BILL  OF  SALE


THE  STATE  OF  FLORIDA
                                           KNOW  ALL  MEN  BY  THESE  PRESENTS:
COUNTY  OF  BROWARD


     That  Miami Aviation Maintenance Co., a Florida corporation ("Seller"), for
the  consideration  set forth herein, by these presents does hereby grant, sell,
assign,  convey,  transfer  and  deliver unto Twin Air Calypso Services, Inc., a
Florida  corporation,  and  its  successors  and  assigns  ("Purchaser"), all of
Seller's  right,  title  and  interest  in and to those certain assets listed on
Schedule  I  hereto  (all  of  the  assets  being  transferred  are  referred to
hereinafter  collectively as the "Assets"), including, without limitation, those
Assets  itemized  and  described  below,  free  and  clear  of all encumbrances,
security  interests,  liens,  charges,  claims  and restrictions on the transfer
thereof,  other  than as the same have been previously disclosed to Purchaser in
writing.

     TO  HAVE  AND  TO  HOLD  the  Assets,  together  with  all  the  rights and
appurtenances  thereto  in anywise belonging, unto Purchaser, its successors and
assigns,  forever,  and  Seller  does hereby bind itself, and its successors and
assigns,  to  forever  warrant  and  defend  title  to the Assets unto Purchaser
against  the  claims  of  any  and  all  persons  whomsoever.

     Purchaser  does  not  hereby  assume  any  of  Seller's  liabilities  and
obligations  with  respect  to  the  Assets.

     The  purchase  price  for  the  Assets  is 750,000 restricted shares of the
common  stock  (the  "Shares")  of  AvStar  Aviation  Group,  Inc.,  a  Colorado
corporation  ("AvStar").

     Seller  hereby  agrees  that  it  will  execute and deliver, or cause to be
executed  and  delivered,  from  time  to  time  after the date hereof, upon the
request of Purchaser, such other instruments of conveyance and transfer and will
take  such other action as Purchaser may reasonably require to effectuate and/or
evidence  the  conveyance  provided  for  herein.

     In  order  to  induce Purchaser to purchase the Assets, Seller hereby makes
the following representations and warranties to Purchaser, which representations
and  warranties are material to Purchaser and are being relied upon by Purchaser
in  connection  with  Purchaser's  decision  to  purchase  the  Assets:

          (a)     Seller  has  full  right,  power  and authority to execute and
deliver this Bill of Sale and to sell the Assets to Purchaser; the execution and
delivery  of  this Bill of Sale and the sale of the Assets to Purchaser has been
duly  authorized  by  all  necessary action on the part of Seller; and when this
Bill  of  Sale  and  all other agreements, documents and instruments executed in
connection  herewith  are  executed  by the appropriate parties and delivered to
Purchaser,  this  Bill  of  Sale  and  such  other  agreements,  documents  and
instruments  will  constitute  the  valid  and  binding  agreements  of  Seller
enforceable  against  Seller in accordance with their respective terms, and will
vest  in Purchaser full right, title and interest in and to the Assets, free and
clear  of  any and all encumbrances, security interests, liens, charges, claims,
restrictions  or  limitations,  whatsoever, by any person of any kind, including
those  on  the  transfer  thereof,  whether  known  or  unknown;  and

          (b)     All  Assets  constituting  tangible personal property are in a
good  state  of repair and operating condition, ordinary wear and tear excepted,
and  all  Assets  constituting  inventories  (including, without limitation, raw
materials, spare parts and supplies, work-in-process, finished goods) consist of
items  of  a  quality, condition and quantity useable and saleable in the normal
course  of  business;  and

          (c)     None  of  the  Assets  is  subject  to any commitment or other
arrangement  for  their  sale  or  use  by  Seller  or  third  parties;  and

          (d)     Neither  the  execution  and delivery of this Bill of Sale nor
the  consummation  of  the  transactions  contemplated  hereby will (i) violate,
conflict  with  or result in the breach or termination of, or otherwise give any
other  contracting party the right to terminate, or constitute a default (by way
of  substitution,  novation  or  otherwise)  under the terms of, any contract to
which  Seller  is  a  party  or  by which Seller is bound or by which any of the
Assets is bound or affected, (ii) violate any judgment against, or binding upon,
Seller  or  the  Assets,  or (iii) result in the creation of any lien, charge or
encumbrance  upon  the  Assets  pursuant  to the terms of any such contract; and

          (e)     There  are  no actions, suits, claims or legal, administrative
or  arbitration  proceedings  or  investigations  pending or threatened against,
involving or affecting any of the Assets, this Bill of Sale, or the transactions
contemplated  hereby, and there are no outstanding orders, writs, injunctions or
decrees  of  any  court,  governmental  agency  or arbitration tribunal against,
involving  or  affecting  the  Assets,  this  Bill  of Sale, or the transactions
contemplated  hereby;  and

          (f)     Seller  has not taken any action that has or will give rise to
a  claim  to  any  broker's or finder's fee or commission in connection with the
transfer  of  the  Assets;  and

          (g)     No  consent  or  approval  from any third party is required in
connection  with the execution and delivery of this Bill of Sale or the transfer
of  the  Assets.

