement impact of a tax position when it is more
likely than not that the position will be sustained upon examination. If the
tax position meets the more-likely-than-not recognition threshold, the tax
effect is recognized at the largest amount of the benefit that is greater than
fifty percent likely of being realized upon ultimate settlement. Any difference
between the tax position taken in the tax return and the tax position
recognized in the financial statements using the criteria above results in the
recognition of a liability in the financial statements for the unrecognized benefit.
Similarly, if a tax position fails to meet the more-likely-than-not recognition
threshold, the benefit taken in tax return will also result in the recognition
of a liability in the financial statements for the full amount of the
unrecognized benefit. FIN 48 will be effective for fiscal years beginning after
December 15, 2006 and the provisions of FIN 48 will be applied to all tax
positions under Statement No. 109 upon initial

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adoption. The cumulative effect of applying the
provisions of this interpretation will be reported as an adjustment to the
opening balance of retained earnings for that fiscal year. The Company does not
anticipate the adoption of this new accounting principle will have a material
effect on its financial position, results of operations or cash flows.

In September 2006, the SEC issued Staff Accounting
Bulletin No. 108 Considering the Effects of Prior Year Misstatements
When Quantifying Misstatements in Current Year Financial Statements
(SAB No. 108). SAB No. 108 addresses the process and diversity in
practice of quantifying financial statement misstatements resulting in the
potential build-up of improper amounts on the balance sheet. The Company
adopted the provisions of SAB No.108 in the accompanying consolidated financial
statements, which did not have an effect on its financial position, results of
operations or cash flows.

In
September 2006, the FASB issued SFAS No. 157, Fair Value Measurements,
(SFAS No. 157). SFAS No. 157 establishes a framework for measuring
fair value and expands disclosures about fair value measurements. SFAS No. 157
clarifies the definition of exchange price as the price between market
participants in an orderly transaction to sell an asset or transfer a liability
in the market in which the reporting entity would transact for the asset or
liability, that is, the principal or most advantageous market for the asset or
liability. The changes to current practice resulting from the application of
this Statement relate to the definition of fair value, the methods used to
measure fair value, and the expanded disclosures about fair value measurements.
The Statement is effective for fiscal years beginning after November 15,
2007. The Company does not anticipate the adoption of this new accounting
principle will have a material effect on its financial position, results of
operations or cash flows.

In September 2006, the FASB issued SFAS No. 158,
which requires an employer to recognize the over-funded or under-funded status
of a defined benefit postretirement plan (other than a multiemployer plan) as
an asset or liability in its statement of financial position and to recognize
changes in that funded status in the year in which the changes occur through
comprehensive income. This statement also requires that an entity measure the
fair value of plan assets and benefit obligations as of the date of the
year-end balance sheet. The Company adopted the provisions of this statement in
the accompanying 2006 financial statements, which did not have a material
effect, given that the Company did not have any unrecognized amounts related to
its seniority premiums or severance payment liabilities.

24.Subsequent events

a. On January 31, 2007, the stockholders of Pacífico
Cargo were reimbursed for the liquidation of the subsidiary. The only pending
event includes the cancellation of the entity from the Public Registry, where
it was initially incorporated.

b. On April 24, 2007, in connection with the
recoverable income tax on dividends of the Tijuana airport, as described in
Note 15.a, the Mexican Tax Court found in favor of the Mexican Treasury
Department in the first instance in that the refunded requested by the Tijuana
airport was unfounded. In the same sentence the Court found for procedural
reasons only, that the fine paid by this airport was incorrectly requested by
the Mexican Treasury Department. However, the Court did not find that the fine
was substantively unfounded, and thus left open the

F-67

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possibility that the
Mexican Treasury Department could in the future overcome their procedural error
and correctly request the fine in the manner they sought. Based on the sentence
received, the Company has continued both litigations through an appeal to seek
(i) an ultimate declaration of the inapplicability of the fine and (ii) confirmation
of the criteria over the recoverable income tax on dividends.

c. In April 2007, in relation to the deductibility of
amounts paid to ASA in 2003 described in Note 17.d, the Company received a
favorable sentence in the ultimate instance at the Manzanillo airport. In June
2007, received an unfavorable sentence in the ultimate instance at the Morelia
airport, as the higher court denied the Companys appeal and confirmed the
sentence of the lower court.

25.
Financial statements issuance authorization

On March 22, 2007, the issuance of the consolidated
financial statements was authorized by Carlos Francisco del Río Carcaño, Chief
Executive Officer and by Rodrigo Guzmán Perera, Chief Financial Officer of the
Company. These consolidated financial statements were approved at the ordinary
stockholders meeting on April 19, 2007.

* * * * * *

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