     Moreover, Seller hereby represents and warrants to AvStar (which is relying
on  the  following  representations  and warranties in its decision to issue the
Shares  to  Seller)  that  Seller  is  familiar  with the business and financial
condition,  properties,  operations  and prospects of AvStar, and has been given
full  access  to  all material information concerning the condition, properties,
opera-tions  and prospects of AvStar; Seller has had an oppor-tunity to ask such
questions  of,  and  to  receive  such  infor-mation  from, AvStar as Seller has
desired  and  to  obtain  any  additional  information  necessary  to verify the
accuracy  of  the  information  and  data  received;  Seller  has  received  all
information  concerning  the  condition, properties, operations and prospects of
AvStar to Seller's satisfaction; Seller has such knowledge, skill and experience
in  business,  financial  and  investment  matters  so that Seller is capable of
evaluating  the  merits  and  risks  of  the  purchase of the Shares; Seller has
reviewed  its  financial  condition  and  commit-ments  and  that, based on such
review,  Seller  is  satisfied  that  it (a) has adequate means of providing for
contingencies,  (b) has no present or contemplated future need to dispose of all
or any of the Shares to satisfy existing or contemplated under-takings, needs or
indebt-edness,  (c)  is capable of bearing the economic risk of the ownership of
the  Shares  for  the indefinite future, and (d) has assets or sources of income
which,  taken  together,  are more than sufficient so that Seller could bear the
loss of the entire purchase price of the Shares; Seller is acquir-ing the Shares
solely  for  Seller's  own  beneficial account, for investment purposes, and not
with  a  view  to,  or  for  resale  in connection with, any distribution of the
Shares; the Seller understands that the Shares has not been registered under the
Securities  Act  of  1933 or any state securi-ties laws and therefore the Shares
are "re-stricted" under such laws; Seller has not offered or sold any portion of
the  Shares and has no present intention of reselling or other-wise disposing of
any  portion  of the Shares either cur-rently or after the passage of a fixed or
deter-minable  period  of  time  or upon the occurrence or non-occurrence of any
predeter-mined  event  or  circumstance.

     In  consideration  of  Purchaser's  purchase  of  the Assets, Seller hereby
agrees  to  protect,  indemnify, and hold harmless Purchaser, and its successors
and  assigns,  from  any  and  all claims, demands, suits, proceedings, actions,
causes  of action, losses, damages, liabilities, costs, and expenses (including,
without  limitation,  attorneys' fees and court costs) (i) resulting directly or
indirectly  from  the  untruthfulness  or  breach of any of the representations,
warranties  or  covenants made by Seller in this Bill of Sale, or (ii) resulting
directly  or indirectly from Seller's ownership or operation of the Assets prior
to  the  date  hereof.

     In consideration of Seller's sale of the Assets, Purchaser hereby agrees to
protect,  indemnify,  and  hold harmless Seller, and its successors and assigns,
from any and all claims, demands, suits, proceedings, actions, causes of action,
losses,  damages,  liabilities,  costs,  and  expenses  (including,  without
limitation,  attorneys'  fees  and  court  costs)  (i)  resulting  directly  or
indirectly  from  the  breach  of any of the covenants made by Purchaser in this
Bill  of  Sale,  or  (ii)  resulting  directly  or  indirectly  from Purchaser's
ownership  or  operation  of  the  Assets  after  the  date  hereof.

     In  connection  with  the  sale and purchase of the Assets pursuant to this
Bill  of  Sale,  Seller  terminated  its  employment  relationship  with each of
Seller's  employees  ("Seller  Employees"),  and  Purchaser  entered  into  an
employment  relationship  with  each  of  the  Seller  Employees.

     All  indemnity  agreements,  and  all representations, warranties and other
agreements  and covenants made herein by either Seller or Purchaser herein shall
survive  the  consummation of the sale of the Assets provided for herein and all
other  transactions  contemplated  hereby.

     THIS  BILL  OF SALE SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH,
THE  LAWS  OF  THE  STATE  OF  FLORIDA.  It  may  be  executed  in any number of
counterparts;  each such counterpart shall, for all purposes, be deemed to be an
original;  and  all such counterparts shall constitute but one and the same Bill
of  Sale.

                             [SIGNATURES TO FOLLOW]

<PAGE>
     IN  WITNESS  WHEREOF,  Seller and Purchaser have executed this Bill of Sale
effective  as  of  the  8th  day  of  April,  2010.

"SELLER"                                    "PURCHASER"

MIAMI  AVIATION  MAINTENANCE  CO.,          TWIN  AIR  CALYPSO  SERVICES,  INC.,
a  Florida  corporation                     a  Florida  corporation


By:_________________________________        By:_________________________________
                                                 Russell  Ivy,  Vice  President
Name:_______________________________

Title:________________________________

<PAGE>
                                   SCHEDULE I

                                 LIST OF ASSETS
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